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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-K
 
xAnnual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
For the fiscal year ended September 30, 2023

 oFor the fiscal year ended September 30, 2017
oTransition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
For the transition period from __________ to ________________________
COMMISSION FILE NUMBER000-52033

RED TRAIL ENERGY, LLC
(Exact name of registrant as specified in its charter)
 
North Dakota76-0742311
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer Identification No.)

3682 Highway 8 South, P.O. Box 11, Richardton, ND 58652
(Address of principal executive offices, Zip code)

(701) 974-3308
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None.

3682 Highway 8 South, P.O. Box 11, Richardton, ND 58652Title of each classTrading Symbol(s)Name of each exchange on which registered
(Address of principal executive offices)
(701) 974-3308
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None.
Securities registered pursuant to Section 12(g) of the Act: Class A Membership Units

Securities registered pursuant to Section 12(g) of the Act: Class A 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).
x 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, or an emerging growth company. See the definitions of "large“large accelerated filer," "accelerated filer" ” “accelerated filer,” “smaller reporting company,”and "smaller reporting"emerging growth company" in Rule 12b-2 of the Exchange Act:Act.

Large Accelerated Filer Accelerated Filer  
Non-Accelerated FilerSmaller Reporting Company
Large Accelerated Filer o
Accelerated Filer  o
Non-Accelerated Filer x
Smaller Reporting Company o
Emerging Growth Companyo
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.                 o

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. o

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o

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


The aggregate market value of the membership units held by non-affiliates of the registrant as of March 31, 20172023 was $35,052,383.$34,969,920.  There is no established public trading market for our membership units.  The aggregate market value was computed by reference to the most recent offering price of our Class A units which was $1 per unit.
 
As of December 15, 2017,29, 2023, there were 41,466,34040,148,160 Class A 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.



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INDEX

Page Number
Page Number
PART III
Item 10. Directors, Executive Officers and Corporate Governance
SIGNATURES





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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:


The reduction or elimination of the renewable fuels use requirement in the Federal Renewable Fuels Standard (RFS);
Decreases in export demand due to the imposition of tariffs by foreign governments on ethanol, distillers grains, and soybeans produced in the United States including:
The Chinese anti-dumping dutydistillers grains tariffs and itstheir impact on world distillers grains markets; and
The Chinese and Brazilian ethanol import dutyduties and itstheir impact on world ethanol demand and prices;prices.
Any delays in shipping our products by rail and corresponding decreases in our sales as a result of these shipping delays;
An unfavorable spread between the market price of our products and our feedstock costs;
Fluctuations in the price and market for ethanol, distillers grains, and corn oil;
Availability and costs of our raw materials, particularly corn and natural gas;
Changes in or lack of availability of credit;
Changes in the environmental regulations that apply to our plant operations and our ability to comply with such regulations;
Ethanol supply exceeding demand and corresponding ethanol price reductions impacting our ability to operate profitably and maintain a positive spread between the selling price of our products and our raw material costs;
Our ability to generate and maintain sufficient liquidity to fund our operations, meet debt service requirements and necessary capital expenditures;
Our ability to continue to meet our loan covenants;
Our ability to retain key employees and maintain labor relations;
Limitations and restrictions contained in the instruments and agreements governing our indebtedness;
Results of our hedging transactions and other risk management strategies;
Changes in or elimination of governmental laws, tariffs, trade, or other controls or enforcement practices that currently benefit the ethanol industry including:
national, state or local energy policy - examples include legislation already passed such as the California low-carbon fuel standard as well as potential legislation in the form of carbon cap and trade;
legislation mandating the use of ethanol or other oxygenate additives; or
environmental laws and regulations that apply to our plant operations and their enforcement.
national, state, or local energy policy - examples include legislation already passed such as the California low-carbon fuel standard as well as potential legislation in the form of carbon cap and trade;
legislation mandating the use of ethanol or other oxygenate additives; or
environmental laws and regulations that apply to our plant operations and their enforcement.
Changes and advances in ethanol production technology; and
Competition from alternative fuels and alternative fuel additives.additives;

Competition from the increased use of electric vehicles;
Use by the EPA of small refinery exemptions;
Global economic uncertainty, inflation, market disruptions, and increased volatility in commodity prices caused in part by the Russian invasion of Ukraine and resulting sanctions by the United States and other countries; and
Instability in the Middle East following the 2023 Hamas-led attacks on Israel and resulting conflict.

Our actual results or actions could and likely will differ materially from those anticipated in the forward-looking statements for many reasons, including the reasons described in this report. We are not under any duty to update the forward-looking statements contained in this report. We cannot guarantee future results, 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 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.



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AVAILABLE INFORMATION
 
Information about us is also available at our website at www.redtrailenergyllc.com, under "SEC Compliance," which includes links to reports we have filed with the Securities and Exchange Commission. The contents of our website are not incorporated by reference in this Annual Report on Form 10-K.

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PART I

ITEM 1.BUSINESS


Business Development


Red Trail Energy, LLC was formed as a North Dakota limited liability company in July of 2003, for the purpose of constructing, owning, and operating a fuel-grade ethanol plant near Richardton, North Dakota in western North Dakota. References to "we," "us," "our" and the "Company" refer to Red Trail Energy, LLC. We began production in January 2007.


On October 10, 2016, we satisfied the contingencies set forth in a Real Estate Sales Agreement (the "Real Estate Sales Agreement") between the Company and Bismarck Land Company, LLC. As a result of the satisfaction of the contingencies in the Real Estate Sales Agreement, we closed on the purchase of approximately 338 acres of land that we will use for an expansion of the Company's rail yard. In exchange for the purchased real estate, we agreed to issue to Bismarck Land Company, LLC two million of our membership units. We also agreed to a Profit and Cost Sharing Agreement with Bismarck Land Company, LLC that became effective with the closing of the real estate purchase. The Profit and Cost Sharing Agreement provides that we will share 70% of the net revenue generated by us from business activities conducted on the purchased real estate which are brought to the Company by Bismarck Land Company, LLC. This obligation will terminate ten years after the real estate closing or after Bismarck Land Company, LLC receives $10 million in proceeds from the agreement. In addition, we will pay Bismarck Land Company, LLC 70% of any net proceeds received by us from the sale of the subject real estate if a sale were to occur in the future, subject to the $10 million cap and the 10 year termination of this obligation.

In March 2017,April 8, 2023, we entered into a newrevolving promissory note for a $10 million revolving loan (the "Revolving Loan") with U.S. Bank National Association ("U.S. Bank"). As partour primary lender, Cornerstone Bank. The promissory note has a maturity date of this transaction, we signed a Credit Agreement dated March 17, 2017 (the "Credit Agreement"). The Revolving Loan replaces our credit facilities with First National Bank of Omaha.April 5, 2024. Interest accrues on any outstanding balance on the Revolving Loanpromissory note at a rate of 1.77% in excess1.0% less than the prime rate as published by the Wall Street Journal, adjusted monthly. The revolving loan has a minimum interest rate of 5.0%.

On April 24, 2023, we named Jodi Johnson as the Chief Executive Officer of the one-month London Interbank Offered Rate ("LIBOR"). The maturity dateCompany and Joni Entze as the Chief Financial Officer of the Revolving Loan is May 31, 2018. Our abilityCompany. Jodi Johnson previously served as the Company's Chief Financial Officer. Gerald Bachmeier who served as CEO until April 24, 2023, continued to draw funds onserve as a consultant for the Revolving Loan is subject to a borrowing base calculation as set forth in the Credit Agreement. The Revolving Loan is subject to certain financial covenants as set forth in the Credit Agreement. The most significant financial covenants require us to maintain a fixed charge coverage ratio of no less than 1.25:1.00 and a current ratio of no less than 1.50:1.00. Our fixed charge coverage ratio measures our ability to pay our fixed expenses. Our current ratio measures our liquidity and ability to pay short-term and long-term obligations.Company until September 30, 2023.

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 that we produce are ethanol, distillers grains, and corn oil. The table below shows the approximate percentage of our total revenue which is attributed to each of our primary products for each of our last three fiscal years.

Product Fiscal Year 2017 Fiscal Year 2016 Fiscal Year 2015ProductFiscal Year 2023Fiscal Year 2022Fiscal Year 2021
Ethanol 82% 78% 81%Ethanol76.0 %77.2 %76.9 %
Distillers Grains 14% 19% 17%Distillers Grains18.2 %16.4 %17.8 %
Corn Oil 4% 3% 2%Corn Oil5.5 %5.7 %4.4 %


Ethanol


Our primary product is ethanol which we manufacture from corn. 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. Although the ethanol industry continues to explore production technologies employing various feedstocks, such as biomass, our management believes corn-based production technologies remain the most practical and provide the lowest operating risks. Corn produces large quantities of carbohydrates, which convert into glucose more easily than most other kinds of biomass.

Ethanol produced in the United States is primarily used for blending with unleaded gasoline and other fuel products. Ethanol blended fuel is typically designated in the marketplace according to the percentage of the fuel that is ethanol, with the most common fuel blend being E10, which contains 10% ethanol. The United States Environmental Protection Agency (the "EPA") has approved the use of gasoline blends that contain 15% ethanol, or E15,

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for use in all vehicles manufactured in model year 2001 and later. In 2019, the EPA changed regulations which would allow E15 to be sold year-round in all markets in the United States, however, this rule was reversed by the federal courts. The EPA issued a temporary emergency waiver in the summer of 2022 which permitted the sale of E15 year-round. The EPA issued several temporary emergency waivers in the summer of 2023 that approved the use of E15 from May 1, 2023 through September 15, 2023 in response to industry disruptions due to the war in Ukraine. The EPA is expected to issue a new rule approving the use of E15 year-round in eight Midwestern states. In addition, flexible fuel vehicles can use gasoline blends that contain up to 85% ethanol called E85.



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Distillers Grains


The principal co-product of the ethanol production process is distillers grains, a high protein, high energy animal feed supplement primarily marketed to the dairy, beef, poultry, and beef industry.swine industries. We produce two forms of distillers grains: distillers dried grains and modified distillers grains. Modified distillers grains is processed corn mash that has been dried to approximately 50% moisture which has a shelf life of approximately seven days and is often sold to nearby markets. Distillers dried grains is processed corn mash that has been dried to approximately 10% moisture. It has a longeran almost indefinite shelf life and may be sold and shipped to any market regardless of its vicinity to our ethanol plant.


Corn Oil


In March 2012, we commenced operating our corn oil extraction equipment.equipment to separate corn oil contained in our distillers grains for sale. The corn oil that we are capable of producing is not food grade corn-oil and it cannot be used for human consumption. The primary uses of the corn oil that we produce are for animal feed, industrial uses, and biodiesel production.


Principal Product Markets


We market nearly all of our products through a professional third party marketer, RPMG, Inc. ("RPMG"). The only products we sell which are not marketed by RPMG are E85 and E30 and certain modified distillers grains which we market internally to local customers. RPMG is a subsidiary of Renewable Products Marketing Group, LLC ("RPMG, LLC"). We are a part owner of RPMG, LLC which allows us to realize favorable marketing fees for our products and allows us to share in the profits generated by RPMG, LLC. Our ownership interest in RPMG, LLC also entitles us to a seat on its board of directors which is filled by Gerald Bachmeier,Jodi Johnson, our Chief Executive Officer.  Except for the modified distillers grains and E85/E30 we market locally, RPMG decides where our products are marketed and sold.

Our products are primarily sold in the domestic market; however, as domestic production of ethanol, distillers grains, and corn oil continue to expand, we anticipate increased international sales of our products. Recently,Exports of ethanol were higher for 2022 but were lower in 2023. Tariffs implemented by Brazil and China on ethanol imported from the United States have reduced export demand from those countries. Tariffs imposed by China remained unchanged during the past year. In March 2022, Brazil suspended its tariff through the end of the year on ethanol imported from the United States following a 10% reduction on the tariff in November 2021. However, in February 2023, Brazil reinstated tariffs on American ethanol of 16% for 2023 which will increase to 18% in 2024. Trade barriers with key markets may continue to take a toll on ethanol export demand which could negatively affect domestic ethanol prices.

Exports of distillers grains increased in 2022 with the United States exporting about a third of distillers grain produced. The export market has remained strong in 2023 with Mexico, South Korea, Vietnam, and Indonesia continuing as top destinations for distillers grains exports. Turkey and Canada imported sizeable volumes of distillers grains as well. Historically, the United States ethanol industry exported a significant amount of distillers grains to Mexico, Turkey, South Korea, Thailand,China. The imposition of anti-dumping and anti-subsidy duties by China and Canada. In addition,over the United States exported significant amounts of ethanol to Canada, Brazil, India, China, South Korea,past seven years effectively closed the Philippines and Peru.Chinese market.


We expect our product marketer 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 a majority of our products to continue to be marketed and sold domestically.


Distribution Methods


Our ethanol plant is located near Richardton, North Dakota in Stark County, in the western half of North Dakota. We selected the Richardton site because of its proximity to existing coal supplies, the initial fuel source for our ethanol plant, and accessibility to road and rail transportation. Our plant is served by the Burlington Northern and Santa Fe Railway Company.
 
We sell and market the ethanol, distillers grains, and corn oil produced at the plant through normal and established markets, including local, regional, and national markets. Our products are primarily shipped by rail and by truck in our local market. We have separate marketing agreements with RPMG for our ethanol, industrial ethanol, distillers grains, and corn oil. Whether or not our products are sold in local markets will depend on decisions made by RPMG, except for the E85/E30 and the modified distillers grains which we internally market locally. Local markets are evaluated on a case-by-case basis.
 

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Ethanol
 
We have an exclusive marketing agreement with RPMG for the purposes of marketing and distributing all of the ethanol we produce at the ethanol plant. Because we are an owner of RPMG, LLC, our marketing fees are based on RPMG's actual cost to market our ethanol. Our ethanol marketing agreement provides that we can sell our ethanol either through an index arrangement or at a fixed price agreed to between us and RPMG. The term of our ethanol marketing agreement is perpetual, until it is terminated according to the terms of the agreement. The primary reasons the ethanol marketing agreement would terminate are if we cease to be an owner of RPMG, LLC, if there is a breach of the agreement which is not cured, or if we give advance notice to RPMG that we would like to terminate the agreement. Notwithstanding our right to terminate the ethanol marketing agreement, we may be obligated to continue to market our ethanol through RPMG for a period of time after the termination. Further, if the agreement is terminated, following the termination, we have agreed to accept an assignment of certain railcar leases which RPMG has secured to service us. If the ethanol marketing agreement is terminated, it would automatically trigger a redemption of our ownership interest in RPMG, LLC.

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Distillers Grains
 
On August 29, 2013, we executed a distillers grain marketing agreement with RPMG effective startingwhich started on October 1, 2013. Pursuant to the marketing agreement, RPMG markets all of the dried distillers grains we produce and we will continue to internally market our modified distillers grains. Due to the fact that we are a part owner of RPMG, LLC, RPMG will only charge us its actual cost of marketing our distillers grains to its customers.  The initial term of the marketing agreement was one year and thereafter the agreement renews for additional one year periods unless we elect not to renew the agreement. The agreement may be terminated by either party based on certain events described in the agreement or based on the bankruptcy or insolvency of either party.


We market and sell our modified distillers grains internally.  Substantially all of our sales of modified distillers grains are to local farmers and feed lots.


Corn Oil


In March 2012, we executed a corn oil marketing agreement with RPMG to sell all of the corn oil that we produce. We pay RPMG a commission based on each pound of corn oil that RPMG sells on our behalf. The initial term of the corn oil marketing agreement was one year and the agreement automatically renews for additional one year terms unless either party gives notice that it will not extend the agreement past the current term.


New Products and Services


We did not introduce any new products or servicesstarted capturing carbon dioxide during our 20172022 fiscal year. During our 2023 fiscal year, we were able to monetize the carbon capture program through the sale of carbon tons and tax credits.


Sources and Availability of Raw Materials


Corn


Our ethanol plant used approximately 2222.3 million bushels of corn during our 20172023 fiscal year, or approximately 60,000 bushels per day, as the feedstock for its dry milling process. Our commodity manager is responsible for purchasing corn for our operations, scheduling corn deliveries, and establishing hedging positions to protect the price we pay for corn.


During our 20172023 fiscal year, we were able to secure sufficient corn to operate the plant andat capacity. We do not anticipate any problems securing enough corn during our 20182024 fiscal year. Almost all of our corn is supplied from farmers and local grain elevators in North Dakota and South Dakota. CornDuring our 2023 fiscal year, corn prices have beenwere lower in recentthan prior years, mainly due to largeincreased corn crops harvested in each ofsupply. On September 12, 2023, the last four years. Further, growing conditions were favorable during 2017 which led toUSDA released a largereport estimating the 2023 corn crop harvested in the fall of 2017. As a result of these largeUnited States at approximately 15.1 billion bushels, up 10% from last year's production, with yields averaging 173.8 bushels per acre. The USDA forecasted area harvested for corn crops, weat 94.9 million acres, up 1% from 2022. We have not had difficulty securing the corn we require for our operations.operations and we anticipate that we will be able to secure the corn we need to operate the ethanol plant during our 2024 fiscal year, although potentially at a higher price. While we do not anticipate encountering problems sourcing corn, a shortage of corn could develop, particularly if we experience an extended drought or other production problemproblems during our 20182024 fiscal year.  Poor weather can be a major factor in increasing corn prices.prices, including the drought experienced during our 2023 fiscal year.  If the United States were to endure an entire growing season with poor weather conditions, it could result in a prolonged period of higher than normal corn prices.  

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Corn prices are also impacted by world supply and demand, the price of other commodities, current and anticipated stocks, domestic and export prices and supports, and the government's current and anticipated agricultural policy.  Corn prices have been volatile in the past and volatility could return to the market in the future. While we have experienced several years of very favorable corn crops with relatively flat corn demand which reduced market corn prices, if poor weather conditions lead to a decrease in the amount of corn produced in the future, it could result in corn price volatility and increased corn prices.


Natural Gas


Following our natural gas conversion project which was completed during the second quarter of our 2015 fiscal year, we    We use natural gas as the fuel source to power our ethanol plant. We are using natural gas to produce process steam and to dry our distillers grains products. Due to our close proximity to the Bakken oil field which produces a significant amount of natural gas, we anticipate that natural gas prices in our area will remain lower and the cost to transport the natural gas to our ethanol plant will be low.low compared to our competitors. We entered into a natural gas supply agreement with Rainbow Gas Company which provides a supply of natural gas to the ethanol plant. We do not anticipate any difficulty securing the natural gas we require to operate the ethanol plant.


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Coal

In previous years, we used coal as the fuel source to operate our ethanol plant. However, we converted the ethanol plant to a natural gas fired plant during the second quarter of our 2015 fiscal year. As a result, we do not anticipate using coal to fire the ethanol plant in the future and changes in the price or availability of coal will not impact our operations. We maintain the equipment necessary to operate the ethanol plant using coal as the fuel source which management believes could benefit us in the future, especially if natural gas prices increase or natural gas is not available at the ethanol plant.


Electricity
    
The production of ethanol uses significant amounts of electricity. We entered into a contract with Roughrider Electric Cooperative to provide our needed electrical energy. This contract was renewed in August 2017.2019. This contract automatically renews unless either party gives notice of its intent not to renew the agreement.


