
Commonly Used Defined Terms This section provides definitions for key terms and abbreviations used throughout the financial report PART I – FINANCIAL INFORMATION This part presents the company's comprehensive financial data, including statements, notes, and management's analysis of performance and condition Item 1. Financial Statements This section presents the unaudited consolidated financial statements of Green Plains Inc. and its subsidiaries, including balance sheets, statements of operations, comprehensive loss, and cash flows, along with detailed notes explaining the basis of presentation, significant accounting policies, and specific financial items Consolidated Balance Sheets This statement provides a snapshot of the company's assets, liabilities, and equity at specific points in time | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (in thousands) | | :--------------------------------- | :----------------------------- | :------------------------------- | :-------------------- | | Cash and cash equivalents | $108,624 | $173,041 | $(64,417) | | Total current assets | $436,206 | $569,032 | $(132,826) | | Total assets | $1,612,516 | $1,782,174 | $(169,658) | | Total current liabilities | $296,996 | $385,687 | $(88,691) | | Total liabilities | $872,084 | $907,637 | $(35,553) | | Total stockholders' equity | $740,432 | $874,537 | $(134,105) | Consolidated Statements of Operations This statement details the company's revenues, expenses, and net loss over specific reporting periods | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------------- | :---------------------------------------------- | :---------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Revenues | $552,829 | $618,825 | $1,154,344 | $1,216,039 | | Total costs and expenses | $581,192 | $636,536 | $1,244,967 | $1,278,639 | | Operating loss | $(28,363) | $(17,711) | $(90,623) | $(62,600) | | Net loss attributable to Green Plains | $(72,238) | $(24,350) | $(145,144) | $(75,762) | | Net loss attributable to Green Plains - basic and diluted (per share) | $(1.09) | $(0.38) | $(2.22) | $(1.19) | Consolidated Statements of Comprehensive Loss This statement presents the net loss and other comprehensive income or loss components, reflecting total changes in equity from non-owner sources | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :-------------------------------------- | :---------------------------------------------- | :---------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Net loss | $(72,227) | $(24,038) | $(144,868) | $(75,160) | | Total other comprehensive income (loss), net of tax | $(5,444) | $1,091 | $(7,714) | $353 | | Comprehensive loss attributable to Green Plains | $(77,682) | $(23,259) | $(152,858) | $(75,409) | Consolidated Statements of Cash Flows This statement categorizes cash inflows and outflows from operating, investing, and financing activities over specific periods | Cash Flow Activity | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :--------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Net cash provided by (used in) operating activities | $3,754 | $(65,717) |\n| Net cash used in investing activities | $(32,341) | $(55,507) |\n| Net cash used in financing activities | $(28,088) | $(32,444) |\n| Net change in cash and cash equivalents, and restricted cash | $(56,675) | $(153,668) |\n| Cash and cash equivalents, and restricted cash, end of period | $152,720 | $225,094 | Notes to Consolidated Financial Statements These notes provide essential details and explanations supporting the consolidated financial statements, covering accounting policies, business segments, recent transactions, fair value measurements, debt, equity, and other financial commitments 1. BASIS OF PRESENTATION, DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This note outlines the foundational principles, business operations, and key accounting policies applied in preparing the financial statements - Green Plains Inc. operates in two segments: (1) ethanol production (ethanol, distillers grains, Ultra-High Protein, renewable corn oil) and (2) agribusiness and energy services (grain handling, commodity marketing, merchant trading)39 - The company completed the merger with Green Plains Partners on January 9, 2024, acquiring all publicly held common units not already owned33 - Management uses estimates and assumptions in preparing financial statements, particularly for derivative financial instruments and income taxes, which could lead to actual results differing from estimates38 2. REVENUE This note details the company's revenue recognition policies and disaggregates revenue by segment and accounting standard Total Revenues by