SEC Filing | Green Plains Inc.

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Table of Contents

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 March 31, 2022

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 x	Accelerated filer o

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 registrant had 53,821,745 common stock outstanding as of April 28, 2022.

Table of Contents



		Page
Commonly Used Defined Terms		3
PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements	4

	Consolidated Balance Sheets	4

	Consolidated Statements of Operations	5

	Consolidated Statements of Comprehensive Income (Loss)	6

	Consolidated Statements of Cash Flows	7

	Notes to Consolidated Financial Statements	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	29

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40

Item 4.	Controls and Procedures	41


PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	43

Item 1A.	Risk Factors	43

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45

Item 3.	Defaults Upon Senior Securities	45

Item 4.	Mine Safety Disclosures	46

Item 5.	Other Information	46

Item 6.	Exhibits	47

Signatures		48

Table of Contents

Commonly Used Defined Terms

Green Plains Inc. and Subsidiaries:


Green Plains; the company	Green Plains Inc. and its subsidiaries
FQT	Fluid Quip Technologies, LLC
Green Plains Commodity Management	Green Plains Commodity Management LLC
Green Plains Finance Company	Green Plains Finance Company LLC
Green Plains Grain	Green Plains Grain Company LLC
Green Plains Mount Vernon; Mount Vernon	Green Plains Mount Vernon LLC
Green Plains Obion; Obion	Green Plains Obion 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
SEC	Securities and Exchange Commission
SOFR	Secured Overnight Financing Rate

Industry and Other Defined Terms:


BlackRock	Funds and accounts managed by BlackRock
the CARES Act	Coronavirus Aid, Relief, and Economic Security Act
COVID-19	Coronavirus Disease 2019
CST	Clean Sugar Technology^TM
DOE	Department of Energy
E10	Gasoline blended with up to 10% ethanol by volume
E15	Gasoline blended with up to 15% ethanol by volume
EIA	U.S. Energy Information Administration
EPA	U.S. Environmental Protection Agency
FFV	Flexible-fuel vehicle
LCFS	Low Carbon Fuel Standard
MmBtu	Million British Thermal Units
Mmg	Million gallons
MSC^TM	Maximized Stillage Coproducts produced using process technology developed by Fluid Quip Technologies LLC
MTBE	Methyl tertiary-butyl ether
RFS	Renewable Fuels Standard
RIN	Renewable identification number
RVO	Renewable volume obligation
SRE	Small refinery exemption
U.S.	United States
USDA	U.S. Department of Agriculture

‎

Table of Contents

PART 1 – FINANCIAL INFORMATION

Item 1. Financial Statements.

GREEN PLAINS INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)


	March 31, ‎2022		December 31, ‎2021
	(unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	509,195	$	426,220
Restricted cash		95,070		134,739
Marketable securities		24,942		124,859
Accounts receivable, net of allowances of $282 and $682, respectively		142,041		119,961
Income taxes receivable		646		911
Inventories		313,950		267,838
Prepaid expenses and other		20,675		16,483
Derivative financial instruments		56,087		26,738
Total current assets		1,162,606		1,117,749
Property and equipment, net of accumulated depreciation ‎and amortization of $584,957 and $567,027, respectively		940,912		893,517
Operating lease right-of-use assets		64,376		64,042
Other assets		84,607		84,447
Total assets	$	2,252,501	$	2,159,755

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable	$	106,308	$	146,063
Accrued and other liabilities		46,979		56,980
Derivative financial instruments		64,620		43,244
Operating lease current liabilities		16,859		16,814
Short-term notes payable and other borrowings		310,190		173,418
Current maturities of long-term debt		35,701		35,285
Total current liabilities		580,657		471,804
Long-term debt		557,937		514,006
Operating lease long-term liabilities		50,233		49,795
Other liabilities		21,067		22,131
Total liabilities		1,209,894		1,057,736

Commitments and contingencies (Note 13)

Stockholders' equity
Common stock, $0.001 par value; 75,000,000 shares authorized; ‎62,066,201 and 61,840,434 shares issued, and 53,821,745 ‎and 53,595,978 shares outstanding, respectively		62		62
Additional paid-in capital		1,067,651		1,069,573
Retained deficit		(76,673)		(15,199)
Accumulated other comprehensive loss		(8,889)		(12,310)
Treasury stock, 8,244,456 shares		(91,626)		(91,626)
Total Green Plains stockholders' equity		890,525		950,500
Noncontrolling interests		152,082		151,519
Total stockholders' equity		1,042,607		1,102,019
Total liabilities and stockholders' equity	$	2,252,501	$	2,159,755

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 ‎March 31,
	2022		2021
Revenues
Product revenues	$	776,690	$	551,980
Service revenues		4,745		1,660
Total revenues		781,435		553,640

