Granite Falls Energy, LLC - Annual Report: 2009 (Form 10-K)

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-K

 

 

x        Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

 

For the fiscal year ended October 31, 2009

 

o        Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

 

Commission file number 00051277

 

GRANITE FALLS ENERGY, LLC

(Exact name of registrant as specified in its charter)

 

 

320-564-3100

(Registrant’s telephone number, including area code)

 

Securities registered under Section 12(b) of the Exchange Act:

None

 

Securities registered under Section 12(g) of the Exchange Act:

Membership Units

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  o Yes  x No

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  o Yes  x No

 

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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).  o Yes  o No

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

 

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

 

Large accelerated filer o	Accelerated filer o
Non-accelerated filer x	Smaller Reporting Company o
(Do not check if a smaller reporting company)

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).  o Yes  x No

 

As of January 22, 2010, the aggregate market value of the membership units held by non-affiliates (computed by reference to the most recent offering price of Class A membership units) was $23,812,000

 

As of January 22, 2010, there were 30,656 membership units outstanding.

 

DOCUMENTS INCORPORATED BY REFERENCE

 

The registrant has incorporated by reference into Part III of this Annual Report on Form 10-K portions of its definitive proxy statement to be filed with the Securities and Exchange Commission within 120 days after the close of the fiscal year covered by this Annual Report (October 31, 2009).  This proxy statement is referred to in this report as the 2010 Proxy Statement.

 

 

Table of Contents

 

INDEX

 

	Page No.
PART I	4
ITEM 1. BUSINESS	4
ITEM 1A. RISK FACTORS	20
ITEM 2. PROPERTIES	24
ITEM 3. LEGAL PROCEEDINGS	24
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	25
PART II	26
ITEM 5. MARKET FOR REGISTRANT’S MEMBERSHIP UNITS, RELATED MEMBER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	26
ITEM 6. SELECTED FINANCIAL DATA	28
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	30
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	40
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	41
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	61
ITEM 9A(T). CONTROLS AND PROCEDURES	61
ITEM 9B. OTHER INFORMATION	62
PART III	62
ITEM 10. GOVERNORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	62
ITEM 11. EXECUTIVE COMPENSATION	62
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED MEMBER MATTERS	62
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND GOVERNOR INDEPENDENCE	62
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES	62
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	63
SIGNATURES	64

 

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CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS

 

This annual report contains historical information, as well as forward-looking statements that involve known and unknown risks and relate to future events, our future financial performance, or our expected future operations and actions.  In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “future,” “intend,” “could,” “hope,” “predict,” “target,” “potential,” or “continue” or the negative of these terms or other similar expressions.  These forward-looking statements are only our predictions based on current information and involve numerous assumptions, risks and uncertainties.  Our actual results or actions may differ materially from these forward-looking statements for many reasons, including the reasons described in this report.  While it is impossible to identify all such factors, factors that could cause actual results to differ materially from those estimated by us include:

 

·                  Changes in the availability and price of corn and natural gas;

 

·                  Changes in our business strategy, capital improvements or development plans;

 

·                  Results of our hedging transactions and other risk management strategies;

 

·                  Our ability to profitably operate the ethanol plant and maintain a positive spread between the selling price of our products and our raw material costs;

 

·                  Ethanol supply exceeding demand; and corresponding ethanol price reductions;

 

·                  Changes in the environmental regulations that apply to our plant operations and changes in our ability to comply with such regulations;

 

·                  Our ability to generate sufficient liquidity to fund our operations, any debt service requirements and any capital expenditures;

 

·                  Changes in plant production capacity or technical difficulties in operating the plant;

 

·                  Changes in general economic conditions or the occurrence of certain events causing an economic impact in the agriculture, oil or automobile industries;

 

·                  Lack of transport, storage and blending infrastructure preventing ethanol from reaching high demand markets;

 

·                  Changes in federal and/or state laws (including the elimination of any federal and/or state ethanol tax incentives);

 

·                  Changes and advances in ethanol production technology;

 

·                  Effects of mergers, consolidations or contractions in the ethanol industry;

 

·                  Competition from alternative fuel additives;

 

·                  The development of infrastructure related to the sale and distribution of ethanol;

 

·                  Our inelastic demand for corn, as it is the only available feedstock for our plant;

 

·                  Our ability to retain key employees and maintain labor relations; and

 

·                  Volatile commodity and financial markets.

 

The cautionary statements referred to in this section also should be considered in connection with any subsequent written or oral forward-looking statements that may be issued by us or any persons acting on our behalf.  We undertake no duty to update these forward-looking statements, even though our situation may change in the future. Furthermore, we cannot guarantee future results, events, levels of activity, performance, or achievements.  We caution you not to put undue reliance on any forward-looking statements, which speak only as of the date of this

 

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report.  You should read this report and the documents that we reference in this report and have filed as exhibits, completely and with the understanding that our actual future results may be materially different from what we currently expect.  We qualify all of our forward-looking statements by these cautionary statements.

 

AVAILABLE INFORMATION

 

Information about us is also available at our website at www.granitefallsenergy.com, under “SEC Compliance,” which includes links to reports we have filed with the Securities and Exchange Commission, including annual, quarterly and current reports. The contents of our website are not incorporated by reference in this Annual Report on Form 10-K.  The Securities and Exchange Commission also maintains an Internet site (http://www.sec.gov) through which the public can access our reports.

 

PART I.

 

ITEM 1.                  BUSINESS.