Segment and Accounting Standard (in thousands) | Segment / Standard | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Ethanol Production | | | | | | ASC 606 | $62,964 | $39,728 | $93,911 | $80,088 | | ASC 815 | $464,189 | $485,715 | $931,014 | $951,014 | | Agribusiness & Energy Services | | | | | | ASC 606 | $3,485 | $2,649 | $8,766 | $5,150 | | ASC 815 | $28,046 | $98,300 | $132,594 | $194,795 | | Total Revenues | $552,829 | $618,825 | $1,154,344 | $1,216,039 | - Revenues from Customer A represented 45% and 21% of total revenues for the three and six months ended June 30, 2025, respectively, within the ethanol production segment63 3. MERGER AND DISPOSITIONS This note describes significant corporate transactions, including recent mergers and asset sales, and their financial impacts - On May 31, 2025, the company sold its 75% interest in Proventus LLC for $0.4 million, recording a pretax loss of $4.0 million64 - On June 30, 2025, the company sold its 50% investment in GP Turnkey Tharaldson LLC for $25.0 million, resulting in a preliminary pretax loss of $27.0 million65 - On January 9, 2024, the company completed the merger with Green Plains Partners, issuing approximately 4.7 million shares of common stock and $29.2 million in cash for publicly held common units, accounted for as an equity transaction6668 4. FAIR VALUE DISCLOSURES This note provides information on the fair value measurements of financial instruments, categorized by valuation inputs Fair Value Measurements at June 30, 2025 (in thousands) | Category | Level 1 | Level 2 | Level 3 | Total | | :------- | :------ | :------ | :------ | :---- | | Assets | $152,720 | $25,058 | $5,500 | $183,278 | | Liabilities | $— | $30,377 | $— | $30,377 | - The fair value of the company's debt was approximately $457.8 million at June 30, 2025, compared to a book value of $508.2 million, estimated using Level 2 inputs81 5. SEGMENT INFORMATION This note presents financial data disaggregated by the company's operating segments, including revenues and operating income Segment Revenues (in thousands) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Ethanol production | $527,153 | $525,443 | $1,024,925 | $1,031,102 | | Agribusiness and energy services | $31,531 | $100,949 | $141,360 | $199,945 | | Intersegment eliminations | $(5,855) | $(7,567) | $(11,941) | $(15,008) | | Total Revenues | $552,829 | $618,825 | $1,154,344 | $1,216,039 | Segment Operating Income (Loss) (in thousands) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Ethanol production | $(12,218) | $(2,213) | $(51,768) | $(35,866) | | Agribusiness and energy services | $849 | $2,166 | $3,282 | $8,170 | | Corporate activities | $(16,994) | $(17,664) | $(42,137) | $(34,904) | | Total Operating Loss | $(28,363) | $(17,711) | $(90,623) | $(62,600) | Adjusted EBITDA Reconciliation (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net loss | $(72,227) | $(24,038) | $(144,868) | $(75,160) | | EBITDA | $(28,883) | $4,767 | $(70,389) | $(16,753) | | Restructuring costs | $2,520 | $— | $19,106 | $— | | Loss on sale of assets | $4,044 | $— | $4,044 | $— | | Impairment of assets held for sale | $10,724 | $— | $10,724 | $— | | Loss on sale of equity method investment | $26,987 | $— | $26,987 | $— | | Adjusted EBITDA | $16,442 | $5,038 | $(7,700) | $(16,437) | 6. INVENTORIES This note details the composition of inventories and any related valuation adjustments Inventory Components (in thousands) | Component | June 30, 2025 | December 31, 2024 | | :------------------ | :------------ | :---------------- | | Finished goods | $33,069 | $72,863 | | Commodities held for sale | $18,979 | $48,500 | | Raw materials | $32,987 | $37,334 | | Work-in-process | $11,819 | $13,569 | | Supplies and parts | $59,557 | $55,178 | | Total Inventories | $156,411 | $227,444 | - A $2.3 million inventory lower of cost or net realizable value adjustment was recorded for finished goods in the ethanol production segment for the three and six months ended June 30, 202597 7. DERIVATIVE FINANCIAL INSTRUMENTS This note describes the company's use of derivative instruments for risk management and their fair value and notional volumes - At June 30, 2025, the company reported $6.7 million in net unrealized losses on derivatives in accumulated other comprehensive loss, expected to be reclassified to operating loss over the next 12 months98 Fair Values of Derivative Instruments (in thousands) | Category | June 30, 2025 (Asset Fair Value) | December 31, 2024 (Asset Fair Value) | June 30, 2025 (Liability Fair Value) | December 31, 2024 (Liability Fair Value) | | :------- | :------------------------------- | :----------------------------------- | :----------------------------------- | :----------------------------------- | | Forwards | $6,079 | $10,154 | $10,399 | $4,791 | | Other liabilities | $— | $— | $38 | $15 | | Total | $6,079 | $10,154 | $10,437 | $4,806 | Notional Volume of Open Commodity Derivative Positions as of June 30, 2025 (in thousands) | Derivative Instrument | Net Long & (Short) (Exchange-Traded) | Long (Non-Exchange-Traded) | (Short) (Non-Exchange-Traded) | Unit of Measure | Commodity | | :-------------------- | :----------------------------------- | :------------------------- | :---------------------------- | :-------------- | :-------- | | Futures | (21,820) | | | Bushels | Corn | | Futures | (35,700) | | | Gallons | Ethanol | | Futures | (3,645) | | | MmBTU | Natural Gas | | Forwards | | 27,363 | — | Bushels | Corn | | Forwards | | 9,135 | (204,355) | Gallons | Ethanol | | Forwards | | 128 | (225) | Tons | Distillers Grains | | Forwards | | — | (48,266) | Pounds | Renewable Corn Oil | | Forwards | | 9,372 | (146) | MmBTU | Natural Gas | 8. DEBT This note provides detailed information on the company's various debt instruments, including terms, maturities, and compliance with covenants Long-Term Debt Components (in thousands) | Debt Type | June 30, 2025 | December 31, 2024 | | :-------------------------------------- | :------------ | :---------------- | | 2.25% convertible notes due 2027 | $230,000 | $230,000 | | Junior secured mezzanine notes due 2026 | $127,500 | $125,000 | | Term loan due 2035 | $70,875 | $71,625 | | Other | $10,811 | $11,163 | | Total book value of long-term debt | $439,186 | $437,788 | Short-Term Notes Payable and Other Borrowings (in thousands) | Borrowing Type | June 30, 2025 | December 31, 2024 | | :------------------------------------------- | :------------ | :---------------- | | $350.0 million revolver | $75,000 | $133,500 | | $20.0 million hedge line | $5,064 | $7,329 | | Total short-term notes payable and other borrowings | $80,064 | $140,829 | - The Junior Notes were amended on May 7, 2025, extending maturity to May 15, 2026, with a $2.5 million amendment fee, and further amended on August 10, 2025, extending maturity to September 15, 2026, with an additional 2.5% fee and increased interest rates122123167 - The company was in compliance with its debt covenants as of June 30, 2025134 9. STOCK-BASED COMPENSATION This note outlines the company's stock-based compensation plans, including activity for non-vested awards and associated costs Non-Vested Restricted Stock Awards and Deferred Stock Units Activity (Six Months Ended June 30, 2025) | Activity | Non-Vested Shares and Deferred Stock Units | | :--------------------------- | :----------------------------------------- | | Non-Vested at December 31, 2024 | 735,513 | | Granted | 1,015,626 | | Forfeited | (106,094) | | Vested | (443,385) | | Non-Vested at June 30, 2025 | 1,201,660 | - Compensation costs for stock-based payment plans increased to $11.1 million for the six months ended June 30, 2025, from $6.6 million in the prior year, primarily due to accelerated vesting for the former CEO142 - As of June 30, 2025, $11.6 million of unrecognized compensation costs remain, expected to be recognized over approximately 2.3 years142 10. EARNINGS PER SHARE This note presents the calculation of basic and diluted earnings per share, reflecting the company's profitability on a per-share basis Earnings Per Share (in thousands, except per share amounts) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net loss attributable to Green Plains | $(72,238) | $(24,350) | $(145,144) | $(75,762) | | Weighted average shares outstanding - basic and diluted | 66,491 | 63,933 | 65,287 | 63,637 | | EPS - basic and diluted | $(1.09) | $(0.38) | $(2.22) | $(1.19) | 11. STOCKHOLDERS' EQUITY This note details changes in the components of stockholders' equity, including stock issuances and other equity transactions - On May 7, 2025, the company issued 1,504,140 stock warrants at an exercise price of $0.01 per share with a ten-year exercise period, in connection with a revolving credit facility145146 - Warrants previously issued in connection with Junior Notes were repriced from $22.00 to $0.01 and their maturity extended to December 31, 2029, on May 7, 2025, with the increase in fair value recorded in additional paid-in capital147 - The Green Plains Partners Merger on January 9, 2024, resulted in the issuance of approximately 4.7 million shares of common stock and a $133.8 million reduction in non-controlling interest, capitalized within additional paid-in capital150 12. INCOME TAXES This note provides information on the company's income tax expense or benefit, deferred tax assets and liabilities, and