Costs and expenses
Cost of goods sold (excluding depreciation and amortization expenses reflected below)		772,509		509,233
Operations and maintenance expenses		5,566		5,754
Selling, general and administrative expenses		30,863		23,518
Gain on sale of assets, net		-		(36,893)
Depreciation and amortization expenses		20,399		20,681
Total costs and expenses		829,337		522,293
Operating income (loss)		(47,902)		31,347

Other income (expense)
Interest income		71		30
Interest expense		(8,806)		(31,679)
Other, net		411		10
Total other expense		(8,324)		(31,639)
Loss before income taxes and income (loss) from equity method investees		(56,226)		(292)
Income tax benefit (expense)		1,153		(1,862)
Income (loss) from equity method investees		(799)		175
Net loss		(55,872)		(1,979)
Net income attributable to noncontrolling interests		5,602		4,566
Net loss attributable to Green Plains	$	(61,474)	$	(6,545)

Earnings per share:
Net loss attributable to Green Plains - basic and diluted	$	(1.16)	$	(0.17)

Weighted average shares outstanding:
Basic and diluted		52,887		37,695

See accompanying notes to the consolidated financial statements.

‎

Table of Contents

GREEN PLAINS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited and in thousands)


	Three Months Ended ‎March 31,
	2022		2021
Net loss	$	(55,872)	$	(1,979)
Other comprehensive income (loss), net of tax:
Unrealized gains (losses) on derivatives arising during the period, net of tax benefit (expense) of ($1,921) and $1,527, respectively		5,386		(4,849)
Reclassification of realized losses (gains) on derivatives, net of tax expense of $701 and $434, respectively		(1,965)		(1,377)
Total other comprehensive income (loss), net of tax		3,421		(6,226)
Comprehensive loss		(52,451)		(8,205)
Comprehensive income attributable to noncontrolling interests		5,602		4,566
Comprehensive loss attributable to Green Plains	$	(58,053)	$	(12,771)

See accompanying notes to the consolidated financial statements.

‎

Table of Contents

GREEN PLAINS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)


	Three Months Ended ‎March 31,
	2022		2021
Cash flows from operating activities:
Net loss	$	(55,872)	$	(1,979)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		20,399		20,681
Amortization of debt issuance costs and debt discount		1,846		2,672
Gain on sale of assets, net		-		(36,303)
Loss on extinguishment of debt		-		22,100
Deferred income taxes		(1,219)		1,960
Stock-based compensation		1,875		882
Loss (income) from equity method investees		799		(175)
Other		(442)		(82)
Changes in operating assets and liabilities before effects of business combinations and dispositions:
Accounts receivable		(22,783)		(6,874)
Inventories		(46,112)		332
Derivative financial instruments		(3,788)		18,574
Prepaid expenses and other assets		(4,192)		917
Accounts payable and accrued liabilities		(52,661)		(62,032)
Current income taxes		265		177
Other		(655)		2,169
Net cash used in operating activities		(162,540)		(36,981)

Cash flows from investing activities:
Purchases of property and equipment, net		(61,984)		(31,524)
Proceeds from the sale of assets		-		73,846
Proceeds from the sale of marketable securities		99,917		-
Net cash provided by investing activities		37,933		42,322

Cash flows from financing activities:
Proceeds from the issuance of long-term debt		45,000		355,000
Payments of principal on long-term debt		(1,177)		(135,835)
Proceeds from short-term borrowings		1,075,119		686,486
Payments on short-term borrowings		(939,647)		(691,166)
Payments on extinguishment of convertible debt		-		(20,861)
Payments of cash distributions		(5,122)		(1,395)
Proceeds from issuance of common stock, net		-		191,134
Payments of loan fees		(2,522)		(8,614)
Payments related to tax withholdings for stock-based compensation		(3,738)		(3,804)
Other financing activities		-		3,330
Net cash provided by financing activities		167,913		374,275

Net change in cash, cash equivalents and restricted cash		43,306		379,616
Cash, cash equivalents and restricted cash, beginning of period		560,959		274,810
Cash, cash equivalents and restricted cash, end of period	$	604,265	$	654,426

Continued on the following page

‎

Table of Contents

GREEN PLAINS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited and in thousands)


Continued from the previous page
	Three Months Ended ‎March 31,
	2022		2021
Reconciliation of total cash, cash equivalents and restricted cash:
Cash and cash equivalents	$	509,195	$	446,833
Restricted cash		95,070		207,593
Total cash, cash equivalents and restricted cash	$	604,265	$	654,426

Supplemental investing activities:
Assets disposed of in sale	$	-	$	35,317
Less: liabilities relinquished

TABLE OF CONTENTS

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PART I – FINANCIAL INFORMATION

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PART II – OTHER INFORMATION