GREEN PLAINS INC. (NASDAQ:GPRE) Files An 8-K Entry into a Material Definitive Agreement

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GREEN PLAINS INC. (NASDAQ:GPRE) Files An 8-K Entry into a Material Definitive Agreement

GREEN PLAINS INC. (NASDAQ:GPRE) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

Asset Purchase Agreement

On July 27, 2018, Green Plains Cattle Company LLC (“GPCC”) entered into an asset purchase agreement (the “Purchase Agreement”) to acquire two feeding operations from Bartlett Cattle Company, L.P. for $16.2 million, plus working capital of approximately $109 million. The transaction includes two feed yards located in Sublette, Kansas and Tulia, Texas and will add combined feedlot capacity of 97,000 head of cattle to the company’s operations. The Sublette and Tulia feeding operations consist of approximately 2,100 acres of land, supporting infrastructure and feed storage assets, and are strategically located near major meat packers.

The transaction closed on August 1, 2018 following receipt of regulatory approval. The transaction will be financed using cash on hand and proceeds from the Green Plains Cattle senior secured asset-based revolving credit facility.

The foregoing description of the Purchase Agreement is not complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, which is filed as Exhibit 2.1 to this Current Report on Form

8-K, and is incorporated into this Item 1.01 by reference.

Green Plains Cattle Revolver

On July 31, 2018, GPCC entered into an amendment of its senior secured asset-based revolving credit facility with a group of lenders led by Bank of the West and ING Capital LLC. The amendment was completed to fund the additional working capital requirements related to the acquisition of the Sublette, Kansas and Tulia, Texas cattle feeding operations.

The revolving credit facility is used to finance the working capital for all of GPCC’s cattle feedlot operations up to the maximum commitment, based on eligible collateral equal to the sum of percentages of eligible receivables, inventories and other current assets, less miscellaneous adjustments.The amendment increases the maximum commitment from $425 million to $500 million and also includes an accordion feature that enables the credit facility to be increased by up to $100 million with agent approval.

All other terms and conditions of the credit facility remain the same. The credit increase is in accordance with the Sixth Amendment to the Credit Agreement. The Sixth Amendment will be filed in its entirety with our Quarterly Report on Form 10-Q for the quarter ended June 30, 2018.

Item 1.02.Termination of a Material Definitive Agreement.

On August 1, 2018, DKGP Energy Terminals LLC, the 50/50 joint venture between Delek Logistics Partners LP and Green Plains Partners LP, notified AMID Merger LP of its termination of the membership interest purchase agreement (MIPA), dated as of February 16, 2018, to acquire all of the membership interests of AMID Refined Products LLC. For a description of the material terms of the MIPA, please see our Current Report on Form 8-K filed on February 20, 2018.

The MIPA was terminated due to regulatory obstacles. The termination was made to Section 8.1 of the MIPA, without any liability, obligation or penalty incurred by either party.

Item 2.01.Completion of Acquisition or Disposition of Assets.

The information set forth above in Item 1.01 under “Asset Purchase Agreement” is incorporated into this Item 2.01 by reference.

Item 2.03.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above in Item 1.01 under “Green Plains Cattle Revolver” is incorporated into this Item 2.03 by reference.

Item 7.01.Regulation FD Disclosure.

On July 31, 2018, the company issued a press release announcing the Bartlett Cattle Company acquisition and the related amendment to the Green Plains Cattle senior secured asset-based revolving credit facility, which is included as Exhibit 99.1 and incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits. The following exhibits are filed as part of this report.


Green Plains Inc. Exhibit
EX-2.1 2 gpre-20180801xex2_1.htm EX-2.1 Exhibit 21 EXECUTION VERSION    Exhibit 2.1  ASSET PURCHASE AND SALE AGREEMENT  Among  BARTLETT CATTLE COMPANY,…
To view the full exhibit click here

About GREEN PLAINS INC. (NASDAQ:GPRE)

Green Plains Inc. (Green Plains) is a vertically integrated producer, marketer and distributor of ethanol. The Company operates through four segments: Ethanol Production, Agribusiness, Marketing and Distribution, and Partnership. The Company’s ethanol production segment is engaged in the production of ethanol and related distillers grain. Its ethanol production segment includes over 10 ethanol plants in Indiana, Iowa, Michigan, Minnesota, Nebraska, Tennessee, Texas and Virginia. The Company owns and operates grain handling and storage assets through its agribusiness segment. The Company’s marketing and distribution segment is engaged in marketing and providing logistical services for ethanol and other commodities for a third-party ethanol producer. The Company’s partnership segment provides fuel storage and transportation services by owning, operating, developing and acquiring ethanol and fuel storage tanks, terminals, transportation assets and other related assets and businesses.