the impact of tax legislation - The company recorded an income tax expense of $2.3 million for the three months ended June 30, 2025, compared to a benefit of $0.3 million in 2024, primarily due to an increased valuation allowance against deferred tax assets related to derivatives158 - The Inflation Reduction Act (IRA) and the One Big Beautiful Bill Act (OBBB) are expected to benefit the company through expanded clean energy tax credits and extended provisions, though the full impact is not yet estimable155157 13. COMMITMENTS AND CONTINGENCIES This note discloses the company's material contractual obligations, future purchase commitments, and potential liabilities from legal matters Aggregate Minimum Lease Payments (in thousands) | Year Ending December 31, | Amount | | :----------------------- | :----- | | 2025 | $14,184 | | 2026 | $22,310 | | 2027 | $17,364 | | 2028 | $8,052 | | 2029 | $4,378 | | Thereafter | $5,610 | | Total | $71,898 | - As of June 30, 2025, the company had contracted future purchases of grain, distillers grains, and natural gas valued at approximately $178.1 million, and storage/transportation commitments of $33.9 million163 - The company has incurred $82.0 million in accumulated construction costs for carbon capture and sequestration projects at three Nebraska plants, with an equal and offsetting liability, expected to be completed in 2025165 14. SUBSEQUENT EVENT This note reports significant events that occurred after the balance sheet date but before the financial statements were issued - On August 10, 2025, the Junior Notes indenture was amended, extending the maturity to September 15, 2026, adding a 2.5% amendment fee, increasing interest rates, and securing the notes with additional assets167 - As part of the August 10, 2025 amendment, the company issued 3,250,000 stock warrants to BlackRock at a strike price of $0.01 per share with a ten-year exercise period167 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial condition and results of operations, highlighting key business activities, recent developments, operational performance, and liquidity, along with an analysis of market dynamics and regulatory impacts General This section provides an overview of the company's business model, operating segments, and strategic initiatives, including its transition to value-added agricultural technology - Green Plains is transitioning from a commodity-processing business to a value-added agricultural technology company, focusing on lower-carbon, high-value ingredients173 - The company's two operating segments are Ethanol Production (producing ethanol, distillers grains, Ultra-High Protein, renewable corn oil) and Agribusiness and Energy Services (grain procurement, commodity marketing, and trading)174175 - Green Plains is deploying carbon capture technology at several facilities to reduce the Carbon Intensity (CI) of its biofuels, with projects anticipated to be completed in Nebraska by Q4 2025175 - The company is involved in Sustainable Aviation Fuel (SAF) development through a joint venture, Blue Blade Energy, and has commercialized FQT MSC™ technology for Ultra-High Protein (Sequence™) and CST™ for dextrose syrups176177178 Recent Developments This section highlights significant events and strategic actions undertaken by the company, including debt amendments, asset sales, and operational adjustments - The Junior Notes were amended on August 10, 2025, extending maturity to September 15, 2026, with a 2.5% amendment fee and increased interest rates, and new warrants were issued to BlackRock182 - The company sold its 50% investment in GP Turnkey Tharaldson LLC for $25.0 million on June 30, 2025, resulting in a $27.0 million pretax loss184 - A corporate reorganization and cost reduction initiative launched in early 2025 is expected to yield approximately $50 million in annual financial improvement, leading to $19.1 million in restructuring costs for the six months ended June 30, 2025192 - The company idled its Clean Sugar Technology (CST™) facility in Shenandoah, Iowa, and its 119 million gallon ethanol plant in Fairmont, Minnesota, to optimize product mix and address margin pressures194196 Results of Operations This section analyzes the company's operational performance, including ethanol production, market dynamics, and the impact of regulatory changes - Average ethanol production utilization rate was 86.1% (99.2% excluding Fairmont) for Q2 2025, producing 193.6 million gallons of ethanol197 U.S. Ethanol Supply and Demand (Q2 2025 vs Q2 2024) | Metric | Q2 2025 | Q2 2024 | Change | | :-------------------- | :------ | :------ | :----- | | Domestic ethanol production (million barrels/day) | 1.05 | 