UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____ to ____. Commission file number: 000-51354 AEMETIS, INC. (Exact name of registrant as specified in its charter) | --- | |-----------------------------------------| | Delawa ...

Aemetis Inc. (NASDAQ:AMTX) Q3 2022 Earnings Conference Call November 3, 2022 2:00 PM ET CompanyParticipants Todd Waltz - Executive Vice President and Chief Financial Officer Eric McAfee - Founder, Chairman and Chief Executive Officer Andrew Foster - President of the Aemetis Biogas and Aemetis Advanced Fuels Conference Call Participants Derrick Whitfield - Stifel Jordan Levy - Truist Securities Amit Dayal - H.C. Wainwright Matthew Blair - TPH Dave Storms - Stonegate Edward Woo - Ascendiant Capital Operator W ...

PART I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) The company's Q2 2022 financial statements show increased assets and liabilities, a widened deficit, 20% revenue growth, and a reduced net loss due to grants and litigation gains [Consolidated Condensed Balance Sheets](index=3&type=section&id=Consolidated%20Condensed%20Balance%20Sheets) Total assets increased to **$178.5 million** by June 30, 2022, driven by property, plant, and equipment, while total liabilities rose to **$301.2 million**, widening the stockholders' deficit to **($122.7 million)** Balance Sheet Comparison (in thousands) | Account | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total current assets** | $15,045 | $20,693 | | **Property, plant and equipment, net** | $156,790 | $135,101 | | **Total assets** | **$178,452** | **$160,831** | | **Total current liabilities** | $60,362 | $65,330 | | **Total long term liabilities** | $240,803 | $215,739 | | **Total liabilities** | $301,165 | $281,069 | | **Total stockholders' deficit** | **($122,713)** | **($120,238)** | [Consolidated Condensed Statements of Operations and Comprehensive (Loss)](index=4&type=section&id=Consolidated%20Condensed%20Statements%20of%20Operations%20and%20Comprehensive%20(Loss)) Q2 2022 revenues grew **20%** to **$65.9 million**, but higher costs led to a gross loss; a **$14.2 million** USDA grant and litigation gain reduced net loss to **$0.2 million** Statement of Operations Highlights (in thousands, except per share data) | Metric | Q2 2022 | Q2 2021 | H1 2022 | H1 2021 | | :--- | :--- | :--- | :--- | :--- | | **Revenues** | $65,901 | $54,884 | $117,950 | $97,691 | | **Gross profit (loss)** | ($214) | $3,646 | ($3,299) | $38 | | **Operating loss** | ($7,686) | ($2,128) | ($18,113) | ($11,141) | | **Net loss** | ($209) | ($10,557) | ($18,503) | ($28,669) | | **Net loss per share (Basic)** | ($0.01) | ($0.34) | ($0.54) | ($1.00) | - A **$14.2 million** grant from the USDA's Biofuel Producer Program and a **$1.4 million** gain on litigation significantly reduced the net loss in Q2 2022[15](index=15&type=chunk)[68](index=68&type=chunk) [Consolidated Condensed Statements of Cash Flows](index=4&type=section&id=Consolidated%20Condensed%20Statements%20of%20Cash%20Flows) Net cash used in operations decreased to **$6.5 million** for H1 2022, while investing cash use increased to **$16.4 million**, and financing provided **$18.7 million**, resulting in a **$4.2 million** cash decrease Cash Flow Summary for Six Months Ended June 30 (in thousands) | Activity | 2022 | 2021 | | :--- | :--- | :--- | | **Net cash used in operating activities** | ($6,483) | ($18,213) | | **Net cash used in investing activities** | ($16,371) | ($11,711) | | **Net cash provided by financing activities** | $18,705 | $36,526 | | **Net change in cash** | ($4,193) | $6,583 | [Notes to Consolidated Condensed Financial Statements](index=7&type=section&id=Notes%20to%20Consolidated%20Condensed%20Financial%20Statements) Notes detail business segments, **$208.6 million** debt, financing, and management's substantial doubt about going concern due to reliance on its senior lender - The company operates in three reportable segments: California Ethanol, Dairy Renewable Natural Gas, and India Biodiesel, while developing 'Carbon Zero' sustainable aviation fuel (SAF) and Carbon Capture and Sequestration (CCS) projects[25](index=25&type=chunk)[27](index=27&type=chunk)[29](index=29&type=chunk)[30](index=30&type=chunk) - Total debt stood at **$208.6 million** as of June 30, 2022, primarily from Third Eye Capital, with a new **$100 million** revolving credit facility secured in March 2022[84](index=84&type=chunk)[104](index=104&type=chunk) - Management plans to address the 'going concern' issue by improving plant efficiencies, executing grants, developing new projects, and securing additional funding[168](index=168&type=chunk)[169](index=169&type=chunk)[170](index=170&type=chunk) - Subsequent to quarter-end, the company extended its Third Eye Capital debt maturity option to April 2024 and amended its Series A Preferred Unit agreement for full redemption by December 31, 2022[166](index=166&type=chunk)[167](index=167&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=28&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations%20(MD%26A)) MD&A highlights **20%** Q2 2022 revenue growth offset by **29%** higher costs, leading to a gross loss, and discusses liquidity concerns, including substantial doubt about going concern, and strategic initiatives in RNG and SAF [Results of Operations](index=31&type=section&id=Results%20of%20Operations) Q2 2022 revenues increased **20%** to **$65.9 million** due to higher ethanol prices, but a **29%** rise in cost of goods sold led to a gross loss, partially offset by a **$14.2 million** USDA grant Q2 2022 vs Q2 2021 Revenue by Segment (in thousands) | Segment | Q2 2022 | Q2 2021 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | **California Ethanol** | $65,891 | $54,730 | $11,161 | 20% | | **India Biodiesel** | $10 | $154 | ($144) | -93.5% | | **Total** | **$65,901** | **$54,884** | **$11,017** | **20%** | - The