 

Business Development

 

Granite Falls Energy, LLC (“Granite Falls” or the “Company”) is a Minnesota limited liability company currently producing fuel-grade ethanol, distillers grains, and corn oil for sale. Our plant has an approximate annual production capacity of 50 million gallons, and our environmental permits allow us to produce ethanol at a rate of 49.9 million gallons of undenatured ethanol on a twelve month rolling sum basis.

 

Our operating results are largely driven by the prices at which we sell our ethanol, distillers grains, and corn oil as well as the other costs related to production. The price of ethanol has historically fluctuated with the price of petroleum-based products such as unleaded gasoline, heating oil and crude oil. The price of distillers grains has historically been influenced by the price of corn as a substitute livestock feed. We expect these price relationships to continue for the foreseeable future, although recent volatility in the commodities markets makes historical price relationships less reliable. Our largest costs of production are corn, natural gas, depreciation and manufacturing chemicals. Our cost of corn is largely impacted by geopolitical supply and demand factors and the outcome of our risk management strategies. Prices for natural gas, manufacturing chemicals and denaturant are tied directly to the overall energy sector, crude oil and unleaded gasoline.

 

As of the date of this report, we have 35 full time employees. Eight of these employees are involved primarily in management and administration. The remaining employees are involved primarily in plant operations. We do not currently anticipate any significant change in the number of employees at our plant.

 

Financial Information

 

Please refer to “Item 7 — Management’s Discussion and Analysis of Financial Condition and Results of Operations” for information about our revenue, profit and loss measurements and total assets and liabilities and “Item 8 - Financial Statements and Supplementary Data” for our financial statements and supplementary data.

 

Principal Products

 

The principal products we produce are ethanol, distillers grains and corn oil.

 

Ethanol

 

Ethanol is ethyl alcohol, a fuel component made primarily from corn and various other grains, which can be used as: (i) an octane enhancer in fuels; (ii) an oxygenated fuel additive for the purpose of reducing ozone and carbon monoxide vehicle emissions; and (iii) a non-petroleum-based gasoline substitute.  More than 99% of all ethanol produced in the United States is used in its primary form for blending with unleaded gasoline and other fuel products.  The principal purchasers of ethanol are generally wholesale gasoline marketers or blenders.  The principal markets for our ethanol are petroleum terminals in the continental United States.

 

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Approximately 82.5% of our revenue, net of derivative activity, was derived from the sale of ethanol during our fiscal year ended October 31, 2009.  Ethanol sales accounted for approximately 83.8% and 89.2% of our revenue, net of derivative activity, for the fiscal years ended October 31, 2008 and 2007 respectively.

 

Distillers Grains

 

A principal co-product of the ethanol production process is distillers grains, a high protein, high-energy animal feed supplement primarily marketed to the dairy, poultry and beef industries.  Distillers grains contain by-pass protein that is superior to other protein supplements such as cottonseed meal and soybean meal.  By-pass proteins are more digestible to the animal, thus generating greater lactation in milk cows and greater weight gain in beef cattle and swine.  Distillers grains can also be included in the rations of breeder hens and laying hens which can potentially contain up to 20% and 15% percent distillers grains, respectively.

 

Approximately 16% of our revenue was derived from the sale of distillers grains during our fiscal year ended October 31, 2009.  Distillers grains sales accounted for approximately 15% and 11 % of our revenue for the fiscal years ended October 31, 2008 and 2007 respectively.

 

Corn Oil

 

In May 2008 the corn oil extraction equipment we installed at our plant became operational.  We independently market our corn oil which is used primarily as a biodiesel feedstock and as a supplement for animal feed.  Corn oil sales accounted for approximately 1.5% of our revenues during our fiscal year ended October 31, 2009 and 1.1% for the fiscal year ended October 31, 2008.

 

Principal Product Markets

 

As described below in “Distribution of Principal Products”, we market and distribute all of our ethanol and all of our distillers grains shipped by rail through professional third party marketers.  Our ethanol and distillers grains marketers make all decisions with regard to where our products are marketed.  Our ethanol and distillers grains are primarily sold in the domestic market.  As distillers grains become more accepted as an animal feed substitute throughout the world, distillers grains exporting may increase.

 

We expect our ethanol and distillers grains marketers to explore all markets for our products, including export markets.  However, due to high transportation costs, and the fact that we are not located near a major international shipping port, we expect our products to continue to be marketed primarily domestically.

 

Distribution of Principal Products

 

Our ethanol plant is located near Granite Falls, Minnesota in Chippewa County.  We selected the Granite Falls site because of its accessibility to road and rail transportation and its proximity to grain supplies.  It is served by the TC&W Railway which provides connection to the Burlington Northern Santa Fe Railroad.  Our site is in close proximity to major highways that connect to major population centers such as Minneapolis, Minnesota; Chicago, Illinois; and Detroit, Michigan.

 

Ethanol Distribution

 

During our fiscal quarter ended January 31, 2009 we began using Eco-Energy, Inc. (“Eco-Energy”) as our ethanol marketer.  As of our fiscal year ended October 31, 2008, Aventine Renewable Energy, Inc. (“Aventine”) was marketing and distributing all of the ethanol we produce at the plant.  Pursuant to our Ethanol Marketing Agreement (“Aventine Agreement”) with Aventine we received the average net selling price (net of freight, transportation costs and commissions paid to Aventine) in a given month of ethanol sales by Aventine on behalf of us and the other ethanol plants with which it has marketing contracts.  Aventine was responsible for negotiating freight rates with railroads and trucking firms for the transportation of our ethanol.

