SEC Filing | Green Plains Inc.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 10-Q

Quarterly Report Pursuant to Section 13 or 15(d) of the
‎Securities Exchange Act of 1934

For the Quarterly Period Ended September 30, 2020

Commission File Number 001-32924

Green Plains Inc.

(Exact name of registrant as specified in its charter)


Iowa	84-1652107
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1811 Aksarben Drive, Omaha, NE 68106	(402) 884-8700
(Address of principal executive offices, including zip code)	(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.001 per share	GPRE	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

x Yes o No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

x Yes o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer o	Accelerated filer x

Non-accelerated filer o

Smaller reporting company o	Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

o Yes x No

The number of shares of common stock, par value $0.001 per share, outstanding as of November 2, 2020, was 35,658,284 shares.

Table of Contents



		Page
Commonly Used Defined Terms		2
PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements	3

	Consolidated Balance Sheets	3

	Consolidated Statements of Operations	4

	Consolidated Statements of Comprehensive Income	5

	Consolidated Statements of Cash Flows	6

	Notes to Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	38

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	54

Item 4.	Controls and Procedures	55


PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	57

Item 1A.	Risk Factors	57

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	59

Item 3.	Defaults Upon Senior Securities	59

Item 4.	Mine Safety Disclosures	59

Item 5.	Other Information	59

Item 6.	Exhibits	60

Signatures		61

Table of Contents

Commonly Used Defined Terms

The abbreviations, acronyms and industry terminology used in this quarterly report are defined as follows:

Green Plains Inc., Subsidiaries, and Partners:


Green Plains; the company	Green Plains Inc. and its subsidiaries
BioProcess Algae	BioProcess Algae LLC
Green Plains Cattle; GPCC	Green Plains Cattle Company LLC
Green Plains Commodity Management	Green Plains Commodity Management LLC
Green Plains Grain	Green Plains Grain Company LLC
Green Plains Partners; the partnership	Green Plains Partners LP
Green Plains Shenandoah; Shenandoah	Green Plains Shenandoah LLC
Green Plains Trade	Green Plains Trade Group LLC
Green Plains Wood River; Wood River	Green Plains Wood River LLC

Accounting Defined Terms:


ASC	Accounting Standards Codification
EBITDA	Earnings before interest, income taxes, depreciation and amortization
EPS	Earnings per share
Exchange Act	Securities Exchange Act of 1934, as amended
GAAP	U.S. Generally Accepted Accounting Principles
LIBOR	London Interbank Offered Rate
LTIP	Long-Term Incentive Plan
R&D Credits	Research and development tax credits
SEC	Securities and Exchange Commission

Industry and Other Defined Terms:


Bgy	Billion gallons per year
CAFE	Corporate Average Fuel Economy
the CARES Act	Coronavirus Aid, Relief, and Economic Security Act
COVID-19	Coronavirus Disease 2019
D.C.	District of Columbia
DOE	Department of Energy
E10	Gasoline blended with up to 10% ethanol by volume
E15	Gasoline blended with up to 15% ethanol by volume
E85	Gasoline blended with up to 85% ethanol by volume
EIA	U.S. Energy Information Administration
EPA	U.S. Environmental Protection Agency
GATT	General Agreement on Tariffs and Trade
MmBtu	Million British Thermal Units
Mmg	Million gallons
MTBE	Methyl tertiary-butyl ether
MVC	Minimum volume commitment
RFS II	Renewable Fuels Standard II
RIN	Renewable identification number
RVO	Renewable volume obligation
SRE	Small refinery exemption
U.S.	United States
USDA	U.S. Department of Agriculture
WTO	World Trade Organization

Table of Contents

PART 1 – FINANCIAL INFORMATION

Item 1. Financial Statements.