increase in California Ethanol revenue was driven by a higher average ethanol price of **$3.13/gallon** in Q2 2022 versus **$2.78/gallon** in Q2 2021[191](index=191&type=chunk) - Cost of goods sold increased primarily due to a rise in the average cost of corn feedstock to **$10.21 per bushel** in Q2 2022 from **$8.04** in Q2 2021[196](index=196&type=chunk) - A **$14.2 million** grant was received from the USDA's Biofuel Producer Program, created under the CARES Act, and recorded as other income[187](index=187&type=chunk)[203](index=203&type=chunk) [Liquidity and Capital Resources](index=35&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity is constrained with **$3.6 million** cash, raising substantial doubt about going concern due to reliance on its senior lender; future liquidity depends on debt refinancing and new capital for strategic projects - The company's dependence on its senior lender raises substantial doubt about its ability to continue as a going concern[221](index=221&type=chunk)[168](index=168&type=chunk) Liquidity Snapshot (in thousands) | Metric | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Cash and cash equivalents** | $3,558 | $7,751 | | **Current assets** | $15,045 | $20,693 | | **Current liabilities** | $60,362 | $65,330 | | **Current Ratio** | 0.25 | 0.32 | - The company plans to fund operations and growth projects by working with its senior lender, restructuring debt, selling bonds, selling equity via its ATM program, and continuing its EB-5 Phase II offering[224](index=224&type=chunk)[171](index=171&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=37&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section is not applicable for the current quarterly report - The company has indicated that Quantitative and Qualitative Disclosures about Market Risk are not applicable for this quarterly report[234](index=234&type=chunk) [Item 4. Controls and Procedures](index=37&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of June 30, 2022, due to material weaknesses identified in the 2021 Annual Report, with ongoing remediation plans - The CEO and CFO concluded that disclosure controls and procedures were not effective as of the end of the period[235](index=235&type=chunk) - The ineffectiveness is due to material weaknesses identified in the 2021 Form 10-K, with remediation plans currently in progress[236](index=236&type=chunk)[237](index=237&type=chunk) - No changes occurred during the quarter that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[236](index=236&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=38&type=section&id=Item%201.%20Legal%20Proceedings) The company settled a lawsuit with EdenIQ, Inc. for **$4.8 million** on May 6, 2022, resulting in a **$1.4 million** gain on litigation in Q2 2022 - On May 6, 2022, the company settled a lawsuit with EdenIQ, Inc. for **$4.8 million**[238](index=238&type=chunk)[127](index=127&type=chunk) - The settlement resulted in a gain on litigation of **$1.4 million**, recognized on the income statement in Q2 2022[238](index=238&type=chunk)[127](index=127&type=chunk) [Item 1A. Risk Factors](index=38&type=section&id=Item%201A.%20Risk%20Factors) Updated risk factors highlight the material impact of inflation on operations, with rising commodity prices for inputs like corn and natural gas compressing profit margins - A new risk factor was added regarding the adverse impact of inflation on key production inputs, wages, and other business expenses[239](index=239&type=chunk) - The war in Ukraine is cited as a driver of sharp rises in grain and energy prices, which are primary input commodities for the company[240](index=240&type=chunk) - The company may be unable to raise its product prices sufficiently to offset inflation, which would reduce profit margins[241](index=241&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=38&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities were reported during the period - None reported[241](index=241&type=chunk) [Item 3. Defaults Upon Senior Securities](index=38&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No unresolved defaults on senior securities were reported during the six months ended June 30, 2022 - No unresolved defaults on senior securities occurred during the six months ended June 30, 2022[241](index=241&type=chunk) [Item 4. Mine Safety Disclosures](index=38&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) No mine safety disclosures were reported - None[241](index=241&type=chunk) [Item 5. Other Information](index=38&type=section&id=Item%205.%20Other%20Information) No other information was reported for this item - None[241](index=241&type=chunk) [Item 6. Exhibits](index=39&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with Form 10-Q, including CEO/CFO certifications and material agreements like debt and preferred unit amendments - Exhibits include certifications from the CEO and CFO as required by the Sarbanes-Oxley Act[242](index=242&type=chunk) - Material agreements filed as exhibits include Limited Waiver and Amendment No. 24 to the Amended and Restated Note Purchase Agreement and a Waiver and Amendment to the Series A Preferred Unit Purchase Agreement[242](index=242&type=chunk)

Aemetis, Inc. (NASDAQ:AMTX) Q2 2022 Results Conference Call August 4, 2022 2:00 PM ET Company Participants Todd Waltz - EVP and CFO Eric McAfee - Founder, Chairman and CEO Andy Foster - President, Aemetis Advanced Fuels and Aemetis Biogas Conference Call Participants Manav Gupta - Credit Suisse Jordan Levy - Truist Securities Derrick Whitfield - Stifel Amit Dayal - HC Wainwright Matthew Blair - Tudor, Pickering, Holt Marco Rodriguez - Stonegate Capital Edward Woo - Ascendiant Capital Operator Welcome to the ...

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