 

In October 2008 we concluded that we had reasonable grounds for insecurity regarding Aventine’s ability to perform under the Aventine Agreement.  Accordingly, in both October 2008 and December 2008 we requested

 

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from Aventine adequate assurance of Aventine’s ability to perform its obligations under the Aventine Agreement.  Aventine did not provide such assurance; therefore, we terminated the Aventine Agreement on December 24, 2008.  At the time the Aventine Agreement was terminated, we had a receivable from Aventine of approximately $1,781,000.  In satisfaction of this amount, Aventine paid us $500,000 in cash, we agreed to redeem Aventine’s 500 membership units for $500,000 (as required by the Aventine Agreement), and we incurred a termination fee of the remaining $781,000 which was charged to other income (expense) in the statement of operations for the period ended January 31, 2009. In February 2009, in connection with the termination of the Aventine Agreement, we assumed four rail car leases that Aventine had in place for the transportation of our ethanol.  In April 2009 Aventine filed for bankruptcy protection.

 

Also on December 24, 2008, we entered into an Ethanol Marketing Agreement (“Eco Agreement”) with Eco-Energy.  Pursuant to the Eco Agreement, Eco-Energy agreed to market the entire ethanol output of our ethanol plant and to arrange for the transportation of ethanol; however, we are responsible for securing all of the rail cars necessary for the transportation of ethanol by rail.  We pay Eco-Energy a certain percentage of the FOB plant price in consideration of Eco-Energy’s services.

 

Distillers Grains Distribution

 

CHS, Inc. (“CHS”) markets our distillers grains throughout the continental United States.  CHS markets all of the distillers grains that are shipped by rail from our plant.  The remainder of our distillers grains product is transported by truck and we have the discretion to designate the portion of the trucked distillers grains marketed by CHS.  Granite Falls independently markets the remainder of its distillers grains, which are shipped from the plant by truck to livestock producers, exporters and other marketers.  Our distillers grains must meet minimum quality feed trade standards.

 

Corn Oil Distribution

 

We independently market our corn oil which is used primarily as a biodiesel feedstock and as a supplement for animal feed.  Our corn oil is transported by truck to end users located primarily in the upper Midwest.

 

New Products and Services

 

We did not introduce any new services during our fiscal year ended October 31, 2009.

 

Sources and Availability of Raw Materials

 

Corn Supply

 

To produce approximately 50 million gallons of undenatured ethanol per year our ethanol plant needs approximately 18 million bushels of corn per year, or approximately 50,000 bushels per day, as the feedstock for its dry milling process.  The grain supply for our plant is obtained from the Farmers Cooperative Elevator Company, our exclusive grain procurement agent.  We will be forced to seek alternative corn suppliers if the Farmers Cooperative Elevator cannot meet our needs.

 

On September 24, 2009, we agreed to amend our grain procurement agreement with Farmers Cooperative Elevator.  The effective date of the amended grain procurement agreement is September 1, 2009. The term of the agreement was not amended and the initial 12 year term is scheduled to expire in 2017. The price of the corn purchased is based on a market price formula, plus a per bushel procurement fee.  Adjustments are made to the price for corn of inferior quality or excess moisture.  The terms of the amendment include adjustments to the amount of corn FCE is required to store at the Granite Falls plant site, the amount of corn delivered to Granite Falls by rail, the procurement fee paid by Granite Falls to Farmers Cooperative Elevator and the pricing procedures for corn purchased by Granite Falls.  Farmers Cooperative Elevator currently owns approximately two percent of our outstanding membership units.

 

On January 12, 2010, the United States Department of Agriculture (“USDA”) released its Crop Production report, which estimated the 2009 grain corn crop at 13.2 billion bushels.  The January 12, 2010 estimate of the 2009

 

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corn crop is approximately 8.7% above the USDA’s estimate of the 2008 corn crop of 12.1 billion bushels.  Corn prices reached historical highs in July 2008, but have come down sharply since that time as stronger than expected yields materialized and the global financial crisis brought down prices of most commodities generally. In addition to the fundamental reasons for the extreme volatility in the corn market, we believe speculation in the commodities markets played a significant role in driving up corn prices in 2008.  The Food and Agriculture Organization of the United Nations estimates that approximately 30 percent of the volatility in the corn market was beyond what could be accounted for by market fundamentals.  We expect continued volatility in the price of corn, which could significantly impact our cost of goods sold.

 

Although the area surrounding the plant produces a significant amount of corn and we do not anticipate encountering problems sourcing corn, a shortage of corn could develop, particularly if there were an extended drought or other production problem.  We recently experienced increased corn prices due in part to poor weather conditions that significantly delayed the harvest in the Midwest.  Poor weather can be a major factor in increasing corn prices.  If the United States were to endure an entire growing season with poor weather conditions, it could result in significant and prolonged high corn prices.  Corn prices depend on several factors, including world supply and demand and the price of other commodities.  United States production of corn can be volatile as a result of a number of factors, the most important of which are weather, current and anticipated stocks, domestic and export prices and supports and the government’s current and anticipated agricultural policy.  The price of corn was volatile during our 2009 fiscal year and we anticipate that it will continue to be volatile in the future.  Increases in the price of corn significantly increase our cost of goods sold.  If these increases in cost of goods sold are not offset by corresponding increases in the prices we receive from the sale of our products, these increases in cost of goods sold can have a significant negative impact on our financial performance.