Water


To meet the plant's water requirements, we entered into a ten-year contract with Southwest Water Authority to purchase raw water. Our contract requires us to purchase a minimum of 160 million gallons of water per year. We anticipate receiving adequate water supplies during our 20182024 fiscal year.


Patents, Trademarks, Licenses, Franchises and Concessions


We do not currently hold any patents, trademarks, franchises, or concessions. We were granted a perpetual and royalty free license by ICM, Inc. ("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 the plant.


Seasonality of Sales


We experience some seasonality of demand for our ethanol, distillers grains, and corn oil. Since ethanol is predominantly blended with 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 and, as a result, increased gasoline demand. In addition, we experience some increased ethanol demand during holiday seasons related to increased gasoline demand. We also experience decreased distillers grains demand during the summer months due to natural depletion in the number of animals at feed lots and during times when cattle are turned out to pasture. Finally, corn oil is used for biodiesel production which typically decreases in the winter months due to decreased biodiesel demand. This decrease in biodiesel demand leads to decreased corn oil demand during the winter months.


Working Capital


We primarily use our working capital for purchases of raw materials necessary to operate our ethanol plant and for capital expenditures to maintain and upgrade the plant. OurDuring our 2023 fiscal year, our primary sources of working capital arewere cash from our operations as well as our revolving line-of-creditloan with USCornerstone Bank. Management anticipates that we will have sufficient working capital to operate at capacity during our 2018 fiscal year without seeking additional sources of equity or debt financing. However, if we experience unfavorable operating conditions during our 2018 fiscal year, it is possible we may need to secure additional sources of working capital.
    
Dependence on a Few Major Customers


As discussed above, we rely on RPMG for the sale and distribution of all of our ethanol, dried distillers grains and corn oil. Accordingly, we are highly dependent on RPMG for the successful marketing of most of our products. We anticipate that we would be able to secure alternate marketers should RPMG fail, however, a loss of our relationship with RPMG could significantly harm our financial performance.


Competition


We are in direct competition with numerous ethanol producers, many of which have greater resources than we have. Larger ethanol producers may be able to take advantage of economies of scale due to their larger size and increased bargaining
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power with both customers and raw material suppliers. As of October 27, 2017,November 21, 2023, the Renewable Fuels Association ("RFA") estimates that there are 213approximately 197 ethanol production facilities in the United States with capacity to produce approximately 16.1 billion17,787 million gallons

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ethanol annually, with additional ethanol production facilities under production that have an estimated total capacity to produce 89 million gallons of ethanol annually. The RFA also estimates that approximately 3% of the ethanol production capacity in the United States is currently idled. In the past, the ethanol industry experienced consolidation where a few larger ethanol producers emerged who control a large portion of United States ethanol production. The largest ethanol producers include Archer Daniels Midland, Flint Hills Resources, Green Plains Renewable Energy, Pacific Ethanol, POET, and Valero Renewable Fuels, each of which areis capable of producing significantly more ethanol than we produce. Collectively this group controls approximately 47%40.5% of the ethanol production capacity in the United States.


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


U.S. FUEL ETHANOL PRODUCTION CAPACITY BY TOP PRODUCERS
Producers of Approximately 500
900 million gallons per year (MMgy) or more
CompanyCurrent Capacity
(MMgy)
Percent of Total Industry Capacity
POET Biorefining3,005 16.9 %
Valero Renewable Fuels1,625 9.1 %
Archer Daniels Midland1,613 %
Green Plains Renewable Energy958 5.4 %
TOTAL7,201 40.5 %
Company 
Current Capacity
(MMgy)
 Percent of Total Industry Capacity
Archer Daniels Midland 1,616
 10%
POET Biorefining 1,662
 10%
Valero Renewable Fuels 1,400
 9%
Green Plains Renewable Energy 1,461
 9%
Flint Hills Resources 820
 5%
Pacific Ethanol 533
 3%
TOTAL 7,492
 47%
Updated: November 21, 2023
Updated: October 27, 2017


Ethanol Competition


Ethanol is a commodity product where competition in the industry is predominantly based on price and consistent fuel quality. Larger ethanol producers may be able to realize economies of scale in their operations that we are unable to realize. Further, we have experienced increased competition fromsome oil companies who have purchased ethanol production facilities, including Valero Renewable Fuels, and Flint Hills Resources, which are subsidiariesis a subsidiary of a larger energy companies. These oilcompany. Oil companies are required to blend a certain amount of ethanol each year. Therefore, the oil companies may be able to operate their ethanol production facilities at times when it is unprofitable for us to operate our ethanol plant. Further, some ethanol producers own multiple ethanol plants which may allow them to compete more effectively by providing them flexibility to run certain production facilities while they have other facilities shut down. This added flexibility may allow these ethanol producers to compete more effectively, especially during periods when operating margins are unfavorable in the ethanol industry. Finally some ethanol producers who own ethanol plants in geographically diverse areas of the United States may spread the risk they encounter related to feedstock prices due to localized decreased corn production and supplies.


We anticipate increased competition from renewable fuels that do not use corn as the feedstock. 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, and rice straw, amongst other common plants. Cellulosic ethanol is ethanol produced from cellulose. 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. 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.


A number of automotive, industrial, and power generation manufacturers are developing alternative clean power systems using fuel cells, plug-in hybrids, electric cars, or clean burning gaseous fuels. Electric car technology has recently grown in popularity, especially in urban areas. While in the past there are currentlywere a limited number of vehicle recharging stations, making electric cars not feasible for all consumers, there has been increased focus on developing these recharging stations to makewhich have made electric car technology more widely available in the future.available. Additional competition from these other sources of alternative energy, particularly in the automobile market, could reduce the demand for ethanol, which would negatively impact our profitability.


In addition to domestic producers of ethanol, we face competition from ethanol produced in foreign countries, particularly Brazil. Ethanol imports have been lower in recent years and ethanol exports have been higher which was one of the reasons for improved operating margins in the ethanol industry. As of May 1, 2013, Brazil increased its domestic ethanol use requirement

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from 20% to 25% which decreased the amount of ethanol available in Brazil for export. Further, in August 2017,In addition, Brazil instituted a quota and tariff on ethanol produced in the United States and exportedwhich has resulted in less ethanol exports to Brazil which also is likely to decrease the amount of ethanol Brazil has available for export.Brazil. In the future, we may experience increased ethanol imports from Brazil which could put negative pressure on domestic ethanol prices and result
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in excess ethanol supply in the United States. However, as of 2023, Brazil is considering legislation which would require an ethanol-gasoline blend of 30%, an increase of 2.5% over the current blend requirement. We continue to look for opportunities to export ethanol to other countries and open new markets for ethanol produced in the United States.


Competition among ethanol producers may continue to increase as gasoline demand decreases due to more fuel efficient vehicles being produced. If the concentration of ethanol used in most gasoline does not increase and gasoline demand is lower due to increased fuel efficiency by the vehicles operated in the United States, competition may increase among ethanol producers to supply the ethanol market.


Finally, many ethanol producers are increasingincreased their production capacities through expansion projects which are expected to startstarted becoming operational during our 2018 fiscal year. These expansion projects may lead to an excesshave increased the supply of ethanol in the market, which could negatively impactimpacted market ethanol prices.prices and may result in excess ethanol supply in the future. During our 2019 fiscal year, many ethanol producers reduced production or ceased production altogether due to unfavorable operating margins which somewhat offset the additional ethanol production from the 2018 expansion projects. During 2020, the ethanol industry was impacted by decreased gasoline and ethanol demand because of social distancing restrictions implemented because of the COVID-19 pandemic. During our 2021 fiscal year, ethanol demand increased and we experienced much more favorable financial margins. During our 2022 fiscal year, ethanol prices increased, particularly during our first fiscal quarter of 2022, and we experienced favorable financial margins. During our 2023 fiscal year, ethanol prices were down slightly, and we experienced less favorable financial margins compared to our 2022 fiscal year.


Distillers Grains Competition


Our ethanol plant competes with other ethanol producers in the production and sales of distillers grains. Distillers grains are primarily used as an animal feed which replaces corn and soybean meal. As a result, we believe that distillers grains prices are positively impacted by increases in corn and soybean prices. In addition, in recent years the United States ethanol industry has increased exports of distillers grains which management believes has positively impacted demand and prices for distillers grains in the United States. In the event these distillers grains exports decrease, it could lead to an oversupply of distillers grains in the United States which could result in increased competition among ethanol producers for sales of distillers grains and could negatively impact distillers grains prices in the United States.


In recent years, an increasing amount of distillers grains have been used in the swine and poultry markets. Numerous feeding trials show advantages in milk production, growth, rumen health, and palatability over other dairy cattle feeds. With the advancement of research into the feeding rations of poultry and swine, we expect these markets to expand and create additional demand for distillers grains; however, no assurance can be given that these markets will in fact expand, or if they do, that we will benefit from it. The market for distillers grains is generally confined to locations where freight costs allow it to be competitively priced against other feed ingredients. Distillers grains compete with four other feed formulations: soybean meal, corn gluten feed, dry brewers grain and mill feeds. The primary value of these products as animal feed is their protein content. Soybean meal, dry brewers grain and distillers grains have about the same protein content, and corn gluten feed and mill feeds have slightly lower protein contents. Recently, additional soybean crushing facilities are being constructed which may increase the supply of soybean meal in the market. It is anticipated that soybean crush capacity may increase by 30% from 2023 to 2026. This increase in soybean meal could negatively impact the market price of distillers grains.

Corn Oil Competition


We compete with many ethanol producers for the sale of corn oil. Many ethanol producers have installed the equipment necessary to separate corn oil from the distillers grains they produce which has increased competition for corn oil sales and at times has resulted in lower market corn oil prices. In recent years, corn oil prices and demand have been higher due to commodity prices generally and increased demand for corn oil from the biodiesel and renewable diesel industries. Corn oil demand is projected to increase over the next six years. However, it is not guaranteed that such demand will increase, or that we will be able to take advantage of any increased demand.


Governmental Regulation and Federal Ethanol Supports


Federal Ethanol Supports


The ethanol industry is dependent on several economic incentives to produce ethanol. One significant federal ethanol support is the ethanol use requirement in the Federal Renewable Fuels Standard (the "RFS"). The RFS requires that in each year, a certain amount of renewable fuels must be used in the United States. The RFS is a national program that does not
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require that any renewable fuels be used in any particular area or state, allowing refiners to use renewable fuel blends in those areas where it is most cost-effective. The RFS statutory volume requirement increasesincreased incrementally each year until the United States iswas required to use 36 billion gallons of renewable fuels byin 2022. Starting in 2009, the RFS required that a portion of the RFS must be met by certain "advanced" renewable fuels. These advanced renewable fuels include ethanol that is not made from corn, such as cellulosic ethanol and biomass based biodiesel. The use of these advanced renewable fuels increases each year as a percentage of the total renewable fuels required to be used in the United States.


The    Prior to 2023, the EPA hashad the authority to waive the RFS statutory volume requirement, in whole or in part, provided one of the following two conditions have been met: (1) there is inadequate domestic renewable fuel supply; or (2) implementation of the requirement would severely harm the economy or environment of a state, region or the United States. Annually, the EPA iswas required to pass a rule that establishesestablished the number of gallons of different types of renewable fuels that must be used in the United States which is called the renewable volume obligations ("RVO"). Now the EPA has authority to propose the RFS annually as the law creating the RFS only set the statutory volume requirement through 2022.


The statutory RVO for all renewable fuels for 20172018 was 2419.29 billion gallons, of which corn-based ethanol could meet 15 billion gallons of the RVO. However, the EPA rule decreased the total RVO to 19.28 billion gallons and maintained the 15 billion gallon corn-based ethanol limit. On November 30, 2017,2018, the final RVO for 20182019 was set at 19.2919.92 billion gallons and the corn-based ethanol RVO was set at 15 billion gallons.

The On December 7, 2021, the EPA issued a proposed RVO rule which set the 2022 RVO at 15 billion gallons for corn-based ethanol, industry believes that this significant departure fromset the 2021 RVO for corn-based ethanol at 13.3 billion gallons, less than the statutory requirements forrequirement in the RFS is not supported byof 15 billion gallons. The December 7, 2021 proposed rule also proposed to reopen the law2020 RVO which was previously set at 15 billion gallons for corn-based ethanol and will have a significant negative impact onretroactively reduce that amount to 12.5 billion gallons. On June 21, 2023, the ethanol industry. Management anticipates that there will be legal challenges to the EPA'sEPA issued final RVO release.


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Most ethanol thatrules, which for 2023 is used in the United States is sold in a blend called E10. E10 is a blend of 10% ethanol and 90% gasoline. E10 is approved for use in all standard vehicles. Estimates indicate that gasoline demand in the United States is approximately 143set at 20.94 billion gallons, per year. Assuming that all gasoline in the United Statesfor 2024 is blendedset at a rate of 10% ethanol and 90% gasoline, the maximum domestic demand for ethanol is approximately 14.321.54 billion gallons, per year. Thisand for 2025 is commonly referredset at 22.33 billion gallons. For 2023, 2024, and 2025, the corn-based ethanol RVO was set at 15 billion gallons.

During 2019 it came to aslight that the "blend wall," which represents a theoretical limit where more ethanol cannot be blended intoEPA was issuing waivers of the national gasoline pool. This is a theoretical limit because it would not be possible to blend ethanol into every gallon of gasoline that is being usedRVO obligations for certain small refineries. These small refinery waivers resulted in the United States and it discounts the use of higher percentage blends such as E15 or E85. These higher percentage blends may lead to additionalsignificant decreases in ethanol demand if they become more widely availableduring 2018 and accepted by2019 which were below the market.

RVO requirements. Many in the ethanol industry believe that it will be impossible tothese waivers did not meet the RFS requirement in future years without an increasestandards set out in the percentageRFS. The ethanol industry has been pushing the EPA to reverse the effects of these small refinery waivers which we believe contributed to poor operating margins starting in 2018 and continuing through our 2020 fiscal year. In January 2020, the Tenth Circuit Court of Appeals ruled that small refinery exemptions may only be granted to refineries that had secured them continuously each year since 2010. Consistent with this ruling, in September 2020, the EPA denied certain small refinery exemption petitions filed by oil refineries in 2020 seeking retroactive relief from their ethanol use requirements for prior years. In June 2021, the U.S. Supreme Court reversed the decision finding that can be blended with gasolinea small refinery may obtain a hardship exemption even if its earlier exemption had lapsed in one or more previous years. In June 2022, the EPA announced the denial of 69 small refinery exemption petitions for use in standard (non-flex fuel) vehicles. Theone or more compliance years between 2016 and 2021 on the grounds that the petitioners had failed to show that the EPA has approvedhad a basis to approve them. In July 2023, the useEPA further announced the denial of 26 small refinery exemption petitions for one or more of the compliance years between 2016 and 2023 on similar grounds.

In June 2012, the EPA gave final approval for the sale of E15, gasoline which is blended at a rate of 15% ethanol and 85% gasoline, for use in vehicles manufactured in the model year 2001 and later. However,Although there have been significant steps towards introduction of E15 in the marketplace, there are still state hurdles that needobstacles to be addressed in some states before E15 will become more widely available.meaningful market penetration by E15. Many states still have regulatory issues that hamper or prevent the sale of E15. SalesIn addition, sales of E15 may be limited because itE15 is not approved for use in all vehicles, the EPA requires a label that management believes may discourage consumers from using E15, and retailers may choose not to sell E15 due to concerns regarding liability. In addition,Previously, different gasoline blendstocks may bewere required at certain times of the year in order to use E15 due to federal regulations related to fuel evaporative emissions which may limitprevented E15 salesfrom being used during certain times of the year in these markets. Asvarious states. In May 2019, the EPA issued a result,final rule allowing the approvalyear-round sale of E15. However in June 2021, the U.S. Court of Appeals for the District of Columbia struck down this rule finding that the EPA exceeded its authority. In May 2022, the EPA issued an emergency waiver to allow sales of E15 during the summer months. The reason given for the temporary suspension of the prohibition on year-round sales was that it was an effort to counteract rising gasoline prices. The EPA is currently considering finalizing a change to allow E15 to be available year round and legislation has been proposed to allow E15 to be used year round. However, it is unclear whether that will occur without an annual waiver.

A blender pump is a gasoline pump that can dispense a variety of different ethanol/gasoline blends. Blender pumps typically can dispense E10, E20, E30, E40, E50 and E85. These blender pumps accomplish these different ethanol/gasoline blends by internally mixing ethanol and gasoline which are held in separate tanks at the retail gas stations. Many in the ethanol industry believe that increased use of blender pumps will increase demand for ethanol by allowing gasoline retailers to provide various mid-level ethanol blends in a cost effective manner and allowing consumers with flex-fuel vehicles to purchase more
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ethanol through these mid-level blends. However, the expense of blender pumps has delayed their availability in the retail gasoline market.

On August 16, 2022, the Inflation Reduction Act of 2022, which has several provisions that may benefit the ethanol industry, was signed into law.There is, however, considerable uncertainty as to how the newly required provisions will be implemented in future regulatory guidance.The Inflation Reduction Act maintains the 12-year credit period for the existing Section 45Q tax credit for carbon capture and storage ("CCS").However, the Act extends eligibility for the credit to facilities that have commenced construction by December 31, 2032, and substantially lowers the minimum annual capture requirements to 12,500 tons for qualifying facilities.In addition, the potential credit rate is increased five times for industrial facilities and power plants that capture their carbon emissions to $85 per metric ton of carbon oxide stored in secure geologic formations, $60 per ton for the beneficial utilization of captured carbon emissions, and $60 per ton for carbon oxide stored in oil and gas fields. We will receive $50 per metric ton for our stored carbon dioxide because we placed our sequestration equipment in service before January 1, 2024.Prevailing wage and apprenticeship requirements must be met by the EPA hasfacility to claim the full amount of the higher credit. On August 29, 2023, the Treasury issued proposed regulations providing guidance on when and how to satisfy the prevailing wage and apprenticeship requirements. Comments were due to the Treasury by October 29, 2023. Final regulations have yet to be established.In addition, projects will now be eligible to be directly paid for the credit by the Internal Revenue Service for the first five years with no direct pay for many projects for the final seven years of the credit, and, as an alternative to direct pay, projects will now be allowed to sell their credits to unrelated third parties for cash without adverse tax consequences.

The Inflation Reduction Act also creates a Clean Fuel Production Tax Credit for the production of low-emissions transportation fuel produced and sold in 2025, 2026, and 2027, subject to certain requirements as to prevailing wage and apprenticeship. Except as to certain tax-exempt entities, this credit is not had an immediate impact on ethanol demandeligible for direct pay but may be sold or transferred in most circumstances. The Act provides that the Clean Fuel Production Tax Credit is not available for a facility that qualifies for the Section 45Q tax credit.Additional incentives for production of sustainable aviation fuel and $500 million in funding for biofuels infrastructure funding are also included in the United States.Inflation Reduction Act.