1.02 | +2.9% | | Refiner and blender input volume (thousand barrels/day) | 910 | 915 | -0.5% | | Gasoline demand (million barrels/day) | 8.9 | 8.9 | 0% | | U.S. domestic ethanol ending stocks (million barrels) | 24.1 | 23.6 | +2.1% | - Domestic ethanol exports through May 31, 2025, were approximately 890 million gallons, up from 817 million gallons for the same period in 2024, with Canada being the largest destination199 - The Inflation Reduction Act (IRA) and the One Big Beautiful Bill Act (OBBB) introduce significant changes to clean energy tax credits, including the 45Z Clean Fuel Production Credit and 45Q carbon capture credit, which could impact the company's business206207 - Recent U.S. Supreme Court decisions redefining federal agency power and overturning 'Chevron deference' could impact regulatory rules affecting the company's business217 Segment Results This section provides a detailed breakdown of financial performance for each operating segment, including revenues and operating income Segment Revenues (in thousands) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Ethanol production | $527,153 | $525,443 | $1,024,925 | $1,031,102 | | Agribusiness and energy services | $31,531 | $100,949 | $141,360 | $199,945 | | Intersegment eliminations | $(5,855) | $(7,567) | $(11,941) | $(15,008) | | Total Revenues | $552,829 | $618,825 | $1,154,344 | $1,216,039 | Segment Operating Income (Loss) (in thousands) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Ethanol production | $(12,218) | $(2,213) | $(51,768) | $(35,866) | | Agribusiness and energy services | $849 | $2,166 | $3,282 | $8,170 | | Corporate activities | $(16,994) | $(17,664) | $(42,137) | $(34,904) | | Total Operating Loss | $(28,363) | $(17,711) | $(90,623) | $(62,600) | Adjusted EBITDA Reconciliation (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net loss | $(72,227) | $(24,038) | $(144,868) | $(75,160) | | EBITDA | $(28,883) | $4,767 | $(70,389) | $(16,753) | | Restructuring costs | $2,520 | $— | $19,106 | $— | | Loss on sale of assets | $4,044 | $— | $4,044 | $— | | Impairment of assets held for sale | $10,724 | $— | $10,724 | $— | | Loss on sale of equity method investment | $26,987 | $— | $26,987 | $— | | Adjusted EBITDA | $16,442 | $5,038 | $(7,700) | $(16,437) | Three Months Ended June 30, 2025 Compared with the Three Months Ended June 30, 2024 This section provides a comparative analysis of the company's financial performance for the three-month periods, highlighting key drivers of change - Consolidated revenues decreased by $66.0 million, primarily due to ceasing a third-party ethanol marketing agreement235 - Net loss increased by $48.2 million, driven by a $28.3 million loss on equity method investees, $10.7 million impairment of assets held for sale, and a $4.0 million loss on asset sales236 - Adjusted EBITDA increased by $11.4 million, attributed to a change in operating strategy and a one-time sale of accumulated RINs, partially offset by lower margins in the ethanol production segment236 Ethanol Production Segment Key Operating Data (Three Months Ended June 30) | Metric | 2025 | 2024 | % Variance | | :-------------------------- | :-------- | :-------- | :--------- | | Ethanol (gallons) | 193,571 | 208,483 | (7.2)% | | Distillers grains (equivalent dried tons) | 413 | 463 | (10.8) | | Renewable corn oil (pounds) | 65,231 | 73,630 | (11.4) | | Corn consumed (bushels) | 65,312 | 71,819 | (9.1) | Six Months Ended June 30, 2025 Compared with the Six Months Ended June 30, 2024 This section provides a comparative analysis of the company's financial performance for the six-month periods, detailing revenue and loss drivers - Consolidated revenues decreased by $61.7 million, primarily due to the termination of a third-party ethanol marketing agreement244 - Net loss increased by $69.7 million, driven by a $29.1 million loss on equity method investees, $10.7 million impairment of assets held for sale, $4.0 million loss on asset sales, and $19.1 million in restructuring costs245 - Adjusted EBITDA increased by $8.7 million, mainly due to margins from a one-time sale of accumulated RINs, offset by lower margins in agribusiness and energy services and ethanol production segments245 Ethanol Production Segment Key Operating Data (Six Months Ended June 30) | Metric | 2025 | 2024 | % Variance | | :-------------------------- | :-------- | :-------- | :--------- | | Ethanol (gallons) | 388,899 | 416,387 | (6.6)% | | Distillers grains (equivalent dried tons) | 830 | 932 | (10.9) | | Renewable corn oil (pounds) | 129,494 | 140,351 | (7.7) | | Corn consumed (bushels) | 131,576 | 143,093 | (8.0) | Liquidity and Capital Resources This section assesses