 

The price and availability of corn are subject to fluctuations depending upon a number of factors affecting grain commodity prices in general, including crop conditions, weather, governmental programs and foreign purchases.  Ethanol producers are generally not able to compensate for increases in the cost of grain feedstock through adjustments in prices charged for their ethanol.  We can mitigate fluctuations in the corn and ethanol markets by locking in a favorable margin through the use of hedging activities and forward contracts.  We recognize that we are not always presented with an opportunity to lock in a favorable margin and that our plant’s profitability may be negatively impacted during periods of high grain prices.

 

Utilities

 

Natural Gas.  Natural gas is a significant input to our manufacturing process.  We estimate our natural gas usage at approximately 125,000 million British thermal units (“mmBTU”) per month.  We use natural gas to dry our distillers grains product to moisture contents at which it can be stored for long periods and transported greater distances.  Our dried distillers grains can then be marketed to broader livestock markets, including poultry and swine markets in the continental United States, and can be shipped to international markets.

 

We pay Center Point Energy/Minnegasco a per unit fee to move the natural gas through the pipeline and have guaranteed to move a minimum of 1,400,000 decatherm annually through December 31, 2015, which is the ending date of the agreement.

 

We also have an agreement with U.S. Energy Services, Inc.  On our behalf, U.S. Energy Services procures contracts with various natural gas vendors to supply the natural gas necessary to operate the plant. We determined that sourcing our natural gas from a variety of vendors is more cost-efficient than using an exclusive supplier.

 

Electricity.  Our plant requires a continuous supply of 4.5 megawatts of electricity.  We have an agreement with Minnesota Valley Electric Cooperative (‘MVEC”) to supply electricity to our plant.  Under this agreement, we pay MVEC a monthly base fee plus regular energy and demand charges for electricity delivered to our plant.

 

Water.  We currently obtain the water necessary to operate our plant from the Minnesota River. In addition to an intake structure in the Minnesota River and a water pipeline to the plant from the Minnesota River, we have two ground water wells that provide a redundant supply of water to our plant.  We also have a water treatment facility to pre-treat the river water we use for operations. The water pipeline and water treatment equipment became operational in February 2007 and the Minnesota River is our primary source of water.

 

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Patents, Trademarks, Licenses, Franchises and Concessions

 

We do not currently hold any patents, trademarks, franchises or concessions.  We were granted a license by ICM to use certain ethanol production technology necessary to operate our ethanol plant.  The cost of the license granted by ICM was included in the amount we paid to Fagen, Inc. to design and build our ethanol plant.

 

Seasonality of Ethanol Sales

 

We experience some seasonality of demand for our ethanol.  Since ethanol is predominantly blended with conventional gasoline for use in automobiles, ethanol demand tends to shift in relation to gasoline demand.  As a result, we experience some seasonality of demand for ethanol in the summer months related to increased driving.  In addition, we experience some increased ethanol demand during holiday seasons related to increased gasoline demand.

 

Working Capital

 

We primarily use our working capital for purchases of raw materials necessary to operate the ethanol plant.  Our primary source of working capital is income from our operations, our cash reserves and our $6,000,000 revolving line of credit with Minnwest Bank.  As a result of unfavorable conditions in the ethanol industry during the beginning of our 2009 fiscal year, we had an outstanding balance on our line of credit. We have subsequently paid our revolving line of credit down to a zero balance.

 

Dependence on One or a Few Major Customers

 

As discussed above, we have an exclusive ethanol marketing agreement with Eco-Energy and we have an agreement with CHS for the marketing of our distillers grains.  We rely on Eco-Energy and CHS for the sale and distribution of almost all of our products, except for those distillers grains that we market locally and our corn oil.  Therefore, we are highly dependent on Eco-Energy and CHS for the successful marketing of our products.  Any loss of Eco-Energy or CHS as our marketing agent for our ethanol or distillers grains could have a negative impact on our revenues.

 

Competition

 

We are in direct competition with numerous ethanol producers, many of whom have greater resources than we do.  Following the significant growth in the ethanol industry during 2005 and 2006, the ethanol industry has grown at a much slower pace.  Management attributes the rapid growth during 2005 and 2006 to a favorable spread between the price of ethanol and the cost of the raw materials used to produce ethanol during that time period.  Management believes that currently, ethanol supply capacity exceeds ethanol demand.  This has resulted in some ethanol producers reducing production of ethanol or ceasing operations altogether.  As of December 10, 2009, the Renewable Fuels Association estimated that approximately 9% of the ethanol production capacity in the United States was idled.  This is down from earlier in 2009 when the idled capacity may have been as high as 20%.  As a result of this overcapacity, the ethanol industry has become increasingly competitive.  Since ethanol is a commodity product, competition in the industry is predominantly based on price.  Larger ethanol producers may be able to realize economies of scale in their operations that we are unable to realize.  This could put us at a competitive disadvantage to other ethanol producers.  Management anticipates that without an increase in the amount of ethanol that can be blended into gasoline for use in conventional automobiles, ethanol demand may not significantly increase which may result in ethanol supply capacity exceeding ethanol demand for the foreseeable future.

 

Recently, the United States Environmental Protection Agency has been researching increasing the amount of ethanol that can be blended for use in conventional automobiles from 10% to 15%.  However, the EPA has delayed a decision until mid-2010 with respect to a 15% blend.  Management believes that increasing ethanol blends to 15% for use in conventional automobiles will increase demand for ethanol and would likely positively impact ethanol prices.  However, this will also likely result in companies building new ethanol plants or expanding their current ethanol plants.  This could lead to further overcapacity in the ethanol industry if supply capacity continues to eclipse demand.  In addition, based on comments made by the EPA, some in the ethanol industry believe the EPA is

 

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considering allowing the use of a 15% ethanol blend only for vehicles produced in the model year 2001 and later.  Many believe that such a restriction would lead to gasoline retailers deciding not to carry a 15% ethanol blend because many of their customers would not be permitted to use the 15% blend.  If this were to occur, it would significantly reduce any ethanol demand increases that could result from such a 15% blend.