Effect of Governmental Regulation


The government's regulation of the environment changes constantly. We are subject to extensive air, water, and other environmental regulations, and we have been required to obtain a number of environmental permits to construct and operate the ethanol plant. It is possible that more stringent federal or state environmental rules or regulations could be adopted, which could increase our operating costs and expenses. It also is possible that federal or state environmental rules or regulations could be adopted that could have an adverse effect on the use of ethanol. Plant operations are governed by the Occupational Safety and Health Administration ("OSHA"). OSHA regulations may change such that the costs of operating the ethanol plant may increase. Any of these regulatory factors may result in higher costs or other adverse conditions effecting our operations, cash flows, and financial performance.


We have obtained all of the necessary permits to operate the ethanol plant. During our 20172023 fiscal year, we incurred costs and expenses of approximately $50,000$302,000 complying with environmental laws, including the cost of obtaining permits. Although we have been successful in obtaining all of the permits currently required, any retroactive change in environmental regulations, either at the federal or state level, could require us to obtain additional or new permits or spend considerable resources in complying with such regulations. Management believes converting the plant to use natural gas as the fuel source instead of coal will reducehas reduced our environmental compliance costs.


In late 2009, California passed a Low Carbon Fuels Standard ("LCFS"). The California LCFS requires that renewable fuels used in California must accomplish certain reductions in greenhouse gases which is measured using a lifecycle analysis, similar to the RFS. The LCFS could have a negative impact on demand for corn-based ethanol and result in decreased ethanol prices affecting our ability to operate profitably.


The European Union concluded an anti-dumping investigation related to ethanol produced in the United States and exported to Europe which resulted in the imposition of a tariff on the imported ethanol. This tariff has in the past and may continue to result in decreased exports of ethanol to Europe thereby negatively impacting the market price of ethanol in the United States. The anti-dumping tariff is scheduled to expire in 2018 which may result in additional exports to the European Union during our 2018 fiscal year.

In August 2017, Brazil instituted an import quota for ethanol produced in the United States and exported to Brazil, along with a 20% tariff on ethanol imports in excess of the quota. In September 2019, the Brazilians increased the tariff free import quota from 600 million liters to 750 million liters. In December 2020, the tariff free quota was revoked. In March 2022, this tariff was suspended through December 2022. This tariff and quota have reduced exports of ethanol to Brazil and may continue to negatively impact ethanol exports from the United States. Any reduction in ethanol exports could negatively impact market ethanol prices in the United States. In addition, the Chinese government increased the tariff on United States ethanol imports into China from 30% to 45% and subsequently to 70%. In 2020, this tariff was again reduced to 45%. Due to other recent tariff activity between the United States and China, management does not expect these Chinese tariffs to be removed in
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the near term, despite recent positive discussions. Both China and Brazil have been major sources of import demand for United States ethanol and distillers grains. These trade actions may result in negative operating margins for United States ethanol producers.
    
Employees


As of December 15, 2017,29, 2023, we had 4649 full-time employees. We anticipate that we will have approximately 4749 full-time employees during the next 12 months.



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Financial Information about Geographic Areas

All of our operations are domiciled in the United States. All of the products sold to our customers for our 2017, 2016 and 2015 fiscal years were produced in the United States and all of our long-lived assets are domiciled in the United States. We have engaged a third-party professional marketer which decides where our products are marketed and we have limited control over the marketing decisions made by our marketer. Our marketer may decide to sell our products in countries other than the United States. However, we anticipate that our products will primarily be marketed and sold in the United States.

Item 1A. Risk Factors


You should carefully read and consider the risks and uncertainties below and the other information contained in this report.  The risks and uncertainties described below are not the only ones we may face.  The following risks, together with additional risks and uncertainties not currently known to us or that we currently deem immaterial could impair our financial condition and results of operation.


Risks Relating to Our Business

The EPA has issued small refinery waivers to the RFS requirement which has resulted in demand destruction and negatively impacted profitability in the ethanol industry. During 2019, the ethanol industry learned that the EPA had been issuing small refinery waivers to the ethanol use requirements in the RFS. In previous years, when the EPA issued small refinery waivers, it reallocated the waived requirements to other refiners. The EPA under the Trump Administration was granting significantly more waivers than in the past and was not reallocating the waived amounts to other refiners. These actions resulted in demand destruction starting in 2018 which continued to result in reduced demand for ethanol through 2019. This reduction in ethanol demand negatively impacted profitability in the ethanol industry. These small refinery waivers could be issued in future years which could impact ethanol demand.

A decrease in the spread between the price we receive for our products and our raw material costs will negatively impact our profitability. Practically all of our revenue is derived from the sale of our ethanol, distillers grains, and corn oil. Our primary raw material costs are corn costs and energy costs. Our profitability depends on a positive spread between the market price of the ethanol, distillers grains and corn oil we produce and the raw material costs related to these products. While ethanol, distillers grains and corn oil prices typically change in relation to corn prices, this correlation may not always exist. In the event the prices for our products decrease at a time when our raw material costs are increasing, we may not be able to profitably operate the plant. In the event the spread between the price we receive for our products and the raw material costs associated with producing those products is negative for an extended period of time, we may not be able to maintain liquidity and we may fail which could negatively impact the value of our units.


Declines in the price of ethanol, or distillers grain or corn oil would significantly reduce our revenues. The sales prices of ethanol, and distillers grains, and corn oil can be volatile as a result of a number of factors such as overall supply and demand, the price of gasoline and corn, levels of government support, tariffs and import quotas, and the availability and price of competing products. We are dependent on a favorable spread between the price we receive for our ethanol, and distillers grains, and corn oil and the price we pay for corn and natural gas. Any lowering of ethanol, and distillers grains, or corn oil prices, especially if it is associated with increases in corn and natural gas prices, may affect our ability to operate profitably. We anticipate the price of ethanol and distillers grains to continue to be volatile in our 20182024 fiscal year as a result of the net effect of changes in the price of gasoline and corn and increased ethanol supply offset by changesincreased export demand.In addition, growing conditions in ethanol demand. a particular season’s harvest may cause the corn crop to be of poor quality resulting in corn shortages and a decrease in distillers grains prices.Declines in the prices we receive for our ethanol and distillers grains will lead to decreased revenues and may result in our inability to operate the ethanol plant profitably for an extended period of time which could decrease the value of our units.


Decreasing gasoline prices could negatively impact our ability to operate profitably. Discretionary blending is an important secondary market which is often determined by the price of ethanol versus the price of gasoline. In periods when discretionary blending is financially unattractive, demand for ethanol may be reduced. In recent years,Historically, the price of ethanol has been less than the price of gasoline which increased demand for ethanol from fuel blenders. However, recently,In recent years, low oil prices have driven downreduced the price of gasoline which has reduced the spread between the price of gasoline and the price of ethanol which could discouragediscouraged discretionary blending, and resultresulted in a downwardsdownward market adjustment in the price of ethanol. If oil and gasoline prices remain lower for a significant period of time, it could hurt our ability to profitably operate the ethanol plant which could decrease the value of our units.


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Increases in the price of corn or natural gas would reduce our profitability.Our primary source of revenue is from the sale of ethanol, distillers grains and corn oil. Our results of operations and financial condition are significantly affected by the cost and supply of corn and natural gas. Changes in the price and supply of corn and natural gas are subject to and determined by market forces over which we have no control including weather and general economic factors.


Ethanol production requires substantial amounts of corn. Generally, higher corn prices will produce lower profit margins and, therefore, negatively affect our financial performance. If a period of high corn prices were to be sustained for some time, such pricing may reduce our ability to operate profitably because of the higher cost of operating our plant. We may not be able to offset any increase in the price of corn by increasing the price of our products. If we cannot offset increases in the price of corn, our financial performance may be negatively affected.



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The prices for and availability of natural gas are subject to volatile market conditions. These market conditions often are affected by factors beyond our control such as higher prices as a result of colder than average weather conditions or natural disasters, overall economic conditions and foreign and domestic governmental regulations and relations. Significant disruptions in the supply of natural gas could impair our ability to manufacture ethanol and more significantly, distillers grains for our customers. Furthermore, increases in natural gas prices or changes in our natural gas costs relative to natural gas costs paid by competitors may adversely affect our results of operations and financial condition.


Our business is not diversified which could negatively impact our ability to operate profitably. Our success depends largely on our ability to profitably operate our ethanol plant. We do not have any other lines of business or other sources of revenue if we are unable to operate our ethanol plant and manufacture ethanol, distillers grains and corn oil.revenue. If economic or political factors adversely affect the market for ethanol, distillers grains, or corn oil, we have no other line of business to fall back on. Our business would also be significantly harmed if the ethanol plant could not operate at full capacity for any extended period of time.


Our inability to maintain or secure credit facilities we may require in the future may negatively impact our liquidity. While we do not currently require more financing than we have, in the future we may need additional financing. If we require financing in the future and we are unable to secure such financing, or we are unable to secure the financing we require on reasonable terms, it may have a negative impact on our liquidity. This could negatively impact the value of our units.


We engage in hedging transactions which involve risks that could harm our business.  We are exposed to market risk from changes in commodity prices, including the prices we pay for our raw materials and the prices we receive for our finished products. We seek to minimize our exposure to fluctuations in the prices of corn, ethanol and distillers grains through the use of hedging instruments. However, our hedging activities may not successfully reduce the risk caused by price fluctuations which may leave us vulnerable to volatility in corn, ethanol and distillers grains prices. Alternatively, we may choose not to engage in hedging transactions in the future and our operations and financial conditions may be adversely affected during periods in which the prices for these commodities fluctuate. Further, using cash for margin calls to support our hedge positions can have an impact on the cash we have available for our operations which could negatively impact our liquidity. The effects of our hedging activities may negatively impact our ability to profitably operate which could reduce the value of our units.


We may violate the terms of our credit agreements and financial covenants which could result in our lender demanding immediate repayment of our loans.We were in compliance with all financial covenants at September 30, 2017. Current management projections indicate Management anticipates that we will be in compliance with our loan covenants through September 30, 2018.in our loans. However, unforeseen circumstances may develop which could result in us violating our loan covenants. Ifif we violate the terms of our credit agreement, our primary lenderCornerstone Bank could deem us in default of our loans and require us to immediately repay any outstanding balance of our loans. If we do not have sufficient cash to repay these loans or if we are unable to secure other sources of financing, it could negatively impact the value of our units.


Changes and advances in ethanol production technology could require us to incurcosts to update the ethanol plant or could otherwise hinder our ability tocompete in the ethanol industry or operate profitably.  Advances and changes in the technology of ethanol production are expected to occur.occur, including the potential use of A.I. technology.  Such advances and changes may make the ethanol production technology installed in our ethanol plant less desirable or obsolete.  These advances could allow our competitors to produce ethanol at a lower cost than us.  If we are unable to adopt or incorporate technological advances, our ethanol production methods and processes could be less efficient than our competitors, which could cause the ethanol plant to become uncompetitive or completely obsolete.  If our competitors develop, obtain, or license technology that is superior to ours or that makes our technology obsolete, we may be required to incur significant costs to enhance or acquire new technology so that our ethanol production remains competitive.  Alternatively, we may be required to seek third-party licenses, which could also result in significant expenditures.  These third-party licenses may not be available or, once obtained, they may not continue to be available on commercially reasonable terms.  These costs could negatively impact our financial performance by increasing our operating costs and reducing our net income which could decrease the value of our units.


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We depend on our management and key employees, and the loss of these relationships could negatively impact our ability to operate profitably.We are highly dependent on our management team to operate our ethanol plant. We may not be able to replace these individuals should they decide to cease their employment with us, or if they become unavailable for any other reason. While we seek to compensate our management and key employees in a manner that will encourage them to continue their employment with us, they may choose to seek other employment. Any loss of these officers and key employees may prevent us from operating the ethanol plant profitably and could decrease the value of our units.

    Failures of our information technology infrastructure could have a material adverse effect on operations. We utilize various software applications and other information technology that are critically important to our business operations. We rely on information technology networks and systems, including the Internet, to process, transmit, and store electronic and financial information, to manage a variety of business processes and activities, including production, manufacturing, financial, logistics, sales, marketing, and administrative functions. We depend on our information technology infrastructure to communicate internally and externally with employees, customers, suppliers, and others. We also use information technology networks and systems to comply with regulatory, legal, and tax requirements. These information technology systems, some of which are managed by third parties, may be susceptible to damage, disruptions, or shutdowns due to failures during the process of upgrading or replacing software, databases or components thereof, power outages, hardware failures, computer viruses, attacks by computer hackers or other cybersecurity risks, telecommunication failures, user errors, natural disasters, terrorist attacks, or other catastrophic events. If any of our significant information technology systems suffer severe damage, disruption or shutdown, and our disaster recovery and business continuity plans do not effectively resolve the issues in a timely manner, our product sales, financial condition and results of operations may be materially and adversely affected.

    A cyber attack or other information security breach could have a material adverse effect on our operations and result in financial losses. We are regularly the target of attempted cyber and other security threats and must continuously monitor and develop our information technology networks and infrastructure to prevent, detect, address and mitigate the risk of unauthorized access, misuse, computer viruses and other events that could have a security impact. If we are unable to prevent cyber attacks and other information security breaches, we may encounter significant disruptions in our operations which could adversely impact our business, financial condition and results of operations or result in the unauthorized disclosure of confidential information. Such breaches may also harm our reputation, result in financial losses or subject us to litigation or other costs or penalties.

Adverse weather conditions, including as a result of climate change, may adversely affect the availability, quality, and price of agricultural commodities and agricultural commodity products, as well as our operations and operating results. Adverse weather conditions have historically caused volatility in the agricultural commodity industry and consequently in our operating results by causing crop failures or significantly reduced harvests, which may affect the supply and pricing of the agricultural commodities that we sell and use in our business, reduce demand for our fertilizer products and negatively affect the creditworthiness of agricultural producers who do business with us. Higher basis levels or adverse crop conditions in our corn purchase area can increase the input costs or lower the market value of our products relative to other market participants that do not have the same geographic concentration. Additionally, the potential physical impacts of climate change are uncertain and may vary by region. These potential effects could include changes in rainfall patterns, water shortages, changing sea levels, changing storm patterns and intensities, and changing temperature levels that could adversely impact our costs and business operations, the location, costs, and competitiveness of agricultural commodity production and related storage and processing facilities and the supply and demand for agricultural commodities. These effects could be material to our results of operations, liquidity, or capital resources and could reduce the value of our units.

Investor sentiment towards climate change, fossil fuels, and other ESG matters could adversely affect our business, cost of capital, and the price of our stock and other securities. There have been efforts in recent years, which intensified during the COVID-19 pandemic, aimed at the investment community, to promote the divestment of securities of energy companies, as well as to pressure lenders and other financial services companies to limit or curtail activities with energy companies. As a result, some financial intermediaries, investors, and other capital markets participants have reduced or ceased lending to, or investing in, companies that operate in industries with higher perceived environmental exposure, such as the energy industry. If this or similar divestment efforts are continued, the value of our units may be negatively impacted.

Members of the investment community are also increasing their focus on ESG practices and disclosures, including practices and disclosures related to GHGs and climate change in the energy industry in particular, and diversity and inclusion initiatives and governance standards among companies more generally. As a result, we may face increasing pressure regarding our ESG practices and disclosures. Additionally, members of the investment community may screen companies such as ours for ESG performance. If we are unable to meet the ESG standards or investment or lending criteria set by these investors and
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funds, we may lose investors, investors may allocate a portion of their capital away from us, our cost of capital may increase, the price of our units may be negatively impacted, and our reputation may also be negatively affected.

The invasion of Ukraine by Russia and resulting sanctions by the United States, European Union and other countries have contributed to inflation, market disruptions and increased volatility in commodity prices in the United States and a slowdown in global economic growth. On February 24, 2022, a military invasion of Ukraine by Russian troops was reported. In response to the attacks on Ukraine, sanctions and other penalties have been levied by the United States, European Union, and other countries and additional sanctions and penalties have been proposed. The invasion by Russia and resulting sanctions have had a broad range of adverse impacts on global business and financial markets some of which have had and may continue to have adverse impacts on our business. These include increased inflation, significant market disruptions and increased volatility in commodity prices such as corn, oil and natural gas. Although the duration and extent of the ongoing military conflict is highly unpredictable and the magnitude of the potential economic impact is currently unknown, Russian military actions and resulting sanctions could have a negative effect on our financial condition and operating results.

Risks Related to the Ethanol Industry


The ethanol industry is an industry that is changing rapidly which can result in unexpected developments that could negatively impact our operations and the value of our units. The ethanol industry has grown significantly in the last decade. This

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rapid growth has resulted in significant shifts in supply and demand of ethanol over a very short period of time. As a result, past performance by the ethanol plant or the ethanol industry generally might not be indicative of future performance. We may experience a rapid shift in the economic conditions in the ethanol industry which may make it difficult to operate the ethanol plant profitably. If changes occur in the ethanol industry that make it difficult for us to operate the ethanol plant profitably, it could result in a reduction in the value of our units.


Increased competition from electric vehicles could reduce demand for liquid fuels which could negatively impact demand for ethanol which could negatively impact our profitability. Electric car technology has improved significantly in recent years and many automakers are focusing on electric car technology for automobiles they are releasing or plan to release in the future. Increased reliance on electric vehicle technology is expected to result in decreased gasoline demand. Recently, governments and private entities have focused on improving and expanding vehicle recharging stations which may make electric automobiles more attractive in the market. As gasoline powered vehicles become a smaller part of the worldwide vehicle fleet, it is expected to have a negative impact on gasoline demand which will also impact ethanol demand. This shift in demand could negatively impact our financial performance and could reduce or eliminate the value of our units.

Excess ethanol supply in the market could put negative pressure on the price of ethanol which could lead to tight operating margins and may impact our ability to operate profitably.In the past the ethanol industry has confronted market conditions where ethanol supply exceeded demand which led to unfavorable operating conditions. A disconnect between ethanol supply and demand can result in lower ethanol prices which can result in unfavorable operating conditions. The United States has recently benefited from additional exports of ethanol which may not continue to occur during our 20182024 fiscal year. We may experience periods of ethanol supply and demand imbalance during our 20182024 fiscal year.year, particularly if the EPA issues additional small refinery waivers from the RFS. If we experience excess ethanol supply, either due to increased ethanol production, lower ethanol demand or lower overall gasoline demand, it could negatively impact the price of ethanol which could hurt our ability to profitably operate the ethanol plant.


Distillers grains demand and prices may behave been negatively impacted by the Chinese anti-dumping duty. China was historicallypreviously the world's largest importer of distillers grains produced in the United States. On January 12, 2016, the Chinese government announced that it would commence an anti-dumping and countervailing duty investigation related to distillers grains imported from the United States. On September 23, 2016, the Chinese instituted a preliminary anti-dumping duty of 33.8% and on September 30, 2016, an anti-subsidy duty of approximately 10% in response to this investigation. On January 10, 2017, China announced a final ruling related to its anti-dumping and countervailing duty investigation imposing anti-dumping duties from a range of 42.2% to 53.7% and anti-subsidy duties from 11.2% to 12.0%. The imposition of these duties havehas resulted in a significant decline in demand from this top importer and negatively impacted prices for distillers grains produced in the United States. Due to trade disputes between the United States and China these tariffs continued into our 2022 fiscal year. In January 2023, the Chinese government extended tariffs on distillers grains from the United States for an additional five years. This reduction in demand couldhas negatively impacted our profitability, and continued tariffs may further impact our ability to profitably operate the ethanol plant.profitability.