the company's ability to meet its short-term and long-term financial obligations, including cash position and debt maturities Liquidity Position (in millions) | Metric | June 30, 2025 | | :----------------------------------- | :------------ | | Cash and cash equivalents | $108.6 | | Restricted cash | $44.1 | | Available committed revolving credit | $258.5 | | Available line of credit (Ancora) | $30.0 | | Total corporate liquidity | $93.3 | - The company has $130.7 million in Junior Notes due September 15, 2026, and $230.0 million in convertible senior notes due March 15, 2027, requiring substantial additional liquidity for repayment256 - Net cash provided by operating activities was $3.8 million for the six months ended June 30, 2025, an improvement from $65.7 million used in the prior year, primarily due to lower receivable and inventory balances257 - Capital expenditures were $27.9 million for the six months ended June 30, 2025, with an additional $10.0 million expected for the remainder of 2025, excluding $130 million for carbon capture projects259 Effects of Inflation This section discusses the potential impact of inflationary pressures on the company's operating costs and financial performance - The company has experienced inflationary impacts on labor, wages, components, equipment, and other inputs, which could escalate and materially adversely affect financial performance due to fixed-price arrangements with customers276 Contractual Obligations and Commitments This section outlines the company's significant future financial obligations arising from contracts and agreements - As of June 30, 2025, material future obligations include $71.9 million in minimum lease payments, $178.1 million for future commodity purchases, $33.9 million for storage and transportation, and $82.0 million for carbon capture equipment construction277 Critical Accounting Policies and Estimates This section identifies the accounting policies that require significant judgment and estimation, which could materially affect financial results - Critical accounting policies, particularly those for derivative financial instruments and income taxes, involve significant judgments, assumptions, and estimates that can materially impact financial statements278 Off-Balance Sheet Arrangements This section discloses any material transactions, agreements, or other contractual arrangements not recognized on the balance sheet - The company does not have any off-balance sheet arrangements279 Item 3. Quantitative and Qualitative Disclosures About Market Risk This section details the company's exposure to market risks, primarily interest rate and commodity price risks, and the strategies employed to manage these exposures through financial instruments and hedging activities - The company is exposed to interest rate risk on $80.1 million of variable-rate debt; a 10% increase in interest rates would affect interest cost by approximately $0.8 million per year281 - Commodity price risk is significant for ethanol, corn, distillers grains, Ultra-High Protein, renewable corn oil, and natural gas, with prices influenced by supply, demand, weather, and government policies283284 - The company uses forward fixed-price physical contracts and derivative financial instruments (futures and options) to reduce market risk and lock in favorable operating margins285 Estimated Net Income Effect of a Hypothetical 10% Change in Commodity Price (Next 12 Months, in thousands) | Commodity | Estimated Total Volume Requirements | Unit of Measure | Net Income Effect of Approximate 10% Change in Price | | :---------------- | :---------------------------------- | :-------------- | :------------------------------------------------- | | Ethanol | 784,000 | Gallons | $93,389 | | Corn | 264,800 | Bushels | $84,370 | | Distillers grains | 1,850 | Tons | $19,812 | | Renewable corn oil | 258,100 | Pounds | $10,803 | | Natural gas | 22,600 | MmBTU | $4,574 | Item 4. Controls and Procedures Management evaluated the effectiveness of the company's disclosure controls and procedures, concluding they were effective as of June 30, 2025, with no material changes in internal control over financial reporting during the period - Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2025293 - There were no material changes in internal control over financial reporting during the period covered by the report294 PART II – OTHER INFORMATION This part provides additional information not covered in the financial statements, including legal matters, risk factors, and equity security disclosures Item 1. Legal Proceedings The company is involved in ordinary course litigation but does not anticipate any material adverse