 

In December 2009 the California Office of Administrative Law approved the Low Carbon Fuel Standard (LCFS) for implementation.  The LCFS is an attempt to achieve a 10 percent reduction in motor vehicles’ emissions of greenhouse gases by 2020 through the use of low-carbon fuels like hydrogen or cellulosic ethanol.  The LCFS attempts to consider the life cycle carbon content of all fuels used in California by taking indirect land use change theories into account when determining a fuel’s potential for reducing emissions of greenhouse gases.  Currently, most corn based ethanol would not meet the criteria of the LCFS which may in turn limit the demand for corn based ethanol and increase demand for ethanol derived from cellulose based feedstocks.  Renewable fuels that do not use corn as the primary feedstock may be an important competitive factor facing our company given the LCFS adopted in California.  It is also possible that the LCFS will be adopted in additional states in the future.

 

Many of the current ethanol production incentives are designed to encourage the production of renewable fuels using raw materials other than corn.  One type of ethanol production feedstock that is being explored is cellulose.  Cellulose is the main component of plant cell walls and is the most common organic compound on earth.  Cellulose is found in wood chips, corn stalks, rice straw, amongst other common plants.  Cellulosic ethanol is ethanol produced from cellulose.  Currently, cellulosic ethanol production technology is not sufficiently advanced to produce cellulosic ethanol on a commercial scale.  However, due to these new government incentives, we anticipate that commercially viable cellulosic ethanol technology will be developed in the future.  Several companies and researchers have commenced pilot projects to study the feasibility of commercially producing cellulosic ethanol.  If this technology can be profitably employed on a commercial scale, it could potentially lead to ethanol that is less expensive to produce than corn based ethanol, especially if corn prices remain high.  Cellulosic ethanol may also capture more government subsidies and assistance than corn based ethanol.  This could decrease demand for our product or result in competitive disadvantages for our ethanol production process.

 

We may also face competition from larger ethanol producers which may be able to compete more effectively than us.  At the end of 2008, VeraSun Energy, one of the largest ethanol producers in the United States at the time, filed for Chapter 11 Bankruptcy due in part to significant losses it experienced on raw material derivative positions it had in place.  VeraSun’s ethanol plants were auctioned during the Chapter 11 Bankruptcy process and a significant number of these plants were purchased by Valero Renewable Fuels which is a subsidiary of a major gasoline refining company.  The purchase by Valero represents the first major oil company that has taken a large stake in ethanol production infrastructure.  Valero now controls its own supply of ethanol that can be blended at its gasoline refineries.  Should other oil companies become involved in the ethanol industry, it may be increasingly difficult for us to compete.  While we believe that we are a lower cost producer of ethanol, increased competition in the ethanol industry may make it more difficult to operate the ethanol plant profitably.

 

According to the Renewable Fuels Association, as of December 10, 2009, the most recent data available, the ethanol industry has grown to 200 production facilities in the United States. There are approximately 9 new plants currently under construction along with approximately 5 plant expansions.  The Renewable Fuels Association currently estimates that the United States ethanol industry has capacity to produce more than 13 billion gallons of ethanol per year.  The new ethanol plants under construction along with the plant expansions under construction could push domestic production of fuel ethanol in the near future to nearly 14.5 billion gallons per year.  The largest ethanol producers include Archer Daniels Midland, Green Plains Renewable Energy, Hawkeye Energy Holdings, POET, and Valero Renewable Fuels each of which are capable of producing significantly more ethanol than we produce.  However, Hawkeye Renewables LLC filed for Chapter 11 bankruptcy on December 21, 2009.  Hawkeye Renewables owns two ethanol plants and is a subsidiary of Hawkeye Energy Holdings.  While Hawkeye Renewables plans to exit Chapter 11 bankruptcy in 60 to 90 days and does not anticipate ceasing its operations, this plan may not be realized.  If the ethanol plants owned by Hawkeye Renewables are sold, it may lead to further consolidation of the ethanol industry.

 

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The following table identifies most of the ethanol producers in the United States along with their production capacities.

 

U.S. FUEL ETHANOL BIOREFINERIES AND PRODUCTION CAPACITY

million gallons per year (mmgy)

 