Demand for ethanol may not continue to grow unless ethanol can be blended into gasoline in higher percentage blends for standard vehicles.  Currently, ethanol is primarily blended with gasoline for use in standard (non-flex fuel) vehicles to create a blend which is 10% ethanol and 90% gasoline.  Estimates indicate that approximately 143 billion gallons of gasoline are sold in the United States each year.  Assuming that all gasoline in the United States is blended at a rate of 10% ethanol and
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90% gasoline, the maximum domestic demand for ethanol is 14.3 billion gallons. This is commonly referred to as the "blend wall," which represents a theoretical limit where more ethanol cannot be blended into the national gasoline pool.  Many in the ethanol industry believe that the ethanol industry has reached and surpassed this blend wall.  In order to expand demand for ethanol, higher percentage blends of ethanol must be utilized in standard vehicles.  Such higher percentage blends of ethanol are a contentious issue.  Automobile manufacturers and environmental groups have fought against higher percentage ethanol blends. The EPA approved the use of E15 for standard vehicles produced in the model year 2001 and later. The fact that E15 has not been approved for use in all vehicles and the labeling requirements associated with E15 may lead to gasoline retailers refusing to carry E15. Without an increase in the allowable percentage blends of ethanol that can be used in all vehicles, demand for ethanol may not continue to increase which could decrease the selling price of ethanol and could result in our inability to operate the ethanol plant profitably which could reduce or eliminate the value of our units.


If exports of ethanol are reduced, including as a result of the European Union tariff on U.S. ethanol, ethanol prices may be negatively impacted.In 2012, the European Union concluded an anti-dumping investigation related to ethanol produced in the United States and exported to Europe. As a result of this investigation, the European Union imposed a tariff on ethanol which is produced in the United States and exported to Europe. While we continue to experience some ethanol exports to Europe due to current low ethanol prices, if ethanol prices increase, these exports to the European Union may cease as a result of the tariff. Further, ethanol exports could potentially be higher without the European Union tariff. In addition, other importers of United States ethanol could reduce their imports which could negatively impact ethanol prices in the United States and result in an imbalance between ethanol supply and ethanol demand. Any decrease in ethanol prices or demand may negatively impact our ability to profitably operate the ethanol plant.

A reduction in ethanol exports to Brazil due to the imposition by the Brazilian government of a tariff on U.S. ethanol has and could continue to have a negative impact on ethanol prices. Brazil has historically been a top destination for ethanol produced in the United States. However, earlier this year,in 2017, Brazil imposed a tariff on ethanol which is produced in the United States and exported to Brazil. This tariff has resulted in a decline in demand for ethanol from Brazil in the past and could negatively impact the market price of ethanol in the United States and could negatively impact our ability to profitably operate the ethanol plant.


    Chinese ethanol tariffs have and could continue to have a negative impact on ethanol prices. As a result of trade disputes between the United States and China, China imposed a 45% tariff on ethanol produced in the United States. This tariff has effectively closed the Chinese market for United States ethanol exports. China represents a significant potential source of demand for ethanol. Without access to the Chinese market, we may experience excess ethanol supply which could negatively impact ethanol prices in the United States. Lower ethanol prices could negatively impact our ability to profitably operate the ethanol plant.

We operate in an intensely competitive industry and compete with larger, better financed entities which could impact our ability to operate profitably.There is significant competition among ethanol producers. There are numerous producer-owned

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and privately-owned ethanol plants operating throughout the Midwest and elsewhere in the United States.  We also face competition from outside of the United States. The largest ethanol producers include Archer Daniels Midland, Flint Hills Resources, Green Plains Renewable Energy, Pacific Ethanol, POET, and Valero Renewable Fuels, each of which is capable of producing significantly more ethanol than we produce. Further, many believe that there will be further consolidation occurring in the ethanol industry in the future which could lead to a few companies which control a significant portion of the United States ethanol production market. We may not be able to compete with these larger entities. These larger ethanol producers may be able to affect the ethanol market in ways that are not beneficial to us which could negatively impact our financial performance. 


Technology advances in the commercialization of cellulosic ethanol may decrease demand for corn-based ethanol which may negatively affect our profitability.  The current trend in ethanol production research is to develop an efficient method of producing ethanol from cellulose-based biomass, such as agricultural waste, forest residue, municipal solid waste, and energy crops. This trend is driven by the fact that cellulose-based biomass is generally cheaper than corn, and producing ethanol from cellulose-based biomass would create opportunities to produce ethanol in areas of the country which are unable to grow corn.  The Energy Independence and Security Act of 2007 and the 2008 Farm Bill offer strong incentives to develop commercial scale cellulosic ethanol.  The RFS requires that 16 billion gallons per year of advanced bio-fuels must be consumed in the United States by 2022.  Additionally, state and federal grants have been awarded to several companies which are seeking to develop commercial-scale cellulosic ethanol plants.  This has encouraged innovation and has led to several companies which are either in the process or have completed construction of commercial scale cellulosic ethanol plants. If an efficient method of producing ethanol from cellulose-based biomass is developed, we may not be able to compete effectively. If we are unable to produce ethanol as cost-effectively as cellulose-based producers, our ability to generate revenue and our financial condition will be negatively impacted.


Risks Related to Regulation and Governmental Action


Government incentives for ethanol production may be eliminated in the future, which could hinder our ability to operate at a profit. The ethanol industry is assisted by various federal ethanol production and state ethanoltax incentives, the most important of which isincluding the RFS set forth in the Energy Policy Act of 2005. The RFS helps support a market for ethanol that might disappear without this incentive. The EPAUnited States Environmental Protection Agency ("EPA") has the authority to waive the RFS statutory volume requirement, in whole or in part, provided certain conditions have been met. Annually, theannually EPA is supposed to passpasses a rule that establishes the number of gallons of different types of renewable fuels that must be used in the United States which is called the renewable volume obligations. In the past, the EPA has set the renewable volume obligations below the statutory volume requirements. On November 30, 2017,In addition, the EPA releasedhas recently expanded its use of waivers to small refineries. The effect of these waivers is that the final RFS rule setting the 2018 total volume obligation at 19.29 billion gallons of which 15.0 billion gallon could be met by corn-based ethanol.refinery is no longer required to earn or purchase blending credits, known as RINs, negatively affecting ethanol demand and resulting in lower ethanol prices. If the EPA were to significantly reduce the volume requirements under the RFS in the future or if the
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RFS were to be otherwise reduced or eliminated by the exercise of the EPA waiver authority or by Congress, the market price and demand for ethanol could decrease which will negatively impact our financial performance.


Changes in environmental regulations or violations of these regulations could be expensive and reduce our profitability. We are subject to extensive air, water and other environmental laws and regulations. In addition, some of these laws require our plant to operate under a number of environmental permits. These laws, regulations and permits can often require expensive pollution control equipment or operational changes to limit actual or potential impacts to the environment. A violation of these laws and regulations or permit conditions can result in substantial fines, damages, criminal sanctions, permit revocations and/or plant shutdowns. In the future, we may be subject to legal actions brought by environmental advocacy groups and other parties for actual or alleged violations of environmental laws or our permits. Additionally, any changes in environmental laws and regulations, both at the federal and state level, could require us to spend considerable resources in order to comply with future environmental regulations. The expense of compliance could be significant enough to reduce our profitability and negatively affect our financial condition.


The California Low Carbon Fuel Standard may decrease demand for corn based ethanol which could negatively impact our profitability. California passed a Low Carbon Fuels Standard ("LCFS") which requires that renewable fuels used in California must accomplish certain reductions in greenhouse gases which reductions are measured using a lifecycle analysis. Management believes that these regulations could preclude corn-based ethanol produced in the Midwest from being used in California. California represents a significant ethanol demand market. If the ethanol industry is unable to supply corn-based ethanol to California, it could significantly reduce demand for the ethanol we produce which could result in a reduction of our revenues and negatively impact our ability to profitably operate the ethanol plant.


Government policies and regulations, particularly those affecting the agricultural sector and related industries, could adversely affect our operations and profitability.  Agricultural commodity production and trade flows are significantly affected by government policies and regulations.  Governmental policies affecting the agricultural industry, such as taxes, trade tariffs, duties, subsidies, import and export restrictions on commodities and commodity products, can influence industry profitability, the planting of certain crops, the location and size of crop production, whether unprocessed or processed commodity products are traded, and the volume and types of imports and exports.  In addition, international trade disputes can adversely affect trade flows by limiting or disrupting trade between countries or regions. Future governmental policies, regulations, or actions affecting our industry may adversely affect the supply of, demand for and prices of our products, restrict our ability to do business and cause our financial results to suffer. 

New, stricter environmental laws and other industry-related regulations or environmental litigation could significantly impact our operations and/or increase our costs, which could adversely affect our results of operations and financial condition. Our operations are subject to federal, state, and municipal laws and regulations regulating environmental matters. The trend in environmental regulation has been towards more restrictions and limitations on activities that may affect the environment over time. For example, President Biden signed an executive order calling for new or more stringent emissions standards. Our business may be adversely affected by increased costs and liabilities resulting from such stricter laws and regulations. We try to anticipate future regulatory requirements that might be imposed and plan accordingly to remain in compliance with changing environmental laws and regulations and to minimize the costs of such compliance. Risks related to our environmental permits, including the risk of noncompliance, permit interpretation, permit modification, renewal of permits on less favorable terms, judicial or administrative challenges to permits by citizens groups or federal, state, or municipal entities or permit revocation are inherent in the operation of our business as it is with other companies engaged in similar businesses. We may not be able to renew the permits necessary for our operations, or we may be forced to accept terms in future permits that limit our operations or result in additional compliance costs. There can be no assurances as to the timing and type of such changes in existing laws or the promulgation of new laws or the amount of any required expenditures associated therewith. Climate change continues to attract considerable public and scientific attention. In recent years environmental interest groups have filed suit against companies in the energy industry related to climate change. Should such suits succeed, we could face additional compliance costs or litigation risks.

ITEM 2. PROPERTIES


Our ethanol plant is located just east of the city limits of Richardton, North Dakota, and just north and east of the entrance/exit ramps to Interstate I-94. The plant complex is situated inside a footprint of approximately 25 acres of land which is part of an approximately 135 acre parcel.  We acquired ownership of the land in 2004 and 2005. Included in the immediate campus area

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of the plant are perimeter roads, buildings, tanks, and equipment. An administrative building and parking area are located approximately 400 feet from the plant complex.  During 2008, we purchased an additional 10 acre parcel of land that is adjacent to our current property.  Our rail unloading facility and storage site was built on this property. During our 2012 fiscal
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year, we purchased an additional approximately 110 acres of land that is adjacent to our current property. During our 2017 fiscal year, we purchased approximately 338 acres of land which we will use as part of our rail yard allowing us to ship larger trains.
 
The site also contains improvements such as rail tracks and a rail spur, landscaping, drainage systems and paved access roads.  The ethanol plant was placed in service in January 2007, and is in excellent condition and is capable of functioning at 100 percentin excess of its 50 million gallon name-plate production capacity.


AllDuring our 2023 fiscal year, all of our tangible and intangible property, real and personal, servesserved as the collateral for our senior credit facility with USCornerstone Bank. Our senior credit facility is discussed in more detail under"ITEM 7. Management's Discussion and Analysis - Capital Resources."


ITEM 3.    LEGAL PROCEEDINGS


From time to time in the ordinary course of business, we may be named as a defendant in legal proceedings related to various issues, including without limitation, workers' compensation claims, tort claims, or contractual disputes. We are not currently involved in any material legal proceedings.


ITEM 4.    MINE SAFETY DISCLOSURES


None.


PART II


ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED MEMBER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES


There is no established trading market for our membership units.  We have engaged FNC Ag Stock, LLC to create a Qualified Matching Service ("QMS") in order to facilitate trading of our units.  The QMS consists of an electronic bulletin board that provides information to prospective sellers and buyers of our units.  Please see the table below for information on the prices of units transferred in transactions completed via the QMS.  We do not become involved in any purchase or sale negotiations arising from the QMS and we take no position as to whether the average price or the price of any particular sale is an accurate measure of the value of our units.  As a limited liability company, we are required to restrict the transfers of our membership units in order to preserve our partnership tax status.  Our membership units may not be traded on any established securities market or readily traded on a secondary market (or the substantial equivalent thereof).  All transfers are subject to a determination that the transfer will not cause the Company to be deemed a publicly traded partnership.


We have no role in effecting the transactions beyond approval, as required under our Operating Agreement and the issuance of new certificates. So long as we remain a publicly reporting company, information about us will be publicly available through the SEC's EDGAR filing system.  However, if at any time we cease to be a publicly reporting company, we may continue to make information about us publicly available on our website.


As of December 15, 2017,29, 2023, there were 930937 holders of record of our Class A membership units.

In December 2016 and January 2017 a total of 681,820 Units were purchased other than through a publicly announced plan or program, pursuant to a Membership Unit Repurchase Agreement, a private transaction between the Company and a Member.


The following table contains historical information by quarter for the past two years regarding the actual unit transactions that were completed by our unit-holders during the periods specified. The information was compiled by reviewing the completed unit transfers that occurred on the QMS bulletin board or through private transfers during the quarters indicated.

QuarterLow PriceHigh PriceAverage Price# of
Units Traded
2022 1st
$1.45 $1.92 $1.76 70,000 
2022 2nd
$2.00 $2.50 $2.13 57,457 
2022 3rd
$2.00 $2.25 $2.21 217,875 
2022 4th
$2.10 $2.25 $2.21 126,052 
2023 1st
$2.10 $3.01 $2.46 816,326 
2023 2nd
$3.00 $3.15 $3.05 77,000 
2023 3rd
$3.25 $3.75 $3.68 160,339 
2023 4th
$— $— $— — 


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Distributions
Quarter Low Price High Price Average Price 
# of
Units Traded
2016 1st 
 $0.95
 $1.00
 $0.99
 130,000
2016 2nd 
 $1.05
 $1.10
 $1.07
 24,000
2016 3rd 
 $
 $
 $
 
2016 4th 
 $1.05
 $1.21
 $1.16
 360,000
2017 1st 
 $1.05
 $1.21
 $1.16
 370,000
2017 2nd 
 $1.20
 $1.31
 $1.26
 45,000
2017 3rd 
 $1.32
 $1.45
 $1.39
 107,812
2017 4th 
 $1.35
 $1.45
 $1.41
 59,500


    Our board of governors has complete discretion over the timing and amount of distributions to our members. Our expectations with respect to our ability to make future distributions are discussed in greater detail in "Item 7 - Management Discussion and Analysis of Financial Condition and Results of Operations."
DISTRIBUTIONS

Recent Sales of Unregistered Securities
We made a $0.10 per unit distribution for a total distribution
None.

Issuer Purchases of $4,014,895 during our 2016 fiscal year and made a distribution of $0.12 per unit during our 2017 fiscal year for a total distribution of $4,977,453. Distributions are payable at the discretion of our board, subject to the provisions of the North Dakota Limited Liability Company Act and our Member Control Agreement. A unit holder's distribution is determined based on their pro-rata ownership interest in the Company, by dividing the number of units owned by such unit holder by the total number of units outstanding.Equity Securities


None.

PERFORMANCE GRAPH


The following graph shows a comparisonbelow matches the cumulative 5-Year total return of holders of Red Trail Energy, LLC's membership units with the cumulative total member return since September 30, 2012, calculated on a dividend reinvested basis, for the Company,returns of the NASDAQ Composite Index (the "NASDAQ Market Index")index and an indexa customized peer group of othereighteen companies that have the same SIC code as the Company (the "SIC Code Index").includes: Aemetis Inc., Amyris Inc., Benchmark Energy Corp, Celanese Corp, Cleantech Biofuels Inc., Data443 Risk Mitigation Inc., Glyeco Inc., Green Plains Inc., Greenbelt Resources Corp, Methes Energies International Ltd, New America Energy Corp, Newmarket Corp, Pacific Ethanol Inc., Rayonier Advanced Materials Inc., Renewable Energy Group Inc., Rex American Resources Corp, Sino United Worldwide Consolidated Ltd and Westlake Chemical Partners LP. The graph assumes $100 was investedthat the value of the investment in our common membership units, in each index, and in the peer group (including reinvestment of our units, the NASDAQ Market Index, and the SIC Code Indexdividends) was $100 on September 30, 2012. Data points on the graph are annual. Note that historic unit price performance is not necessarily indicative of future unit price performance.2018 and tracks it through September 30, 2023.


RTE 2023 Performance Graph.jpg

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Pursuant to the rules and regulations of the Securities and Exchange Commission, the performance graph and the information set forth therein shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


ITEM 6. SELECTED FINANCIAL DATA


The following table presents selected financial and operating data as of the dates and for the periods indicated. The selected balance sheet financial data as of September 30, 2015, 2014 and 2013 and the selected income statement data and other financial data for the periods ended September 30, 2014 and 2013 have been derived from our audited financial statements that are not included in this Form 10-K. The selected balance sheet financial data as of September 30, 2017 and 2016 and the selected statement of operations data and other financial data for the fiscal years ended September 30, 2017, 2016 and 2015 have been derived from the audited Financial Statements included elsewhere in this Form 10-K. You should read the following table in conjunction with "Item 7. Management Discussion and Analysis of Financial Condition and Results of Operations" and the financial statements and the accompanying notes included elsewhere in this Form 10-K. Among other things, those financial statements include more detailed information regarding the basis of presentation for the following financial data.Reserved.



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  Years Ended
Statement of Operations Data: September 30, 2017 September 30, 2016 September 30, 2015 September 30, 2014 September 30, 2013
Revenues $109,609,359
 $105,159,602
 $100,795,412
 $139,122,644
 $154,790,603
           
Cost of Goods Sold 102,061,933
 97,414,865
 91,984,165
 106,047,180
 151,588,287
           
Gross Profit 7,547,426
 7,744,737
 8,811,247
 33,075,464
 3,202,316
           
General and Administrative 2,382,272
 2,399,733
 2,471,783
 2,200,809
 2,145,733
           
Operating Income 5,165,154
 5,345,004
 6,339,464
 30,874,655
 1,056,583
           
Other Income (Expense) 3,199,696
 558,757
 2,227,797
 (284,321) (422,420)
           
Net Income $8,364,850
 $5,903,761
 $8,567,261
 $30,590,334
 $634,163
           
Weighted Average Units Outstanding - Basic 41,454,828
 40,148,160
 40,148,160
 40,148,160
 40,151,941
           
Weighted Average Units Outstanding - Diluted 41,454,828
 40,148,160
 40,148,160
 40,148,160
 40,153,201
           
Net Income Per Unit - Basic and Diluted $0.20
 $0.15
 $0.21
 $0.76
 $0.02

Balance Sheet Data: September 30, 2017 September 30, 2016 September 30, 2015 September 30, 2014 September 30, 2013
Current Assets $29,645,104
 $24,681,404
 $23,051,396
 $40,622,512
 $16,511,489
           
Net Property and Equipment 47,141,736
 47,224,703
 50,940,083
 51,479,515
 52,193,186
           
Total Assets 80,702,120
 75,591,411
 77,567,266
 95,658,429
 71,740,861
           
Current Liabilities 7,020,438
 7,932,689
 9,940,702
 18,756,713
 10,958,459
           
Long-Term Liabilities 2,921
 5,538
 1,862,246
 5,647,712
 18,111,281
           
Members' Equity 73,678,761
 67,653,184
 65,764,317
 71,254,004
 42,671,121
           
Book Value Per Unit $1.78
 $1.69
 $1.64
 $1.77
 $1.06
           
Dividends Declared Per Unit $0.12
 $0.10
 $0.35
 $0.05
 $
* See Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations for further discussion of our financial results.