effects on its financial position, results of operations, or cash flows - The company is currently involved in litigation arising in the ordinary course of business297 - Management does not believe any pending litigation will have a material adverse effect on its financial position, results of operations, or cash flows297 Item 1A. Risk Factors This section updates and supplements previously disclosed risk factors, emphasizing credit risk, potential impacts of international trade agreements, commodity price volatility, risks associated with carbon capture projects, and the critical need to refinance or repay upcoming debt maturities - The company is exposed to credit risk from various customers and counterparties, which could lead to losses or affect its ability to make payments299 - Withdrawal from or material modification of international trade agreements, including tariffs and retaliatory measures, could materially adversely affect the business, particularly for ethanol and agricultural exports300 - Operating results are highly sensitive to volatile commodity prices for corn, ethanol, distillers grains, natural gas, Ultra-High Protein, and renewable corn oil, influenced by supply, demand, weather, and government policies301302306307308309 - Carbon Capture and Sequestration (CCS) projects face risks including operational delays, regulatory changes (e.g., CI modeling, tax incentives), market uncertainties for tax credits and carbon credits, and reliance on external infrastructure310311312313314 - The company faces significant debt maturities of $130.7 million (Junior Notes by September 2026) and $230.0 million (convertible senior notes by March 2027), requiring substantial additional liquidity for repayment or refinancing315316 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section reports on shares withheld for tax obligations related to restricted stock grants and the status of the company's share repurchase program, noting no repurchases in Q2 2025 Shares Withheld for Payroll Tax Withholding Obligations (Q2 2025) | Period | Total Number of Shares Withheld | Average Price Paid per Share | | :-------------- | :------------------------------ | :--------------------------- | | April 1 - April 30 | 16,538 | $4.13 | | May 1 - May 31 | 9,687 | $4.10 | | June 1 - June 30 | 3,354 | $4.17 | | Total | 29,579 | $4.13 | - The company did not repurchase any shares of common stock under its $200.0 million share repurchase program during the second quarter of 2025318 Item 3. Defaults Upon Senior Securities The company reported no defaults upon senior securities during the period - There were no defaults upon senior securities319 Item 4. Mine Safety Disclosures This item is not applicable to the company's operations - Mine Safety Disclosures are not applicable to the company320 Item 5. Other Information This section provides details on recent amendments to the Junior Notes and associated warrant agreements, including extensions of maturity dates, changes in principal amounts, and the issuance of new warrants - On May 7, 2025, a First Supplemental Indenture extended the Junior Notes' maturity to May 15, 2026, and increased the principal by $2.5 million321 - Also on May 7, 2025, outstanding warrant agreements with BlackRock were amended and restated, modifying the exercise price to $0.01 per share and extending the exercise period to December 31, 2029323 - On August 10, 2025, an Amended and Restated Indenture further extended the Junior Notes' maturity to September 15, 2026, added a 2.5% amendment fee, increased interest rates, and secured the notes with additional assets325 - In connection with the August 10, 2025 amendment, the company issued 3,250,000 stock warrants to BlackRock at a strike price of $0.01 per share with a ten-year exercise period327 Item 6. Exhibits This section lists all exhibits filed as part of the Form 10-Q, including various agreements, indentures, warrant agreements, and certifications - Key exhibits include the Cooperation Agreement with Ancora Holdings Group, LLC, the Ethanol Marketing Agreement with Eco-Energy, LLC, and various amendments to debt and warrant agreements with BlackRock and Ancora Alternatives LLC331332 - Certifications from the Chief Executive Officer and Chief Financial Officer pursuant to the Sarbanes-Oxley Act of 2002 are also included333 Signatures This section contains the official attestations and signatures of the company's principal executive and financial officers - The report is signed by Michelle S. Mapes, Interim Principal Executive Officer, Chief Legal and Administration Officer and Corporate Secretary, and Philip B. Boggs, Chief Financial Officer, on August 11, 2025337