Company		Location		Feedstock		Nameplate Capacity (mgy)		Operating Production (mgy)		Under Construction/ Expansion Capacity (mgy)
Abengoa Bioenergy Corp. (Total)						198.0		168.0		176.0
Abengoa Bioenergy Corp.		Madison, IL		corn
Abengoa Bioenergy Corp.		Mt. Vernon, IN		corn
Abengoa Bioenergy Corp.		Colwich, KS		corn/milo
Abengoa Bioenergy Corp.		Ravenna, NE		Corn
Abengoa Bioenergy Corp.		York, NE		Corn
Abengoa Bioenergy Corp.		Portales, NM		corn
Absolute Energy, LLC*		St. Ansgar, IA		Corn		110.0		110.0
ACE Ethanol, LLC		Stanley, WI		Corn		41.0		41.0
Adkins Energy, LLC*		Lena, IL		Corn		40.0		40.0
Advanced Bioenergy, LLC		Fairmont, NE		Corn		100.0		100.0
Ag Energy Resources, Inc.		Benton, IL		corn						5.0
AGP*		Hastings, NE		Corn		52.0		52.0
Agri-Energy, LLC*		Luverne, MN		Corn		21.0		21.0
Al-Corn Clean Fuel*		Claremont, MN		Corn		42.0		42.0
Alchem Ltd. LLP		Grafton, ND		Corn		10.0
AltraBiofuels Coshocton Ethanol, LLC		Coshocton, OH		corn		60.0
AltraBiofuels Indiana, LLC		Cloverdale, IN		corn		92.0
AltraBiofuels Phoenix Bio Industries, LLC		Goshen, CA		Corn		31.5		31.5
Amaizing Energy, LLC*		Atlantic, IA		Corn		110.0		110.0
Amaizing Energy, LLC*		Denison, IA		Corn		55.0		55.0
Appomattox Bio Energy		Hopewell, VA		corn						65.0
Archer Daniels Midland (Total)						1,070.0		1,070.0		550.0
Archer Daniels Midland		Cedar Rapids, IA		Corn
Archer Daniels Midland		Clinton, IA		Corn
Archer Daniels Midland		Decatur, IL		Corn
Archer Daniels Midland		Peoria, IL		Corn
Archer Daniels Midland		Marshall, MN		Corn
Archer Daniels Midland		Wallhalla, ND		Corn/barley
Archer Daniels Midland		Columbus, NE		Corn
Arkalon Energy, LLC		Liberal, KS		Corn		110.0		110.0
Aventine Renewable Energy, LLC (Total)						207.0		207.0
Aventine Renewable Energy, LLC		Pekin, IL		Corn

 

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Aventine Renewable Energy, LLC		Aurora, NE		Corn
Badger State Ethanol, LLC*		Monroe, WI		Corn		48.0		48.0
Big River Resources Galva, LLC		Galva, IL		corn		100.0		100.0
Big River Resources, LLC*		West Burlington, IA		Corn		100.0		100.0
Big River United Energy		Dyersville, IA		corn		110.0
BioFuel Energy - Buffalo Lake Energy, LLC		Fairmont, MN		Corn		115.0		115.0
BioFuel Energy - Pioneer Trail Energy, LLC		Wood River, NE		Corn		115.0		115.0
Bional Clearfield		Clearfield, PA		Corn						110.0
Blue Flint Ethanol		Underwood, ND		Corn		50.0		50.0
Bonanza Energy, LLC		Garden City, KS		Corn/milo		55.0		55.0
Bridgeport Ethanol		Bridgeport, NE		corn		54.0		54.0
Bunge-Ergon Vicksburg		Vicksburg, MS		corn		54.0		54.0
Bushmills Ethanol, Inc.*		Atwater, MN		Corn		50.0		50.0
Calgren Renewable Fuels, LLC		Pixley, CA		Corn		55.0
Carbon Green Bioenergy		Lake Odessa, MI		Corn		50.0
Cardinal Ethanol		Union City, IN		Corn		100.0		100.0
Cargill, Inc.		Eddyville, IA		Corn		35.0		35.0
Cargill, Inc.		Blair, NE		Corn		85.0		85.0
Cascade Grain		Clatskanie, OR		Corn		108.0
Castle Rock Renewable Fuels, LLC		Necedah, WI		Corn		50.0		50.0
Center Ethanol Company		Sauget, IL		Corn		54.0		54.0
Central Indiana Ethanol, LLC		Marion, IN		Corn		40.0		40.0
Central MN Ethanol Coop*		Little Falls, MN		Corn		21.5		21.5
Chief Ethanol		Hastings, NE		Corn		62.0		62.0
Chippewa Valley Ethanol Co.*		Benson, MN		Corn		45.0		45.0
Cilion Ethanol		Keyes, CA		Corn						50.0
Clean Burn Fuels, LLC		Raeford, NC		Corn						60.0
Commonwealth Agri-Energy, LLC*		Hopkinsville, KY		Corn		33.0		33.0
Corn Plus, LLP*		Winnebago, MN		Corn		44.0		44.0
Corn, LP*		Goldfield, IA		Corn		60.0		60.0
Cornhusker Energy Lexington, LLC		Lexington, NE		Corn		40.0		40.0
Dakota Ethanol, LLC*		Wentworth, SD		Corn		50.0		50.0
DENCO, LLC		Morris, MN		Corn		24.0
Didion Ethanol		Cambria, WI		Corn		40.0		40.0
E Caruso (Goodland Energy Center)		Goodland, KS		Corn						20.0

 