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ItemITEM 7. Management's Discussion and Analysis of Financial Condition and Results of OperationsMANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Results of Operations for the Years Ended September 30, 20172023 and 20162022
 
The following table shows the results of our operations and the percentages of revenues, cost of goods sold, general and administrative expenses and other items to total revenues in our statements of operations for the years ended September 30, 20172023 and 2016:2022:
Year Ended
September 30, 2017
 
Year Ended
September 30, 2016
Year Ended
September 30, 2023
Year Ended
September 30, 2022
Statement of Operations DataAmount % Amount %Statement of Operations DataAmount%Amount%
Revenues$109,609,359
 100.00 $105,159,602
 100.00Revenues$199,645,418 100.00 $217,135,121 100.00 
Cost of Goods Sold102,061,933
 93.11 97,414,865
 92.64Cost of Goods Sold187,590,830 93.96 190,828,171 87.88 
Gross Profit7,547,426
 6.89 7,744,737
 7.36Gross Profit12,054,588 6.04 26,306,950 12.12 
General and Administrative Expenses2,382,272
 2.17 2,399,733
 2.28General and Administrative Expenses5,812,462 2.91 3,801,583 1.75 
Operating Income5,165,154
 4.71 5,345,004
 5.08Operating Income6,242,126 3.13 22,505,367 10.36 
Other Income (Expense)3,199,696
 2.92 558,757
 0.53Other Income (Expense)(680,871)(0.34)6,991,313 3.22 
Net Income$8,364,850
 7.63 $5,903,761
 5.61Net Income$5,561,255 2.79 $29,496,680 13.58 
    
The following table shows additional data regarding production and price levels for our primary inputs and products for the years ended September 30, 20172023 and 2016.2022:
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Year Ended
September 30, 2017
 
Year Ended
September 30, 2016
Year Ended
September 30, 2023
Year Ended
September 30, 2022
Production:    Production:
Ethanol sold (gallons) 62,500,281
 60,616,099
Ethanol sold (gallons)64,779,27566,268,466
Dried distillers grains sold (tons) 107,992
 123,780
Dried distillers grains sold (tons)104,34994,077
Modified distillers grains sold (tons) 98,631
 80,659
Modified distillers grains sold (tons)110,238121,043
Corn oil sold (pounds) 16,735,020
 14,820,193
Corn oil sold (pounds)17,553,02018,466,990
Revenues:    Revenues:
Ethanol average price per gallon (net of hedging) $1.43
 $1.34
Ethanol average price per gallon (net of hedging)$2.34 $2.52 
Dried distillers grains average price per ton 100.44
 120.00
Dried distillers grains average price per ton223.57 231.16 
Modified distillers grains average price per ton 47.28
 58.49
Modified distillers grains average price per ton115.88 114.76 
Corn oil average price per pound 0.26
 0.24
Corn oil average price per pound0.62 0.66 
Primary Inputs:    Primary Inputs:
Corn ground (bushels) 21,994,786
 21,768,549
Corn ground (bushels)22,248,317 22,338,824 
Natural gas (MMBtu) 1,578,185
 1,649,911
Natural gas (MMBtu)1,601,918 1,571,101 
Costs of Primary Inputs:    Costs of Primary Inputs:
Corn average price per bushel (net of hedging) $3.46
 $3.59
Corn average price per bushel (net of hedging)$6.61 $6.77 
Natural gas average price per MMBtu (net of hedging) 2.83
 2.44
Natural gas average price per MMBtu (net of hedging)4.57 6.13 
Other Costs (per gallon of ethanol sold):    Other Costs (per gallon of ethanol sold):
Chemical and additive costs $0.083
 $0.087
Chemical and additive costs$0.082 $0.085 
Denaturant cost 0.032
 0.029
Denaturant cost0.046 0.051 
Electricity cost 0.043
 0.041
Electricity cost0.074 0.052 
Direct labor cost 0.062
 0.056
Direct labor cost0.076 0.072 


Revenue


For our 20172023 fiscal year, ethanol sales comprised approximately 82%76.0% of our revenues,revenues; distillers grains sales comprised approximately 14%18.2% of our revenuesrevenues; and corn oil sales comprised approximately 4%5.5% of our revenues. For our 20162022 fiscal year,

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ethanol sales comprised approximately 78%77.2% of our revenues,revenues; distillers grains sales comprised approximately 19%16.5% of our revenuesrevenues; and corn oil sales comprised approximately 3%5.7% of our revenues.


Our total revenue for our 2017 fiscal year was greater compared to our 2016 fiscal year due to the net effect of increased ethanol and corn oil revenue during the 2017 period, partially offset by lower distillers grains revenue. However, our operating margins were less favorable during our 2017 fiscal year compared to our 2016 fiscal year due to a greater increase in our cost of goods sold compared to the increase in our revenue during the 2017 period.Ethanol


Ethanol

The average price we received per gallon of ethanol sold was approximately 7% greater forlower during our 20172023 fiscal year compared to our 20162022 fiscal year. Management attributes this increaseEnergy prices, including gasoline prices, were lower in 2023, which negatively impacted the averagemarket price we received forof ethanol. In addition, lower corn prices typically have an impact on ethanol prices. During our ethanol during our 20172023 fiscal year, corn prices were lower on average compared to our 2022 fiscal year which correlated with higher energy and cornlower ethanol prices. Management anticipates that ethanol prices may be lowerwill remain at their current levels during our 20182024 fiscal year due to a combination of factors, including anticipated increases in United States ethanol production along with lower export demand from Brazil and China. In the United States, many ethanol producers are expanding their production capacity. In addition, both Brazil and China, each a major source of export demand in the past, have instituted tariffs on ethanol produced in the United States. The combination of these two factors may lead to excess ethanol supply in the market which could negatively impact domestic ethanol prices. Without an increase inexpected consistent ethanol demand either domestically or in the export markets, we may experience excessand ethanol supply and corresponding weaker prices. The United States ethanol industry is continuing to work to open new export markets for ethanol, including the Mexican market, which may positively impact domestic ethanol prices. Export markets are not as reliable as the domestic ethanol market which can lead to ethanol price volatility.supplies.


We sold approximately 3% more2% fewer gallons of ethanol during our 20172023 fiscal year compared to our 20162022 fiscal year due to increasedreduced ethanol production.production during the 2023 period. Our ethanol production was less during our 2023 fiscal year compared to our 2022 fiscal year due to reduced corn to ethanol conversion efficiency during our 2023 fiscal year. Management anticipates thatconsistent ethanol production during our 2024 fiscal year compared to our 2023 fiscal provided we will continue to produce and sell more ethanol due to this increased production capacity at the plant. However, if operating margins in the ethanol industry are reduced, we may reduce production in order to improve our operating efficiency and maximize the amount of ethanol we can produce per bushel of corn used.do not experience any unexpected plant shutdowns or slowdowns.


We experienced a gain of approximately $306,000 in$22,000 related to our ethanol derivative instruments andduring our 2023 fiscal year which increased our revenue. We experienced a gain of approximately $71,000 in our soybean oil derivative instruments which both increased our revenue during our 2017 fiscal year. We experienced a loss of approximately $124,000 in$454,000 related to our ethanol derivative instruments and a loss of approximately $30 in our soybean oil derivative instruments during our 20162022 fiscal year which both decreasedincreased our revenue.


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Distillers Grains


The average price we received for our dried distillers grains during our 20172023 fiscal year was approximately 16%3% less per ton than the average price we received during our 20162022 fiscal year primarily due to a weakerlower average corn prices during our 2023 fiscal year which typically impacts distillers grains export market. Distillers grains exports were lower due to a lack of distillers grains demand from China and Vietnam during our 2017 fiscal year.prices. The average price we received from our modified distillers grains during our 20172023 fiscal year was approximately 19% less1% higher compared to our 20162022 fiscal year due to decreasedstronger local demand for distillers grains demand.partially offset by lower corn prices. Our modified distillers grains are primarily sold in our local market. Management anticipates that distillers grains prices will remain lowerbe comparable during our 20182024 fiscal year unless China resumes importing a significant amount ofto our 2023 fiscal year due to anticipated consistent distillers grains. Recently, Vietnam restated imports of U.S.grain demand and comparable corn prices. Further, the United States experienced strong distillers grains export demand during 2023 which has positively impactedmay not continue. Without these distillers grains demand, however, exports, to Vietnam are not significant enough to completely offset the loss of the Chinese market. Without additional export demand for distillers grains management believes that local supplies of distillers grains will remain higher, further decreasing domestic prices.prices may be reduced during our 2024 fiscal year.


We producedsold approximately 13% fewer10,000 more tons of dried distillers grains, andan increase of approximately 22%11%, during our 2023 fiscal year compared to our 2022 fiscal year due to market conditions which incentivized us to sell more distillers grains in the dried form. Offsetting this increase, we sold approximately 11,000 fewer tons of modified distillers grains, a decrease of approximately 9% during our 20172023 fiscal year compared to our 20162022 fiscal year primarily because of market factors which favored modifiedyear. These two changes resulted in an overall decrease in our distillers grains sales.production due to less production generally. We decide whether to produce dried distillers grains versus modified/wet distillers grains based on market conditions and the relative cost of producing each form of distillers grains. Management anticipates that distillers grains production will remain at its current levelsmix during our 20182024 fiscal year despite expected increases in ethanol production, particularly ifunless distillers grains prices remain lower. With lowerexports increase significantly which could favor producing more dried distillers grains prices, the relative value of corn oil results in additional production and sales of corn oil which correspondingly reduces distillers grains production.grains.


Corn Oil


The average price we received for our corn oil was approximately 8% greater6.1% less during our 20172023 fiscal year compared to our 20162022 fiscal year primarily due to higherlower corn prices and increased oil supplies in the market which both negatively impacted market corn oil demand. Cornprices. The biodiesel blenders' tax credit was set to expire on December 31, 2022. However, the Inflation Reduction Act extended the biodiesel blenders' tax credit until December 31, 2024 which management believes will support corn oil demand was greater duringprices through our 20172024 fiscal year due to increased feed and biodiesel demand for corn oil. However, corn oil demand from the biodiesel industry has been volatile, and may continue to be volatile depending on whetherfirst quarter of our 2025 fiscal year. If the biodiesel blenders' credit is reinstated for 2018.expires in the future, we anticipate that corn oil demand will be lower.



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Our corn oil sales increaseddecreased by approximately 13%4.9% during our 20172023 fiscal year compared to our 20162022 fiscal year due to increased totaldecreased overall production at the ethanol plant during our 2017 fiscal year along with an increase in the amount of corn oil we produced per bushel of corn we ground. During our 2016 fiscal year we experienced increased downtime for our corn oil extraction equipment which resulted in less corn oil production during our 20162023 fiscal year. Management anticipates that corn oil production will be remain at its current levels during our 20182024 fiscal year provided distillers grains prices remain relatively lower compareddue to marketexpected strong corn oil prices.demand from the biodiesel and renewable diesel industries.
    
Cost of Goods Sold


Our cost of goods sold is primarily made up of corn and energy expenses. Our total cost of goods sold was approximately 5% greaterlower for our 20172023 fiscal year compared to our 20162022 fiscal year due primarily to higherlower corn and natural gas costs during our 20172023 fiscal year.


Corn Costs


Our cost of goods sold related to corn was approximately 3%2.7% less during our 20172023 fiscal year compared to our 20162022 fiscal year due to decreasedlower average corn consumption and costs per bushel along with slightly less bushels of corn used during our 20172023 fiscal year. Our average cost per bushel of corn used, without including our derivative instrument gains and losses, was approximately 4% less2.4% lower during our 20172023 fiscal year compared to our 20162022 fiscal year. Management attributes this decrease in corn costs to a favorable spread betweenlarger corn supply and demand. Management anticipates thatcrop harvested in the fall of 2023 which resulted in lower market corn prices will increasecompared to the corn prices we experienced during our 2022 fiscal year. Because the beginningcorn crop harvested in the fall of 2023 was larger than in 2022 it may result in lower corn prices during our 20182024 fiscal year due to drought conditions in our geographical area. However, managementyear. Management believes that there will be sufficient corn in our local market to continue to operate the ethanol plant at capacity during our 20182024 fiscal year. We consumedOur corn use decreased by approximately 1% more bushels of corn0.4% during our 20172023 fiscal year compared to our 20162022 fiscal year due to increaseddecreased overall production at the ethanol plant. Management anticipates that we will continue to consume moreuse a comparable amount of corn in the future as we continue to incrementally increase ethanol production at the plant.provided operating margins remain favorable.


From time to time we enter into forward purchase contracts for our commodity purchases and sales. AtOn September 30, 2017,2023, we had forward corn purchase contracts for various delivery periods through December 2017May 2024 for a total commitment of approximately $3.3 million for a total of approximately 16 million bushels of corn. We had a gain of approximately $2 million$2,363,000 related to our corn derivative instruments which decreased our cost of goods sold during our 20172023 fiscal year. We had a gain of approximately $6 million$1,616,000 related to our
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corn derivative instruments during our 20162022 fiscal year which decreased our cost of goods sold. We recognize the gains or losses that result from the changes in the value of our derivative instruments from corn in cost of goods sold as the changes occur.  As corn prices fluctuate, the value of our derivative instruments is impacted, which affects our financial performance.


Natural Gas Costs


Our total natural gas costs to operate the ethanol plant were greaterlower for our 20172023 fiscal year compared to our 20162022 fiscal year due primarily to higher averagedecreased natural gas costs per MMBtu of natural gas we consumed, partially offset by less volume ofincreased natural gas usedconsumption during the 20172023 period. Our average cost per MMBtu of natural gas was approximately 16% greater25.4% lower during our 20172023 fiscal year compared to our 20162022 fiscal year. Management believes this increasedecrease in natural gas costs during our 20172023 fiscal year was due to increasedlower energy prices generally along with a shift in the supply and demand balance for natural gas during 2017. In addition, we consumedour 2023 fiscal year. We used approximately 4% less2.0% more MMBtu of natural gas during our 20172023 fiscal year compared to our 20162022 fiscal year due to increased dried distiller grains production of modified distillers grains compared to dried distillers grains. Modified distillers grains require less drying and therefore lessat the ethanol plant which uses more natural gas to produce compared to dried distillers grains.gas. Management expects that the natural gas prices will remain at current levelslower during our 20182024 fiscal year unless we experience supply disruptions during 2018, including as a colder than average winter which could result of hurricane activity in the Gulf of Mexico which negatively impacts natural gas production.price spikes which could negatively impact delivered natural gas costs, particularly during the winter months.


General and Administrative Expenses


Our general and administrative expense was comparablehigher during our 20172023 fiscal year than our 2022 fiscal year due to an increase in professional fees and permitting expenses related to our 2016 fiscal year.Carbon Capture and Store and USP ethanol projects during the 2023 period.


Other Income/Expense


We had more interest income during our 20172023 fiscal year compared to our 20162022 fiscal year due to having more cash on hand during the 20172023 period along with higher interest rates during the 2023 period. Our interest expenseother income was lowerless during our 20172023 fiscal year compared to our 20162022 fiscal year. During our 2022 fiscal year, we had partial forgiveness of our Ethanol Recovery Loan and the receipt of a USDA Biofuels Producers Relief Payment which resulted in higher other income during the 2022 fiscal year. We had more interest expense during our 2023 fiscal year compared to our 2022 fiscal year due to having lessmore borrowing during the 2017 period. Our other income was significantlyon our loans and higher duringinterest rates on our 2017 fiscal year compared to our 2016 fiscal year due to insurance proceeds we received this fiscal year for hail damage.outstanding loans.

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Results of Operations for the YearYears Ended September 30, 20162022 and 20152021
 
The following table shows the results of our operations and the percentages of revenues, cost of goods sold, general and administrative expenses, and other items to total revenues in our statements of operations for the years ended September 30, 20162022 and 2015:2021
Year Ended
September 30, 2016
 
Year Ended
September 30, 2015
Year Ended
September 30, 2022
Year Ended
September 30, 2021
Statement of Operations DataAmount % Amount %Statement of Operations DataAmount%Amount%
Revenues$105,159,602
 100.00 $100,795,412
 100.00Revenues$217,135,121 100.00 $119,084,611 100.00 
Cost of Goods Sold97,414,865
 92.64 91,984,165
 91.26Cost of Goods Sold190,828,171 87.88 104,115,501 87.43 
Gross Profit7,744,737
 7.36 8,811,247
 8.74Gross Profit26,306,950 12.12 14,969,110 12.57 
General and Administrative Expenses2,399,733
 2.28 2,471,783
 2.45General and Administrative Expenses3,801,583 1.75 3,239,245 2.72 
Operating Income5,345,004
 5.08 6,339,464
 6.29Operating Income22,505,367 10.36 11,729,865 9.85 
Other Income (Expense)558,757
 0.53 2,227,797
 2.21
Other IncomeOther Income6,991,313 3.22 895,814 0.75 
Net Income$5,903,761
 5.61 $8,567,261
 8.50Net Income$29,496,680 13.58 $12,625,679 10.60 
    

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The following table shows additional data regarding production and price levels for our primary inputs and products for the years ended September 30, 20162022 and 2015.2021:
 
Year Ended
September 30, 2016
 
Year Ended
September 30, 2015
Year Ended
September 30, 2022
Year Ended
September 30, 2021
Production:    Production:
Ethanol sold (gallons) 60,616,099
 53,448,822
Ethanol sold (gallons)66,268,46651,893,094
Dried distillers grains sold (tons) 123,780
 111,425
Dried distillers grains sold (tons)94,07762,904
Modified distillers grains sold (tons) 80,659
 69,847
Modified distillers grains sold (tons)121,043127,718
Corn oil sold (pounds) 14,820,193
 8,297,930
Corn oil sold (pounds)18,466,99012,472,550
Revenues:    Revenues:
Ethanol average price per gallon (net of hedging) $1.34
 $1.52
Ethanol average price per gallon (net of hedging)$2.52 $1.74 
Dried distillers grains average price per ton 120.00
 123.09
Dried distillers grains average price per ton231.16 178.06 
Modified distillers grains average price per ton 58.49
 49.83
Modified distillers grains average price per ton114.76 78.46 
Corn oil average price per pound 0.24
 0.22
Corn oil average price per pound0.66 0.41 
Primary Inputs:    Primary Inputs:
Corn ground (bushels) 21,768,549
 19,259,081
Corn ground (bushels)22,338,824 17,717,130 
Natural gas (MMBtu) 1,649,911
 1,054,881
Natural gas (MMBtu)1,571,101 1,261,294 
Costs of Primary Inputs:    Costs of Primary Inputs:
Corn average price per bushel (net of hedging) $3.59
 $3.38
Corn average price per bushel (net of hedging)$6.77 $4.46 
Natural gas average price per MMBtu (net of hedging) 2.44
 2.43
Natural gas average price per MMBtu (net of hedging)6.13 2.77 
Other Costs (per gallon of ethanol sold):    Other Costs (per gallon of ethanol sold):
Chemical and additive costs $0.087
 $0.107
Chemical and additive costs$0.085 $0.083 
Denaturant cost 0.029
 0.037
Denaturant cost0.051 0.035 
Electricity cost 0.041
 0.052
Electricity cost0.052 0.045 
Direct labor cost 0.056
 0.064
Direct labor cost0.072 0.080 


Revenue


For our 20162022 fiscal year, ethanol sales comprised approximately 78%77.2% of our revenues,revenues; distillers grains sales comprised approximately 19%16.5% of our revenuesrevenues; and corn oil sales comprised approximately 3%5.7% of our revenues. For our 20152021 fiscal year, ethanol sales comprised approximately 81%76.6% of our revenues,revenues; distillers grains sales comprised approximately 17%18.0% of our revenuesrevenues; and corn oil sales comprised approximately 2%4.3% of our revenues.