GREEN PLAINS INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)


	September 30, ‎2020		December 31, ‎2019
	(unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	150,407	$	245,977
Restricted cash		31,877		23,919
Accounts receivable, net of allowances of $191 and $166, respectively		54,482		107,183
Income taxes receivable		57,929		6,216
Inventories		184,661		252,992
Prepaid expenses and other		14,634		13,685
Derivative financial instruments		14,687		17,941
Total current assets		508,677		667,913
Property and equipment, net of accumulated depreciation and amortization of $541,690 and $486,677, respectively		858,490		827,271
Operating lease right-of-use assets		56,904		52,476
Investment in equity method investees		73,563		68,998
Other assets		39,786		81,560
Total assets	$	1,537,420	$	1,698,218

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable	$	89,566	$	156,693
Accrued and other liabilities		28,682		39,384
Derivative financial instruments		17,577		8,721
Operating lease current liabilities		14,663		16,626
Short-term notes payable and other borrowings		146,614		187,812
Current maturities of long-term debt		34,378		132,555
Total current liabilities		331,480		541,791
Long-term debt		345,056		243,990
Operating lease long-term liabilities		45,360		38,314
Other liabilities		11,969		8,837
Total liabilities		733,865		832,932

Commitments and contingencies (Note 14)

Stockholders' equity
Common stock, $0.001 par value; 75,000,000 shares authorized; ‎47,466,527 and 46,964,115 shares issued, and 35,653,366 ‎and 36,031,933 shares outstanding, respectively		47		47
Additional paid-in capital		738,774		734,580
Retained earnings		89,005		148,150
Accumulated other comprehensive loss		(10,913)		(11,064)
Treasury stock, 11,813,161 and 10,932,182 shares, respectively		(131,287)		(119,808)
Total Green Plains stockholders' equity		685,626		751,905
Noncontrolling interests		117,929		113,381
Total stockholders' equity		803,555		865,286
Total liabilities and stockholders' equity	$	1,537,420	$	1,698,218

See accompanying notes to the consolidated financial statements.
‎

Table of Contents

GREEN PLAINS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited and in thousands, except per share amounts)


	Three Months Ended ‎September 30,				Nine Months Ended ‎September 30,
	2020		2019		2020		2019
Revenues
Product revenues	$	423,027	$	631,032	$	1,441,248	$	1,696,245
Service revenues		1,035		1,318		3,707		5,315
Total revenues		424,062		632,350		1,444,955		1,701,560

Costs and expenses
Cost of goods sold (excluding depreciation and amortization expenses reflected below)		393,933		632,129		1,372,057		1,700,481
Operations and maintenance expenses		6,647		6,216		19,410		19,314
Selling, general and administrative expenses		19,934		18,542		62,090		56,450
Goodwill impairment		-		-		24,091		-
Gain on sale of asset		(2,000)		-		(2,000)		-
Depreciation and amortization expenses		19,753		17,828		57,208		52,963
Total costs and expenses		438,267		674,715		1,532,856		1,829,208
Operating loss from continuing operations		(14,205)		(42,365)		(87,901)		(127,648)

Other income (expense)
Interest income		3		767		643		2,813
Interest expense		(10,169)		(10,548)		(29,536)		(31,528)
Other, net		12		88		862		630
Total other expense		(10,154)		(9,693)		(28,031)		(28,085)
Loss from continuing operations before income taxes and income from equity method investees		(24,359)		(52,058)		(115,932)		(155,733)
Income tax benefit (expense)		(7,280)		12,530		48,461		40,692
Income from equity method investees, net of income taxes		906		644		20,917		534
Net loss from continuing operations including noncontrolling interest		(30,733)		(38,884)		(46,554)		(114,507)
Net income from discontinued operations, net of income taxes		-		3,393		-		966
Net loss		(30,733)		(35,491)		(46,554)		(113,541)
Net income attributable to noncontrolling interests		3,753		3,479		12,591		13,570
Net loss attributable to Green Plains	$	(34,486)	$	(38,970)	$	(59,145)	$	(127,111)

Earnings per share - basic and diluted
Net loss from continuing operations	$	(1.00)	$	(1.15)	$	(1.71)	$	(3.28)
Net income from discontinued operations		-		0.09		-		0.03
Net loss attributable to Green Plains	$	(1.00)	$	(1.06)	$	(1.71)	$	(3.25)

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PART I – FINANCIAL INFORMATION

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PART II – OTHER INFORMATION