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E Energy Adams, LLC		Adams, NE		Corn		50.0		50.0
E3 Biofuels		Mead, NE		corn		25.0
East Kansas Agri-Energy, LLC*		Garnett, KS		Corn		35.0		35.0
ESE Alcohol Inc.		Leoti, KS		Seed corn		1.5		1.5
Front Range Energy, LLC		Windsor, CO		Corn		40.0		40.0
Gateway Ethanol		Pratt, KS		Corn		55.0
Glacial Lakes Energy, LLC - Mina		Mina, SD		corn		107.0		107.0
Glacial Lakes Energy, LLC*		Watertown, SD		Corn		100.0		100.0
Global Ethanol/Midwest Grain Processors		Lakota, IA		Corn		98.0		98.0
Global Ethanol/Midwest Grain Processors		Riga, MI		Corn		57.0		57.0
Golden Cheese Company of California*		Corona, CA		Cheese whey		5.0		5.0
Golden Grain Energy, LLC*		Mason City, IA		Corn		115.0		115.0
Golden Triangle Energy, LLC*		Craig, MO		Corn		20.0		20.0
Grain Processing Corp.		Muscatine, IA		Corn		20.0		20.0
Granite Falls Energy, LLC*		Granite Falls, MN		Corn		52.0		52.0
Greater Ohio Ethanol, LLC		Lima, OH		Corn		54.0
Green Plains Renewable Energy		Shenandoah, IA		Corn		55.0		55.0
Green Plains Renewable Energy		Superior, IA		Corn		55.0		55.0
Green Plains Renewable Energy		Bluffton, IN		Corn		110.0		110.0
Green Plains Renewable Energy		Central City, NE		corn		100.0		100.0
Green Plains Renewable Energy		Ord, NE		Corn		50.0		50.0
Green Plains Renewable Energy		Obion, TN		Corn		110.0		110.0
Guardian Energy		Janesville, MN		corn		110.0		110.0
Hankinson Renewable Energy, LLC		Hankinson, ND		corn		110.0		110.0
Hawkeye Renewables, LLC		Fairbank, IA		Corn		110.0		110.0
Hawkeye Renewables, LLC		Iowa Falls, IA		Corn		90.0		90.0
Hawkeye Renewables, LLC		Menlo, IA		Corn		110.0		110.0
Hawkeye Renewables, LLC		Shell Rock, IA		Corn		110.0		110.0
Heartland Corn Products*		Winthrop, MN		Corn		100.0		100.0
Heartland Grain Fuels, LP		Aberdeen, SD		Corn		50.0		50.0
Heartland Grain Fuels, LP		Huron, SD		Corn		32.0		32.0		33.0
Heron Lake BioEnergy, LLC		Heron Lake, MN		Corn		50.0		50.0
Highwater Ethanol LLC		Lamberton, MN		Corn		55.0		55.0
Homeland Energy		New Hampton, IA		Corn		100.0		100.0
Husker Ag, LLC*		Plainview, NE		Corn		75.0		75.0

 

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Idaho Ethanol Processing		Caldwell, ID		Potato Waste		4.0		4.0
Illinois River Energy, LLC		Rochelle, IL		Corn		100.0		100.0
Iroquois Bio-Energy Company, LLC		Rensselaer, IN		corn		40.0		40.0
KAAPA Ethanol, LLC*		Minden, NE		Corn		40.0		40.0
Kansas Ethanol, LLC		Lyons, KS		Corn		55.0		55.0
KL Process Design Group		Upton, WY		Wood waste		1.5		1.5
Land O’ Lakes*		Melrose, MN		Cheese whey		2.6		2.6
Levelland/Hockley County Ethanol, LLC		Levelland, TX		Corn		40.0		40.0
Lifeline Foods, LLC		St. Joseph, MO		Corn		40.0		40.0
Lincolnland Agri-Energy, LLC*		Palestine, IL		Corn		48.0		48.0
Lincolnway Energy, LLC*		Nevada, IA		Corn		55.0		55.0
Little Sioux Corn Processors, LP*		Marcus, IA		Corn		92.0		92.0
Louis Dreyfus Commodities		Grand Junction, IA		corn		100.0		100.0
Louis Dreyfus Commodities		Norfolk, NE		Corn		45.0		45.0
Marquis Energy, LLC		Hennepin, IL		Corn		100.0		100.0
Marysville Ethanol, LLC		Marysville, MI		Corn		50.0		50.0
Merrick & Company		Aurora, CO		Waste beer		3.0		3.0
Mid America Agri Products/Horizon		Cambridge, NE		Corn		44.0
Mid America Agri Products/Wheatland		Madrid, NE		Corn		44.0		44.0
Mid-Missouri Energy, Inc.*		Malta Bend, MO		Corn		50.0		50.0
Midwest Renewable Energy, LLC		Sutherland, NE		Corn		25.0		25.0
Minnesota Energy*		Buffalo Lake, MN		Corn		18.0		18.0
NEDAK Ethanol		Atkinson, NE		corn		44.0		44.0
Nesika Energy, LLC		Scandia, KS		corn		10.0		10.0
New Energy Corp.		South Bend, IN		Corn		102.0		102.0
North Country Ethanol, LLC*		Rosholt, SD		Corn		20.0		20.0
NuGen Energy		Marion, SD		corn		110.0		110.0
One Earth Energy		Gibson City, IL		corn		100.0		100.0
Otter Tail Ag Enterprises		Fergus Falls, MN		Corn		57.5		57.5
Pacific Ethanol		Madera, CA		Corn		40.0
Pacific Ethanol		Stockton, CA		Corn		60.0
Pacific Ethanol		Burley, ID		Corn		50.0
Pacific Ethanol		Boardman, OR		Corn		40.0		40.0
Panda Ethanol		Hereford, TX		Corn/milo						115.0
Parallel Products		Rancho Cucamonga, CA
Parallel Products		Louisville, KY		Beverage waste		5.4		5.4
Patriot Renewable Fuels, LLC		Annawan, IL		Corn		100.0		100.0

 