Ethanol
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Our total revenue for our 2016 fiscal year was greater compared to our 2015 fiscal year due to the net effect of increased production during the 2016 period, partially offset by lower ethanol and dried distillers grains prices. Operating margins were less favorable during our 2016 fiscal year compared to our 2015 fiscal year due to the spread between our raw material costs and the revenue we generated from our operations during the 2016 period.

Ethanol


The average price we received for ourper gallon of ethanol sold was approximately 12% less for44.8% higher during our 20162022 fiscal year compared to our 20152021 fiscal year. Management attributes this decreaseCommodity prices were higher in the average price we received for our ethanol during our 2016 fiscal year with lower gasoline2022, especially energy prices and increased ethanol production in the United States, both of which have an impact onpositively impacted the market price of ethanol. Further, management believes that ethanolDuring 2022, we experienced significantly higher gasoline prices were negatively impacted by the renewable volume obligations the EPA set for corn-based ethanol for 2014, 2015 and 2016 which were lower than the statutory requirements. In addition, in May 2016 the EPA proposedhad a renewable volume obligation for corn-based ethanol for 2017 which was also lower than the statutory requirement. Management believes these reductions negatively impactedpositive impact on ethanol demand and prices. This negative impact was especially pronounced due to low gasoline prices. In the past, many fuel blenders used ethanol because of the difference in price between gasoline and ethanol. This voluntary use of ethanol in excess of the requirements in the RFS decreased dueUncertainty related to the fact that the spread between the price ofwar in Ukraine had an impact on energy prices which resulted in increased market ethanol and gasoline is smaller.prices. During our 2022 fiscal year, corn prices were significantly higher which correlated with higher ethanol prices.


We sold approximately 13%27.7% more gallons of ethanol during our 20162022 fiscal year compared to our 20152021 fiscal year as we had fewer plant shutdowns during our 2022 fiscal year compared to our 2021 fiscal year. We experienced improved profitability during our 2022 fiscal year which provided us an incentive to maximize production. Our efficiency in converting corn to ethanol increased during our 2022 fiscal year which also positively impacted our profitability. This improved efficiency was important during our 2022 fiscal year due to increased ethanol production capacity duethe fact that our average cost per bushel of corn ground was higher during our 2022 fiscal year compared to our switch from coal as the fuel source for our ethanol plant to natural gas.2021 fiscal year.


We experienced a lossgain of approximately $124,000 in$454,000 related to our ethanol derivative instruments which decreased our revenue during our 20162022 fiscal year.year which increased our revenue. We experienced a lossgain of approximately $275,000 in$1,488,000 related to our ethanol derivative instruments and a loss of approximately $876,000 in our soybean oil derivative instruments during our 20152021 fiscal year which both decreasedincreased our revenue.

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Distillers Grains


The average price we received for our dried distillers grains during our 20162022 fiscal year was approximately 3% less29.8% greater than the average price we received during our 20152021 fiscal year primarily due to lowerhigher average corn prices and the Chinese anti-dumping and countervailing duty investigation which negatively impacted the distillers grain export market during our 20162022 fiscal year.year which typically impacts distillers grains prices. The average price we received from our modified/wetmodified distillers grains during our 20162022 fiscal year was approximately 17% greater46.3% higher compared to our 20152021 fiscal year due to improvedstronger local demand for distillers grains demand. Modified/wetalong with higher corn prices. Our modified distillers grains are usedprimarily sold in our local market because they are not cost effective to transport and cannot be stored for long periods of time. As a result, the Chinese trade investigation had much less of an impact on our local market which resulted in greater modified/wetmarket. Management anticipates higher distillers grains prices during our 2023 fiscal year due to continued higher corn prices. Further, sincethe United States experienced strong distillers grains are typically used as an animal feed substitute for corn, when corn prices are lower and corn is more readily available in the market, it leads to a reduction inexport demand during 2022 which increased domestic distillers grains demand and ultimately prices.


We produced approximately 11%49.6% more tons of dried distillers grains and approximately 15% more5.2% fewer tons of modified distillers grains during our 20162022 fiscal year compared to our 20152021 fiscal year primarily because of ouryear. Our overall increased production of ethanol. We decide whether to produce driedhad a corresponding impact on distillers grains versus modified/wetproduction. We produced fewer modified distillers grains based on market conditionsdue to supply and the relative cost of producing each form of distillers grains.demand factors in our local market.


Corn Oil


The average price we received for our corn oil was approximately 9% greater61.0% higher during our 20162022 fiscal year compared to our 20152021 fiscal year primarily due to additional corn oil demand from the biodiesel and renewable diesel industries along with higher corn and soybean oil demand. Corn oil demand was greater during our 2016 fiscal year due to increased biodiesel production sinceprices which both positively impact market corn oil can be used as a feedstock to produce biodiesel. Theprices. On December 17, 2019, Congress renewed the biodiesel blenders' tax credit was renewedretroactively for 2016 which resulted in increased2019 and for a total of five years. This certainty for the biodiesel production and as a result, increasedblenders' credit positively impacted demand for corn oil demand.during that time period which has supported market corn oil prices.


Our corn oil sales increased by approximately 79%48.1% during our 20162022 fiscal year compared to our 20152021 fiscal year due to increased totaloverall production at the ethanol plant along with an increase in the amount of corn oil we extracted per ton of distillers grains produced during our 2016 fiscal year. In addition, during our 2015 fiscal year we experienced increased downtime for ourhigher corn oil extraction equipment which resulted in lessefficiency during our 2022 fiscal year due to increased market corn oil production during our 2015 fiscal year.prices.

Cost of Goods Sold


Our cost of goods sold is primarily made up of corn and energy expenses. During our 2015 fiscal year we completed the conversion of our ethanol plant from a coal fired plant to using natural gas as the fuel source for our plant. Our total cost of goods

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sold was approximately 6% greaterhigher for our 20162022 fiscal year compared to our 20152021 fiscal year due primarily to higher corn and natural gas costs during our 20162022 fiscal year, along with a larger lower of cost or market adjustment and loss on firm purchase commitments during our 2022 fiscal year.


Corn Costs


Our cost of goods sold related to corn was approximately 20% greater91.2% higher during our 20162022 fiscal year compared to our 20152021 fiscal year due to higher marketaverage corn prices and increasedcosts per bushel along with more bushels of corn consumptionused during our 20162022 fiscal year. TheOur average price we paidcost per bushel of corn used, without including our derivative instrument gains and losses, was approximately 6% greater51.8% higher during our 20162022 fiscal year compared to our 20152021 fiscal year. Management attributes this increase in corn costs to higher corn contract pricing for basis contractsdemand from the ethanol industry during our 2022 fiscal year along with a June 30, 2016 pricing deadline. CBOT prices and bid pricessmaller corn crop which was harvested in the fall of 2021 which reduced corn availability. Our corn use increased by approximately 26.1% during our 2022 fiscal year compared to our 2021 fiscal year due to increased overall production at the months the basis contracts were being priced.ethanol plant.


From time to time we enter into forward purchase contracts for our commodity purchases and sales. AtOn September 30, 2016,2022, we had forward corn purchase contracts for various delivery periods through June 2017February 2023 for a total commitment of approximately $6.7 million for a total of approximately 1.92.2 million bushels of corn. We had a gain of approximately $6 million$1,616,000 related to our corn derivative instruments which decreased our cost of goods sold during our 20162022 fiscal year. We had a gain of approximately $39,000$1,367,000 related to our corn derivative instruments during our 20152021 fiscal year which decreased our cost of goods sold. We recognize the gains or losses that result from the changes in the value of our derivative instruments from corn in cost of goods sold as the changes occur. As corn prices fluctuate, the value of our derivative instruments is impacted, which affects our financial performance.


EnergyNatural Gas Costs


For the first quarter of our 2015 fiscal year, we used coal as the fuel source for our ethanol plant. We purchased the coal needed to power our ethanol plant from a supplier under a long-term contract. However, during the second quarter of our 2015 fiscal year, we converted the energy source for our ethanol plant to natural gas. Our total energynatural gas costs to operate the ethanol plant were approximately $892,000 lesshigher for our 20162022 fiscal year compared to our 20152021 fiscal year due primarilyto increased natural gas costs per MMBtu and increased natural gas consumption during the 2022 period. Our average
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cost per MMBtu of natural gas was approximately 121.3% higher during our 2022 fiscal year compared to our 2021 fiscal year. Natural gas exports to Europe, due in part to the lower cost of usingwar in Ukraine, impacted domestic natural gas asprices. We used approximately 24.6% more MMBtu of natural gas during our 2022 fiscal year compared to our 2021 fiscal year due to increased overall production at the fuel source to operate our ethanol plant.plant along with the fact that we produced more dried distillers grains which uses more natural gas.


General and Administrative Expenses


Our general and administrative expense was slightly lowerhigher during our 20162022 fiscal year compared toand our 20152021 fiscal year due primarily to fewer office equipment repairs neededan increase in professional fees and fewer legal fees paid in 2016.permitting expenses related to our CCS and USP projects during the 2022 period.


Other Income/Expense


We had less interest income during our 20162022 fiscal year compared to our 20152021 fiscal year due to finance charges we agreed to reverse in order to settle certain outstanding accounts receivable.having less cash on hand during the 2022 period. Our interest expenseother income was lowerhigher during our 20162022 fiscal year compared to our 20152021 fiscal year due to having lower balances onthe partial forgiveness of our loans duringEthanol Recovery Loan and the 2016 period. Our other income was significantlyreceipt of a USDA Biofuels Producers Relief Payment. We had less interest expense during our 20162022 fiscal year compared to our 20152021 fiscal year becausedue to debt repayments we have made which reduced the amount of a large capital account refund we received from RPMG during our 2015 fiscal year. The capital account refund we received from RPMG during our 2016 fiscal year was significantly less.outstanding loans.

Changes in Financial Condition for the Year Ended September 30, 20172023 and 20162022


Current Assets. We had lessmore cash and equivalents on our balance sheet aton September 30, 20172023 compared to September 30, 20162022 due to corn inventory purchases which resulted in increased raw materials inventory atusing less cash for capital expenditures during our 2023 fiscal year compared to our 2022 fiscal year. We had less restricted cash on September 30, 20172023 compared to September 30, 2016. We had more restricted cash at September 30, 2017 compared to September 30, 20162022 as a result of having moreless cash deposited in our margin account with our commodities broker related to our risk management positions. We had more accounts receivable aton September 30, 20172023 compared to September 30, 20162022 due primarily to higher ethanol pricesthe timing of payments from our product marketers at the end of our 20172023 fiscal year compared to the end of our 20162022 fiscal year. We had less inventory on hand on September 30, 2023 compared to September 30, 2022 due to less finished goods inventory on September 30, 2023 due primarily to the timing of the end of our 2023 fiscal year compared to the end of our 2022 fiscal year and the amount of finished goods we had during the 2023 period.


Property, Plant and Equipment. The gross value of our property, plant and equipment was higher aton September 30, 20172023 compared to September 30, 20162022 due primarily to the purchase of land adjacent to the plant site along with upgrades made to the cooling towerplacing into service capital projects during our 20172023 fiscal year. However, the netThe gross value of our property, plant and equipment wasis offset by our accumulated depreciation resulting in a lower net property, plant and equipment at September 30, 20172023 compared to September 30, 2016 due to depreciation.2022.


Other Assets. Our other assets were higher aton September 30, 20172023 than at September 30, 20162022 due primarily to an increase in our leased equipment and an increase in our patronage equity with increased patronage equityRoughrider Electric Cooperative. The net right of use asset related to our electric provider which is a cooperative.


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Current Liabilities. Our accounts payableoperating leases was higher on September 30, 2023 than at September 30, 20172022 due to an increase in the amount of equipment we were leasing partially offset by amortization of our operating leases during our 2023 fiscal year. In addition, due to increased electric costs during our 2023 fiscal year, our patronage equity with Roughrider Electric Cooperative was higher.

Current Liabilities. Our accrued expenses were higher on September 30, 2023 compared to September 30, 20162022 due to increased payables related to capital expenditures. Ourhaving more accrued expenses were lower atcompensation and benefits for our employees on September 30, 20172023 compared to September 30, 2016 due to having less corn payables at2022. The current maturities of our long-term debt was lower on September 30, 20172023 compared to September 30, 2016. We had a greater liability related2022 due to our corn derivative instrumentsdebt refinancing which were in a loss position asextended the maturity date of our loans. The current portion of our operating lease liability was higher on September 30, 20172023 compared to September 30, 2016, primarily2022 due to corn options weamortization of our leases during the 2023 fiscal year.

Long-term Liabilities. We had outstanding atmore long-term liabilities on September 30, 2017.

Long-term Liabilities. Our long-term liabilities were lower at September 30, 20172023 compared to September 30, 20162022 due to our loan payments we made duringrefinancing which moved a portion of the current maturity of notes payable at September 30, 2022 to long-term debt at September 30, 2023. We had a higher long-term liability related to operating leases on September 30, 2023 compared to September 30, 2022 due to having more equipment leases at September 30, 2023 compared to September 30, 2022, partially offset by regular amortization of our 2017 fiscal year.operating leases.


Critical Accounting Policies


Management uses estimates and assumptions in preparing our financial statements in accordance with generally accepted accounting principles. These estimates and assumptions affect the reported amounts of assets and liabilities, the
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disclosure of contingent assets and liabilities, and the reported revenues and expenses. Of the significant accounting policies described in the notes to our financial statements, we believe that the following are the most critical.


Inventory


Corn is the primary raw material and, along with other raw materials and supplies, is stated at the lower of cost or marketnet realizable value on a first-in, first-out (FIFO) basis.  Work in process and finished goods, which consists of ethanol, distillers grains, and corn oil produced, is stated at the lower of average cost or market.net realizable value.  Spare parts inventory is valued at lower of cost or marketnet realizable value on a FIFO basis.


Allowance for Doubtful AccountsCredit Losses


Management's estimate of the Allowance for Doubtful AccountsCredit Losses is based on management's estimate of the collectability of identified receivables, as well as the aging of customer accounts. A 10% change in management's estimate regarding the Allowance for Doubtful AccountsCredit Losses as of September 30, 20172023 could impact net income by approximately $27,000 $4,000 for our 20182024 fiscal year.


Revenue Recognition
    
The Company sells ethanol and related products pursuant to marketing agreements. RevenuesThe Company recognizes revenue from sales of ethanol and co-products at the point in time when the performance obligations in the contract are recognizedmet, which is when the customer has taken title, whichobtains control of such products and typically occurs whenupon shipment depending on the terms of the underlying contracts. Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. In some instances, the Company enters into contracts with customers that contain multiple performance obligations to deliver volumes of co-products over a contractual period of less than 12 months. The Company allocates the transaction price to each performance obligation identified in the contract based on relative standalone selling prices and recognizes the related revenue as control of each individual product is shipped, has assumedtransferred to the risks and rewardscustomer in satisfaction of ownership, prices are fixed or determinable and collectability is reasonably assured.the corresponding performance obligation. Revenues are shown net of any fees incurred under the terms of the Company's agreements for the marketing and sale of ethanol and related products.


Long Lived Assets


Property, plant, and equipment are stated at cost. Depreciation is provided over estimated useful lives by use of the straight line method. Maintenance and repairs are expensed as incurred. Major improvements and betterments are capitalized. The present values of capitalfinance lease obligations are classified as long-term debt and the related assets are included in property, plant and equipment. Amortization of equipment under capitalfinance leases is included in depreciation expense. Management does not believe it is reasonably likely that the valuation of its property, plant and equipment will change in any material manner in future estimates.


Liquidity and Capital Resources


Based on financial forecasts performed by our management, we anticipate that we will have sufficient cash from our currentexpected credit facilities and cash from our operations to continue to operate the ethanol plant for the next 12 months. Should we experience unfavorable operating conditions in the future, we may have to secure additional debt or equity sources for working capital or other purposes. We do not have any planned capital projects for which we anticipate requiring additional borrowing.
    


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The following table shows cash flows for the years ended September 30, 20172023 and 2016:2022:
20232022
Net cash provided by operating activities$10,814,443 $24,059,078 
Net cash (used in) investing activities(2,744,472)(20,328,018)
Net cash provided by (used in) financing activities(4,670,883)2,205,711 
Net increase in cash$3,399,088 $5,936,771 
Cash and equivalents, end of period$14,551,103 $11,152,015 


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  2017 2016
Net cash provided by (used in) operating activities $(160,460) $15,856,698
Net cash (used in) investing activities (1,228,494) (827,507)
Net cash (used in) financing activities (5,661,870) (9,845,687)
Net increase (decrease) in cash $(7,050,824) $5,183,504
Cash and equivalents, end of period $3,223,342
 $10,274,166

Cash Flow from Operations


Our operations used moreprovided less cash during our 20172023 fiscal year compared to our 20162022 fiscal year due primarily to a lower net income we generated during the 2023 period compared to our 2022 fiscal year. ChangesWe used less cash to purchase inventory during our 2023 fiscal year which positively impacted our cash flow during that period compared to our 2022 fiscal year. We had a significant change in the value of our inventory, accounts payablederivative instruments and derivative instrument positions negativelynoncash patronage equity which impacted theour cash flow generated byduring our operating activities during the 2017 period.2023 fiscal year.


Cash Flow from Investing Activities


We used moreless cash for capital expenditures during our 20172023 fiscal year compared to our 20162022 fiscal year. During our 20172022 fiscal year we had capital projects related to upgrading our cooling tower. During our 2016 fiscal year we hadsignificant capital expenditures related to regular repairthe implementation of carbon capture and replacement of equipment atsequestration where we capture carbon dioxide ("CO2") from the plant along withfermentation process and inject into a projectsaline formation to expandlower the cooling capacity ofcarbon intensity value if our beer mash exchangers.ethanol.
    
Cash Flow from Financing Activities


We usedOur financing activities provided less cash for financing activities during our our 2017 fiscal year compared to our 20162023 fiscal year due primarily to the net effect of increased distributions during the 2017 period and minimal debt payments compared to the 2016 period. We used approximately $5 millionloan proceeds we received during our 20172022 fiscal year for distributions to our members compared to approximately $4 millionpartially offset by a smaller dividend we paid during our 2016 fiscal year. We also used approximately $3,000 for debt repayments during our 2017 fiscal year compared to approximately $5.8 million during our 20162023 fiscal year.


Our liquidity, results of operations and financial performance will be impacted by many variables, including the market price for commodities such as, but not limited to, corn, ethanol and other energy commodities, as well as the market price for any co-products generated by the facility and the cost of labor and other operating costs.  Assuming future relative price levels for corn, ethanol and distillers grains remain consistent, we expect operations to generate adequate cash flows to maintain operations.


The following table shows cash flows for the years ended September 30, 20162022 and 2015:2021:


20222021
Net cash provided by operating activities$24,059,078 $19,721,836 
Net cash (used in) investing activities(20,328,018)(23,053,910)
Net cash provided by (used in) financing activities2,205,711 (2,565,171)
Net increase (decrease) in cash$5,936,771 $(5,897,245)
Cash and equivalents, end of period$11,152,015 $5,215,244 
  2016 2015
Net cash provided by operating activities $15,856,698
 $10,109,102
Net cash (used in) investing activities (827,507) (3,838,623)
Net cash (used in) financing activities (9,845,687) (23,132,076)
Net increase (decrease) in cash $5,183,504
 $(16,861,597)
Cash and equivalents, end of period $10,274,166
 $5,090,662


Cash Flow from Operations


Our operations provided more cash during our 20162022 fiscal year compared to our 20152021 fiscal year. Changesyear due primarily to a larger net income we generated during the 2022 period compared. We had a significant change in our inventory, accounts payable and derivative instrument positions positively impacted theaccrued expenses which used more cash generated byduring our operating activities.2022 fiscal year.


Cash Flow from Investing Activities


We used less cash for capital expenditures during our 20162022 fiscal year compared to our 20152021 fiscal year. During our 20152022 fiscal year, we had significant capital projects related to the conversion of the fuel source forcompleted our ethanol plant from coal to natural gas. Duringcarbon sequestration project which we started during our 20162021 fiscal year we had capital expenditures related to regular repair and replacement of equipment at the plant along with a project to expand the cooling capacity of our beer mash exchangers.year.

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Cash Flow from Financing Activities


We used less cash forOur financing activities provided cash during our our 2016 fiscal year compared to our 20152022 fiscal year due primarily to decreased debt payments and distributions during the 2016 period. We used approximately $4 millionloan proceeds we received partially offset by a larger dividend we paid during our 2016 fiscal year for distributions to our members compared to approximately $14 million during our 2015 fiscal year primarily due to the profitability we experienced during our 2014 fiscal year. We also used approximately $5.8 million for debt repayments during our 2016 fiscal year compared to approximately $9.1 million during our 20152022 fiscal year.


Capital Expenditures
 
The Company    We had approximately $628,000$1.9 million in construction in progress as of September 30, 2017.2023 related to corn storage and silo repair and equipment needed for the CCS project. During theour fiscal year ended September 30, 2017, the Company2023, we placed in service approximately $3.9$1.1 million in capital projects, withprimarily in upgrading the majorityPoseidon Tank.
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Table of these costs related to the purchase of land adjacent to the plant site along with upgrades made to the cooling tower.Contents




Capital Resources

On March 20, 2017, our $10 million operating line-of-credit with First National Bank of Omaha matured. We entered into a new revolving loan with U.S. Bank National Association ("U.S. Bank") described below.


Revolving Loan


On March 17, 2017,January 22, 2020, we entered into a new $10 million revolving loan (the "Revolving Loan") with U.S. Bank. The Revolving Loan replaced a similar revolving loan we had with First NationalCornerstone Bank of Omaha.("Cornerstone"). Interest accrues on any outstanding balance on the Revolving Loan at a rate of 1.77% in excess1.2% less than the prime rate as published by the Wall Street Journal, adjusted monthly. The Revolving Loan has a minimum interest rate of the one-month London Interbank Offered Rate ("LIBOR")5.0%. The maturity date of the Revolving Loan is Maywas January 31, 2018. Our ability to draw funds on2022. On February 3, 2022, the Revolving Loan was renewed, and the new maturity date was March 31, 2022. On April 8, 2022, the Revolving Loan maturity date was extended to April 7, 2023. On April 8th, 2023, the Revolving Loan was renewed and the new maturity date is subject toApril 5, 2024. The Revolving Loan is secured by a borrowing base calculation as set forth in the Credit Agreement.lien on substantially all of our assets. At September 30, 2017,2023, we had $10 million available on the Revolving Loan. The variable interest rate on September 30, 2023 was 7.5%.

Construction Loan

On October 28, 2022, we entered into a $25 million loan to replace the First Construction Loan taking into account the borrowing base calculation. We had $0 drawnand CCS Construction Loan. Interest accrues on any outstanding balance on the Revolving Loan at a fixed rate of 4.65%. We make annual payments of approximately $3.1 million due in January of each year. The outstanding balance at September 30, 2023 was approximately $22 million. The maturity date of the Loan is January 31, 2032. The Loan is secured by a lien on substantially all of our assets.

Ethanol Recovery Program

On July 13, 2020, we entered into a loan with the Bank of North Dakota Ethanol Recovery Program and Cornerstone for $5.41 million. The Ethanol Recovery Program was developed by the North Dakota Ethanol Producers Association and the Bank of North Dakota to use the existing Biofuels Pace program and value-added loan guarantee program to help ethanol production facilities weather the pandemic economic challenges. Ethanol producers could qualify for up to $15 million dollars of a low interest loan of 1% based on the amount of annual corn grind. The maturity date of the loan is July 13, 2025. The fixed interest rate as of September 30, 2017.2023 was 3.75% with an interest rate buy down through the Bank of North Dakota to 1%. We are not allowed to draw $687,597make monthly payments of approximately $73,000 per month with the balance outstanding on the Revolving Loan due to an agreement we executed related to our natural gas pipeline. Interest accrued on the Revolving Loan as of September 30, 2017 at a rate2023 of 3.02%.approximately $306,000.

Restrictive Covenants

The Revolving Loan is subject to certain financial covenants as set forth in the Credit Agreement. The most significant financial covenants require us to maintain a fixed charge coverage ratio of no less than 1.25:1.00 and a current ratio of no less than 1.50:1.00. Our fixed charge coverage ratio measures our ability to pay our fixed expenses. Our current ratio measures our liquidity and ability to pay short-term and long-term obligations.

As of September 30, 2017, we were in compliance with our loan covenants.


Contractual Obligations and Commercial Commitments


We have the following contractual obligations as of September 30, 2017:2023:

Contractual Obligations:TotalLess than 1 Yr1-3 Years3-5 YearsThereafter
Long-term debt obligations$22,525,268 $2,337,173 $6,698,096 $7,692,564 $5,797,435 
Corn purchases *30,921,074 30,921,074 — — — 
Water purchases1,060,000 424,000 636,000 — — 
Operating lease obligations2,122,550 376,021 1,195,510 551,019 — 
Finance leases5,291 4,611 680 — 
Total$56,634,183 $34,062,879 $8,530,286 $8,243,583 
Contractual Obligations:Total Less than 1 Yr 1-3 Years 3-5 Years More than 5 Yrs
Corn purchases *6,022,916
 6,022,916
 
 
 
Water purchases3,604,000
 424,000
 1,272,000
 1,272,000
 636,000
Operating lease obligations1,364,703
 429,613
 758,290
 176,800
 
Capital leases5,538
 2,617

2,921
 
 
Total$10,997,157
 $6,879,146
 $2,033,211
 $1,448,800
 $636,000

* - Amounts determined assuming prices, including freight costs, at which corn had been contracted for cash corn contracts and current market prices as of September 30, 20172023 for basis contracts that had not yet been fixed.

Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements.

ItemITEM 7A. Quantitative and Qualitative Disclosures About Market Risk.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


We are exposed to the impact of market fluctuations associated with commodity prices as discussed below. We have no exposure to foreign currency risk as all of our business is conducted in U.S. Dollars and we have noimmaterial exposure to interest rate risk as we have no amountshad $10 million outstanding on variable interest debt.debt indexed to prime interest rates. We use derivative financial instruments as part of an overall strategy to manage market risk. We use cash, futures and option contracts to hedge changes to the commodity prices of corn and ethanol. We do not enter into these derivative financial instruments for trading or speculative purposes, nor do we designate these contracts as hedges for accounting purposes pursuant to the requirements of Generally Accepted Accounting Principles ("GAAP").


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Commodity Price Risk
 
We expect to be exposed to market risk from changes in commodity prices.  Exposure to commodity price risk results from our dependence on corn in the ethanol production process and the sale of ethanol.
 
We enter into fixed price contracts for corn purchases on a regular basis.  It is our intent that, as we enter into these contracts, we will use various hedging instruments (puts, calls, and futures) to maintain a near even market position.  For example, if we have 1 million bushels of corn under fixed price contracts we would generally expect to enter into a short hedge position to offset our price risk relative to those bushels we have under fixed price contracts. Because our ethanol marketing company (RPMG) is selling substantially all of the gallons it markets on a spot basis we also include the corn bushel equivalent of the ethanol we have produced that is inventory but not yet priced as bushels that need to be hedged.
 
Although we believe our hedge positions will accomplish an economic hedge against our future purchases, they are not designated as hedges for accounting purposes, which would match the gain or loss on our hedge positions to the specific commodity purchase being hedged.  We use fair value accounting for our hedge positions, which means as the current market price of our hedge positions changes, the gains and losses are immediately recognized in our cost of sales.  The immediate recognition of hedging gains and losses under fair value accounting can cause net income to be volatile from quarter to quarter and year to year due to the timing of the change in value of derivative instruments relative to the cost of the commodity being hedged.  However, it is likely that commodity cash prices will have the greatest impact on the derivatives instruments with delivery dates nearest the current cash price.
 
As of September 30, 2017,2023, we had approximately 16 million bushels of corn under fixed price contracts.  As of September 30, 2017 some of these contracts were priced above current market prices so an accrual for a loss on firm purchase commitments of $5,000 was recorded.
 
It is the current position of our ethanol marketing company, RPMG, that under current market conditions selling ethanol in the spot market will yield the best price for our ethanol.  RPMG will, from time to time, contract a portion of the gallons they market with fixed price contracts.  
 
We estimate that our expected corn usage will be between 2120  million and 23 million bushels per calendar year for the production of approximately 59 million to 64 million gallons of ethanol.  As corn prices move in reaction to market trends and information, our income statements will be affected depending on the impact such market movements have on the value of our derivative instruments.
     
A sensitivity analysis has been prepared to estimate our exposure to corn, natural gas, and ethanol price risk. Market risk related to our corn, natural gas and ethanol prices is estimated as the potential change in income resulting from a hypothetical 10% adverse change in the average cost of our corn and natural gas, and our average ethanol sales price as of September 30, 2017,2023, net of the forward and future contracts used to hedge our market risk for corn, natural gas and ethanol. The volumes are based on our expected use and sale of these commodities for a one year period from September 30, 2017.2023. The results of this analysis, which may differ from actual results, are as follows:

Estimated Volume Requirements for the next 12 months (net of forward and futures contracts)Unit of MeasureHypothetical Adverse Change in PriceApproximate Adverse Change to Income
Ethanol63,900,000 Gallons10 %$(15,975,000)
Corn20,600,000 Bushels10 %$(10,648,312)
Natural gas1,664,000 MMBtu10 %$(374,000)

    For comparison purposes, below is our analysis for our fiscal year ended September 30, 2022.
Estimated Volume Requirements for the next 12 months (net of forward and futures contracts)Unit of MeasureHypothetical Adverse Change in PriceApproximate Adverse Change to Income
Ethanol63,900,000 Gallons10 %$(14,697,000)
Corn20,600,000 Bushels10 %$(14,008,000)
Natural gas1,664,000 MMBtu10 %$(1,464,000)

30
 Estimated Volume Requirements for the next 12 months (net of forward and futures contracts) Unit of Measure Hypothetical Adverse Change in Price Approximate Adverse Change to Income
Ethanol63,900,000
 Gallons 10% $(7,668,000)
Corn22,820,000
 Bushels 10% $(4,342,000)
Natural gas1,664,000
 MMBtu 10% $(449,000)


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ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA



eidebaillylogoa06.jpg



Report of the Independent Registered Public Accounting Firm



To the Board of Governors
Red Trail Energy, LLC
Richardton, North Dakota



Opinion on the Financial Statements
We have audited the accompanying balance sheets of Red Trail Energy, LLC (the Company) as of September 30, 2017,2023 and 20162022, and the related statements of operations, changes in members’ equity, and cash flows, for eachthe years ended September 30, 2023, 2022, and 2021, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2023 and 2022, and the results of its operations and its cash flows for the years ended September 30, 2023, 2022, and 2021, in conformity with accounting principles generally accepted in the three-years ended September 30, 2017. United States of America.

Basis for Opinion
These financial statements are the responsibility of the entity'sCompany’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Red Trail Energy, LLC in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.


We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.misstatement, whether due to error or fraud. The companyCompany is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included considerationAs part of our audits, we are required to obtain an understanding of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes

Our audits included performing procedures to assess the risk of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supportingregarding the amounts and disclosures in the financial statements, assessingstatements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement presentation.statements. We believe that our audits provide a reasonable basis for our opinion.

In our opinion,Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements referredthat was communicated or required to above present fairly, in allbe communicated to the audit committee and that: (1) relate to accounts or disclosures that are material respects,to the financial positionstatements and (2) involved especially challenging, subjective or complex judgments. The communication of Red Trail Energy, LLCcritical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Inventory Valuation

As discussed in Note 1 of the financial statements, the Company’s balance of inventory was $9,099,945 as of September 30, 20172023. The valuation of inventories, including corn raw materials, work in process, and 2016,ethanol finished goods, requires management to make significant assumptions and complex judgments about the resultsinventory cost and net realizable value. These assumptions include the assessment of its operationsnet realizable value by inventory category, considering market inputs and its cash flowsdemand for each of the years in the three-years ended September 30, 2017, in conformity with accounting principles generally accepted in the United States of America.their products.



Minneapolis, Minnesota
December 15, 2017



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We identified inventory valuation as a critical audit matter. Auditing these complex judgments and assumptions involves especially challenging auditor judgment due to the nature and extent of audit evidence and effort required to address these matters, including the extent of specialized skill or knowledge needed.

The primary procedures we performed to address this critical audit matter included:

Gaining an understanding of management’s processes, controls and methodology to develop the estimates.
Evaluating the reasonableness of the significant assumptions used by management including those related to market inputs, industry standards, and conversion factors.
Testing the completeness, accuracy and relevance of the underlying data used in management’s estimate, which included comparing the price used for corn valuation to readily available market information, verifying inputs for ethanol tank capacity, and evaluating other costs necessary to produce ethanol.

rte-20230930_g3.jpg

/s/ Eide Bailly LLP (PCAOB ID: 286)

We have served as the Company’s auditor since 2012.

Denver, Colorado
December 29, 2023
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RED TRAIL ENERGY, LLC
Balance Sheets

 ASSETSSeptember 30, 2023September 30, 2022
Current Assets
Cash and equivalents$11,617,435 $6,366,990 
Restricted cash2,933,668 4,785,025 
Accounts receivable, net, primarily related party7,669,441 4,879,011 
Inventory9,099,945 12,544,033 
Prepaid expenses369,430 512,770 
Total current assets31,689,919 29,087,829 
Property, Plant and Equipment
Land1,333,681 1,333,681 
Land improvements17,662,538 17,662,538 
Buildings15,320,492 14,930,003 
Plant and equipment and railroad122,444,522 121,465,514 
Construction in progress1,986,776 1,191,290 
158,748,009 156,583,026 
Less accumulated depreciation83,208,524 77,104,977 
Net property, plant and equipment75,539,485 79,478,049 
Other Assets
Right of use operating lease assets, net2,122,550 405,631 
Investment in RPMG940,642 605,000 
Patronage equity6,457,604 5,399,515 
Deposits40,000 40,000 
Total other assets9,560,796 6,450,146 
Total Assets$116,790,200 $115,016,024 
 ASSETS September 30, 2017 September 30, 2016

 
 
Current Assets 
 
Cash and equivalents $3,223,342
 $10,274,166
Restricted cash 5,906,666
 2,661,331
Accounts receivable, primarily related party 4,059,227
 3,639,317
Other receivables 8,764
 64,872
Inventory 16,413,742
 7,983,906
Prepaid expenses 33,364
 57,812
Total current assets 29,645,105
 24,681,404

 
 
Property, Plant and Equipment 
 
Land 1,342,381
 836,428
Land improvements 4,266,953
 4,266,953
Buildings 8,036,031
 7,836,031
Plant and equipment 86,460,902
 83,243,945
Construction in progress 628,454
 4,800

 100,734,721
 96,188,157
Less accumulated depreciation 53,592,985
 48,963,454
Net property, plant and equipment 47,141,736
 47,224,703

 
 
Other Assets 
 
Investment in RPMG 605,000
 605,000
Patronage equity 3,270,279
 3,040,304
Deposits 40,000
 40,000
Total other assets 3,915,279
 3,685,304

 
 
Total Assets $80,702,120
 $75,591,411


Notes to Financial Statements are an integral part of this Statement.

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RED TRAIL ENERGY, LLC
Balance Sheets

LIABILITIES AND MEMBERS' EQUITYSeptember 30, 2023September 30, 2022
Current Liabilities
Accounts payable$6,805,187 $6,885,442 
Accrued expenses1,921,880 1,531,123 
Commodities derivative instruments, at fair value— 1,162,273 
Accrued loss on firm purchase commitments (see note 5)— 9,000 
Customer deposits38,294 10,636 
Current maturities of notes payable2,341,784 18,751,634 
Current portion of operating lease liabilities376,021 271,968 
Total current liabilities11,483,166 28,622,076 
Long-Term Liabilities
Notes payable, less current maturities20,188,774 419,150 
Long-term operating lease liabilities, net of current portion1,746,528 133,663 
Total long-term liabilities21,935,302 552,813 
Commitments and Contingencies (Notes 6, 8, 10 and 14)
Members’ Equity (40,148,160 Class A Membership Units issued and outstanding on September 30, 2023 and 2022, respectively)83,371,732 85,841,135 
Total Liabilities and Members’ Equity$116,790,200 $115,016,024 
LIABILITIES AND MEMBERS' EQUITY September 30, 2017 September 30, 2016

 
 
Current Liabilities 
 
Accounts payable $2,409,171
 $2,187,886
Accrued expenses 3,670,338
 5,452,506
Commodities derivative instruments, at fair value 933,312
 215,700
Accrued loss on firm purchase commitments (see note 4) 5,000
 74,000
Current maturities of long-term debt 2,617
 2,597
Total current liabilities 7,020,438
 7,932,689

 
 
Long-Term Liabilities 
 
Notes payable 2,921
 5,538
Commitments and Contingencies (Notes 5, 7, 9 and 13) 
 

 
 
Members’ Equity (41,466,340 and 40,148,160 Class A Membership Units issued and outstanding on September 30, 2017 and 2016, respectively) 73,678,761
 67,653,184
     
Total Liabilities and Members’ Equity $80,702,120
 $75,591,411


Notes to Financial Statements are an integral part of this Statement.