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Penford Products		Cedar Rapids, IA		Corn		45.0		45.0
Pinal Energy, LLC		Maricopa, AZ		Corn		55.0		55.0
Pine Lake Corn Processors, LLC		Steamboat Rock, IA		corn		31.0		31.0
Platinum Ethanol, LLC*		Arthur, IA		Corn		110.0		110.0
Plymouth Ethanol, LLC*		Merrill, IA		Corn		50.0		50.0
POET Biorefining - Alexandria		Alexandria, IN		Corn		68.0		68.0
POET Biorefining - Ashton		Ashton, IA		Corn		56.0		56.0
POET Biorefining - Big Stone		Big Stone City, SD		Corn		79.0		79.0
POET Biorefining - Bingham Lake		Bingham Lake, MN				35.0		35.0
POET Biorefining - Caro		Caro, MI		Corn		53.0		53.0		5.0
POET Biorefining - Chancellor		Chancellor, SD		Corn		110.0		110.0
POET Biorefining - Coon Rapids		Coon Rapids, IA		Corn		54.0		54.0
POET Biorefining - Corning		Corning, IA		Corn		65.0		65.0
POET Biorefining - Emmetsburg		Emmetsburg, IA		Corn		55.0		55.0
POET Biorefining - Fostoria		Fostoria, OH		Corn		68.0		68.0
POET Biorefining - Glenville		Albert Lea, MN		Corn		42.0		42.0
POET Biorefining - Gowrie		Gowrie, IA		Corn		69.0		69.0
POET Biorefining - Hanlontown		Hanlontown, IA		Corn		56.0		56.0
POET Biorefining - Hudson		Hudson, SD		Corn		56.0		56.0
POET Biorefining - Jewell		Jewell, IA		Corn		69.0		69.0
POET Biorefining - Laddonia		Laddonia, MO		Corn		50.0		50.0
POET Biorefining - Lake Crystal		Lake Crystal, MN		Corn		56.0		56.0
POET Biorefining - Leipsic		Leipsic, OH		Corn		68.0		68.0
POET Biorefining - Macon		Macon, MO		Corn		46.0		46.0
POET Biorefining - Marion		Marion, OH		Corn		68.0		68.0
POET Biorefining - Mitchell		Mitchell, SD		Corn		68.0		68.0
POET Biorefining - North Manchester		North Manchester, IN		Corn		68.0		68.0
POET Biorefining - Portland		Portland, IN		Corn		68.0		68.0
POET Biorefining - Preston		Preston, MN		Corn		46.0		46.0
POET Biorefining - Scotland		Scotland, SD		Corn		11.0		11.0
POET Biorefining- Groton		Groton, SD		Corn		53.0		53.0
Prairie Horizon Agri-Energy, LLC		Phillipsburg, KS		Corn		40.0		40.0
Quad-County Corn Processors*		Galva, IA		Corn		30.0		30.0
Range Fuels		Soperton, GA		wood and wood waste						100.0

 

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Red Trail Energy, LLC		Richardton, ND		Corn		50.0		50.0
Redfield Energy, LLC *		Redfield, SD		Corn		50.0		50.0
Reeve Agri-Energy		Garden City, KS		Corn/milo		12.0		12.0
Renew Energy		Jefferson Junction, WI		Corn		130.0		130.0
Renova Energy		Torrington, WY		Corn		5.0		5.0
Riverland Biofuels		Canton, IL		corn		37.0		37.0
Show Me Ethanol		Carrollton, MO		Corn		55.0		55.0
Siouxland Energy & Livestock Coop*		Sioux Center, IA		Corn		60.0		60.0
Siouxland Ethanol, LLC		Jackson, NE		Corn		50.0		50.0
Southwest Georgia Ethanol, LLC		Camilla, GA		Corn		100.0		100.0
Southwest Iowa Renewable Energy, LLC *		Council Bluffs, IA		Corn		110.0		110.0
Sterling Ethanol, LLC		Sterling, CO		Corn		42.0		42.0
Sunoco		Volney, NY		Corn		114.0
Tate & Lyle		Ft. Dodge, IA		Corn						105.0
Tate & Lyle		Loudon, TN		Corn		67.0		67.0		38.0
Tharaldson Ethanol		Casselton, ND		Corn		110.0		110.0
The Andersons Albion Ethanol LLC		Albion, MI		Corn		55.0		55.0
The Andersons Clymers Ethanol, LLC		Clymers, IN		Corn		110.0		110.0
The Andersons Marathon Ethanol, LLC		Greenville, OH		Corn		110.0		110.0
Trenton Agri Products, LLC		Trenton, NE		Corn		40.0		40.0
United Ethanol		Milton, WI		Corn		52.0		52.0
United WI Grain Producers, LLC*		Friesland, WI		Corn		49.0		49.0
Utica Energy, LLC		Oshkosh, WI		Corn		48.0		48.0
Valero Renewable Fuels		Albert City, IA		Corn		110.0		110.0
Valero Renewable Fuels		Charles City, IA		Corn		110.0		110.0
Valero Renewable Fuels		Ft. Dodge, IA		Corn		110.0		110.0
Valero Renewable Fuels		Hartley, IA		Corn		110.0		110.0
Valero Renewable Fuels		Welcome, MN		Corn		110.0		110.0
Valero Renewable Fuels		Albion, NE		corn		110.0		110.0
Valero Renewable Fuels		Aurora, SD		Corn		120.0		120.0
VeraSun Energy Corp. (Total)						220.0
VeraSun Energy Corp.		Linden, IN		Corn
VeraSun Energy Corp.		Bloomingburg, OH		corn
Verenium		Jennings, LA		Sugar Cane bagasse		1.5		1.5
Western New York Energy LLC		Shelby, NY				50.0		50.0
Western Plains Energy, LLC*		Campus, KS		Corn		45.0		45.0

 

15