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RED TRAIL ENERGY, LLC
Statements of Operations

Year EndedYear EndedYear Ended
September 30, 2023September 30, 2022September 30, 2021
Revenues, primarily related party$199,645,418 $217,135,121 $119,084,611 
Cost of Goods Sold
Cost of goods sold186,981,830 189,606,091 103,667,724 
Lower of cost or net realizable value adjustment74,000 337,080 263,777 
Loss on firm purchase commitments535,000 885,000 184,000 
Total Cost of Goods Sold187,590,830 190,828,171 104,115,501 
Gross Profit12,054,588 26,306,950 14,969,110 
General and Administrative Expenses5,812,462 3,801,583 3,239,245 
Operating Income6,242,126 22,505,367 11,729,865 
Other Income (Expense)
Interest income112,627 31,524 55,691 
Other income292,988 6,983,063 890,818 
Interest expense(1,086,486)(23,274)(50,695)
Total other income (expense), net(680,871)6,991,313 895,814 
Net Income$5,561,255 $29,496,680 $12,625,679 
Weighted Average Units Outstanding
  Basic40,148,160 40,148,160 40,148,160 
  Diluted40,148,160 40,148,160 40,148,160 
Net Income (Loss) Per Unit
  Basic$0.14 $0.73 $0.31 
  Diluted$0.14 $0.73 $0.31 
 Year Ended Year Ended Year Ended
 September 30, 2017 September 30, 2016 September 30, 2015
      
Revenues, primarily related party$109,609,359
 $105,159,602
 $100,795,412
      
Cost of Goods Sold
    
Cost of goods sold101,887,309
 96,757,473
 91,633,726
Lower of cost or market inventory adjustment169,624
 583,392
 304,439
Loss on firm purchase commitments5,000
 74,000
 46,000
Total Cost of Goods Sold102,061,933
 97,414,865
 91,984,165
      
Gross Profit7,547,426
 7,744,737
 8,811,247
      
General and Administrative Expenses2,382,272
 2,399,733
 2,471,783
      
Operating Income5,165,154
 5,345,004
 6,339,464
 
    
Other Income (Expense)     
Interest income119,713
 (16,527) 23,911
Other income3,093,011
 689,868
 2,559,077
Interest expense(13,028) (114,584) (355,191)
Total other income (expense), net3,199,696
 558,757
 2,227,797
      
Net Income$8,364,850
 $5,903,761
 $8,567,261
      
Weighted Average Units Outstanding     
  Basic41,454,828
 40,148,160
 40,148,160
      
  Diluted41,454,828
 40,148,160
 40,148,160
      
Net Income Per Unit     
  Basic$0.20
 $0.15
 $0.21

     
  Diluted$0.20
 $0.15
 $0.21
      


Notes to Financial Statements are an integral part of this Statement.





31
35



RED TRAIL ENERGY, LLC
Statements of Changes in Members' Equity
Years Ended September 30, 2017, 20162023, 2022 and 20152021

Class A Member UnitsTreasury Units
Units (a)AmountAdditional Paid in CapitalAccumulated Retained EarningsUnitsAmountTotal Member Equity
Balances - September 30, 202040,148,160 $39,044,595 $75,541 $21,620,256 140,000 $(159,540)$60,580,852 
Units Issued— — — — — — — 
Units repurchased and retired— — — — — — — 
Distribution— — — (3,211,856)— — (3,211,856)
Net Income— — — 12,625,679 — — 12,625,679 
Balances - September 30, 202140,148,160 $39,044,595 $75,541 $31,034,079 140,000 $(159,540)$69,994,675 
Units Issued— — — — — — — 
Units repurchased and retired— — — — — — — 
Distribution— — — (13,650,220)— — (13,650,220)
Net Income— — — 29,496,680 — — 29,496,680 
Balances - September 30, 202240,148,160 $39,044,595 $75,541 $46,880,539 140,000 $(159,540)$85,841,135 
Units Issued— — — — — — — 
Units repurchased and retired— — — — — — — 
Distribution— — — (8,030,658)— — (8,030,658)
Net Income— — — 5,561,255 — — 5,561,255 
Balances - September 30, 202340,148,160 $39,044,595 $75,541 $44,411,136 140,000 $(159,540)$83,371,732 
(a) - Amounts shown represent member units outstanding.
 Class A Member Units     Treasury Units  
 Units (a) Amount Additional Paid in Capital Accumulated Deficit/Retained Earnings Units Amount Total Member Equity
              
Balances - September 30, 201440,148,160
 $37,724,595
 $75,541
 $33,613,408
 140,000
 $(159,540) $71,254,004
Distribution
 
 
 (14,056,948) 
 
 (14,056,948)
Net Income
 
 
 8,567,261
 
 
 8,567,261
              
Balances - September 30, 201540,148,160
 37,724,595
 75,541
 28,123,721
 140,000
 (159,540) 65,764,317
Distribution
 
 
 (4,014,894) 
 
 (4,014,894)
Net Income
 
 
 5,903,761
 
 
 5,903,761
              
Balances - September 30, 201640,148,160 37,724,595 75,541 30,012,588 140,000 (159,540) 67,653,184
Units Issued2,000,000
 3,320,000
 
 
 
 
 3,320,000
Units repurchased(681,820) (681,820) 
 
 
 
 (681,820)
Distribution
 
 
 (4,977,453) 
 
 (4,977,453)
Net Income
 
 
 8,364,850
 
 
 8,364,850
              
Balances - September 30, 201741,466,340
 $40,362,775
 $75,541
 $33,399,985
 140,000
 $(159,540) $73,678,761
              
(a) - Amounts shown represent member units outstanding.



Notes to Financial Statements are an integral part of this Statement.



32
36






RED TRAIL ENERGY, LLC
Statements of Cash Flows

Year Ended Year Ended Year Ended

September 30, 2017 September 30, 2016 September 30, 2015
      
Cash Flows from Operating Activities
 
  
Net income$8,364,850
 $5,903,761
 $8,567,261
Adjustments to reconcile net income to net cash provided by operating activities:
 
  
Depreciation and amortization4,629,531
 4,511,215
 4,594,074
Loss on disposal of fixed assets1,930
 
 7,305
Change in fair value of derivative instruments717,613
 (63,663) 3,894,514
Lower of cost or market inventory adjustment169,624
 583,392
 304,439
Loss (gain) on firm purchase commitments5,000
 74,000
 61,000
Noncash patronage equity(229,975) (137,396) (37,468)
Change in operating assets and liabilities:
 
  
Restricted cash - commodities derivatives account including settlements(3,245,335) (482,320) (2,179,011)
Accounts receivable(419,911) (1,440,828) (1,421,982)
Other receivables56,108
 1,725,899
 (1,172,815)
Inventory(8,604,460) 3,051,024
 1,260,963
Prepaid expenses and deposits24,448
 12,669
 36,531
Other assets
 89,213
 
Accounts payable and accrued expenses(1,560,883) 2,016,732
 (596,709)
Accrued purchase commitment losses(69,000) 13,000
 (3,209,000)
Net cash provided by (used in) operating activities(160,460) 15,856,698
 10,109,102
      
Cash Flows from Investing Activities
 
  
Proceeds from disposal of fixed assets7,000
 
 2,100
Capital expenditures(1,235,494) (827,507) (3,840,723)
   Net cash (used in) investing activities(1,228,494) (827,507) (3,838,623)
      
Cash Flows from Financing Activities
 
  
Dividends paid(4,977,453) (4,014,895) (14,056,947)
Unit repurchases(681,820) 
 
Debt and capital lease repayments(2,597) (5,830,792) (9,075,129)
Net cash (used in) financing activities(5,661,870) (9,845,687) (23,132,076)


 
  
Net Increase (Decrease) in Cash and Equivalents(7,050,824) 5,183,504
 (16,861,597)
Cash and Equivalents - Beginning of Period10,274,166
 5,090,662
 21,952,259
Cash and Equivalents - End of Period$3,223,342
 $10,274,166
 $5,090,662


 
  
Supplemental Disclosure of Cash Flow Information
 
  
Interest paid9,355
 138,586
 376,504
Noncash Investing and Financing Activities
 
  
Units issued in exchange for property$3,320,000
 $
 $
Capital expenditures in accounts payable$99,953
 $
 5,000
Year EndedYear EndedYear Ended
September 30, 2023September 30, 2022September 30, 2021
Cash Flows from Operating Activities
Net income$5,561,255 $29,496,680 $12,625,679 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation6,336,196 4,327,706 4,921,531 
Loss on disposal of fixed assets11,196 — — 
Change in fair value of derivative instruments(1,162,273)1,162,273 42,005 
Accrued purchase commitment losses (gains)(9,000)(175,000)54,000 
Lower of cost or net realizable value adjustment74,000 337,080 263,777 
Loss on firm purchase commitments535,000 885,000 184,000 
Increase in Noncash patronage equity(1,058,089)(475,392)(383,160)
Loan forgiveness— (2,650,773)(873,400)
Change in operating assets and liabilities:
Accounts receivable, net, primarily related party(2,790,431)(3,410,490)494,716 
Inventory2,835,088 (2,219,271)(1,856,747)
Prepaid expenses143,341 (46,734)(94,753)
 Customer deposits27,659 (372)11,008 
  Accounts payable and accrued expenses310,501 (3,171,629)4,333,180 
Net cash provided by operating activities10,814,443 24,059,078 19,721,836 
Cash Flows from Investing Activities
Proceeds from Disposal of Equipment35,550 — — 
Investment in RPMG(335,642)— — 
Capital expenditures(2,444,380)(20,328,018)(23,053,910)
   Net cash (used in) investing activities(2,744,472)(20,328,018)(23,053,910)
Cash Flows from Financing Activities
Disbursements in excess of bank balances— (1,343,608)1,343,608 
Dividends paid(8,030,658)(13,650,220)(3,211,856)
Proceeds from notes payable7,000,000 18,000,000 — 
Debt and finance lease repayments(3,640,225)(800,461)(696,923)
Net cash provided by (used in) financing activities(4,670,883)2,205,711 (2,565,171)
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash3,399,088 5,936,771 (5,897,245)
Cash, Cash Equivalents and Restricted Cash - Beginning of Period11,152,015 5,215,244 11,112,489 
Cash, Cash Equivalents and Restricted Cash - End of Period$14,551,103 $11,152,015 $5,215,244 
Reconciliation of Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents$11,617,435 $6,366,990 $508,521 
Restricted Cash2,933,668 4,785,025 4,706,723 
Total Cash, Cash Equivalents and Restricted Cash$14,551,103 $11,152,015 $5,215,244 
Supplemental Disclosure of Cash Flow Information
Interest paid$85,451 $79,149 $50,695 
Noncash Investing and Financing Activities
Operating lease asset acquired$2,157,569 $— $81,729 
Capital expenditures in accounts payable$— $53,201 $964,494 
Capitalized Interest$— $411,875 $— 
Notes to Financial Statements are an integral part of this Statement.

37
33

RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 20162023, 2022 and 20152021



1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Nature of Business


Red Trail Energy, LLC, a North Dakota limited liability company (the “Company”), owns and operates a 5065 million gallon annual name-plate production ethanol plant near Richardton, North Dakota (the “Plant”). The Plant commenced production on January 1, 2007. Fuel grade ethanol, distillers grains and corn oil are the Company's primary products. All products are marketed and sold primarily within the continental United States.


Accounting Estimates


Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported revenues and expenses. Significant items subject to such estimates and assumptions include the useful lives of property, plant and equipment, inventory and allowance for doubtful accounts.credit losses. Actual results could differ from those estimates.


Cash and Equivalents


The Company considers all highly liquid debt instruments purchased with an initial maturity of three months or less to be cash equivalents. The carrying value of cash and equivalents approximates fair value. Balances in excess of federally insured limits are not covered by FDIC insurance; these balances total $14.8 million. Restricted cash is cash deposited in our margin account with our commodities broker related to our risk management positions.


Investment in RPMG

RPMG is a subsidiary of Renewable Products Marketing Group, LLC ("RPMG, LLC"). We own approximately 5.3% of RPMG, LLC which allows us to realize favorable marketing fees for our products and allows us to share in the profits generated by RPMG, LLC. Our ownership interest in RPMG, LLC also entitles us to a seat on its board of directors which is filled by Jodi Johnson, our Chief Executive Officer. The Company accounts for the investment in RPMG at cost minus impairment.

Accounts Receivable and Concentration of Credit Risk


The Company generates accounts receivable from sales of ethanol, distillers grains and corn oil. The Company has entered into agreements with RPMG, Inc. (“RPMG”) for the marketing and distribution of the Company's ethanol, corn oil and dried distiller's grains. Under the terms of the marketing agreement, RPMG bears the risk of loss of nonpayment by their customers. The Company markets its modified distiller's grains internally.


For sales of modified distiller's grains and industrial ethanol, credit is extended based on evaluation of a customer's financial condition and collateral is not required. Accounts receivable are due 30 days from the invoice date. Accounts outstanding longer than the contractual payment terms are considered past due. Internal follow up procedures are followed accordingly. Interest is charged on past due accounts.


All receivables are stated at amounts due from customers net of any allowance for doubtful accounts.credit losses. The Company determines its allowance by considering a number of factors, including the length of time trade accounts receivable are past due, the Company's previous loss history, the customer's perceived current ability to pay its obligation to the Company, and the condition of the general economy and the industry as a whole. The Company writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts.credit losses. The Company hashad an allowance for doubtful accountscredit losses of approximately $274,372$41,675 and $307,784$78,503 at September 30, 20172023 and 2016,2022, respectively.


Inventory


Corn is the primary raw material and, along with other raw materials and supplies, is stated at the lower of cost or marketnet realizable value on a first-in, first-out (FIFO) basis.  Work in process and finished goods, which consists of ethanol, distillers grains and corn oil produced, is stated at the lower of average cost or market.net realizable value.  Spare parts inventory is valued at lower of cost or marketnet realizable value on a FIFO basis.

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Table of Contents
RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2023, 2022 and 2021


Patronage Equity


The Company receives, from certain vendors organized as cooperatives, patronage dividends, which are based on several criteria, including the vendor's overall profitability and the Company's purchases from the vendor. Patronage equity typically represents the Company's share of the vendor's undistributed current earnings which will be paid in either cash or equity interests to the Company at a future date. Investments in cooperatives are stated at cost, plus unredeemed patronage refunds received in the form of capital stock and are included in Other Assets on the Company's balance sheet.

34

RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 2016 and 2015


Derivative Instruments


The Company enters into derivative transactions to hedge its exposure to commodity and interest rate price fluctuations. The Company is required to record these derivatives in the balance sheet at fair value.


In order for a derivative to qualify as a hedge, specific criteria must be met and appropriate documentation maintained. Gains and losses from derivatives that do not qualify as hedges, or are undesignated, must be recognized immediately in earnings. If the derivative does qualify as a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will be either offset against the change in fair value of the hedged assets, liabilities, or firm commitments through earnings or recognized in other comprehensive income until the hedged item is recognized in earnings. Changes in the fair value of undesignated derivatives related to corn are recorded in costs of goods sold within the statements of operations. Changes in the fair value of undesignated derivatives related to ethanol are recorded in revenue within the statements of operations.


Additionally the Company is required to evaluate its contracts to determine whether the contracts are derivatives. Certain contracts that literally meet the definition of a derivative may be exempted as “normal purchases or normal sales.” Normal purchases and normal sales are contracts that provide for the purchase or sale of something other than a financial instrument or derivative instrument that will be delivered in quantities expected to be used or sold over a reasonable period in the normal course of business. Certain corn, ethanol, and distiller'sdistillers grain contracts that meet the requirement of normal purchases or sales are documented as normal and exempted from the accounting and reporting requirements, and therefore, are not marked to market in our financial statements.


Firm Purchase Commitments


The Company typically enters into fixed price contracts to purchase corn to ensure an adequate supply of corn to operate its plant. The Company will generally seek to use exchange traded futures, options or swaps as an offsetting economic hedge position. The Company closely monitors the number of bushels hedged using this strategy to avoid an unacceptable level of margin exposure. Contract prices are analyzed by management at each period end and, if necessary, valued at the lower of cost or marketnet realizable value in the balance sheets.


Allowance for Doubtful Accounts

Management's estimate of the Allowance for Doubtful Accounts is based on management's estimate of the collectability of identified receivables, as well as the aging of customer accounts.

Revenue Recognition


The Company generally sells ethanol and related products pursuant to marketing agreements. RevenuesThe Company recognizes revenue from sales of ethanol and co-products at the point in time when the performance obligations in the contract are recognizedmet, which is when the customer has taken title, whichobtains control of such products and typically occurs whenupon shipment depending on the terms of the underlying contracts. Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. In some instances, the Company enters into contracts with customers that contain multiple performance obligations to deliver volumes of co-products over a contractual period of less than 12 months. The Company allocates the transaction price to each performance obligation identified in the contract based on relative standalone selling prices and recognizes the related revenue as control of each individual product is shipped, has assumedtransferred to the risks and rewardscustomer in satisfaction of ownership, prices are fixed or determinable and collectability is reasonably assured.

the corresponding performance obligation. Revenues are shown net of any fees incurred under the terms of the Company's agreements for the marketing and sale of ethanol and related products. Revenues are also shown net of any discounts given for sales of modified distillers grains.


Long-lived Assets


Property, plant, and equipment are stated at cost. Depreciation is provided over estimated useful lives by use of the straight line method. Maintenance and repairs are expensed as incurred. Major improvements and betterments are capitalized. The present values of capital lease obligations are classified as long-term debt andFor the related assets are included in property, plant and equipment. Amortization of equipment under capital leases is included in depreciation expense.

Depreciation is computed using the straight-line method over the following estimated useful lives:


year
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Table of Contents
RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 20162023, 2022 and 20152021



ended September 30, 2023 the Company capitalized $1.6 million in assets related to structural upgrades to the silos and updates to our Poseidon Tank. The present values of finance lease obligations are classified as a liability and the related assets are included in property, plant and equipment. Amortization of equipment under finance leases is included in depreciation expense.

 Minimum YearsMaximum Years
    Land improvements1530
    Buildings1040
    Plant and equipment740
Depreciation is computed using the straight-line method over the following estimated useful lives:

Minimum YearsMaximum Years
    Land improvements1530
    Buildings1040
    Plant and equipment720
    Railroad1030

Depreciation expense included in cost of goods sold is $5,298,318 for the year ended September 30, 2023, $4,027,744 for the year ended September 30, 2022 and $4,832,462 for the year ended September 30, 2021. Depreciation expense included in general and administrative expenses is $1,037,875 for the year ended September 30, 2023, $299,962 for the year ended September 30, 2022, and $89,069 for the year ended September 30, 2021.

Long-lived assets, such as property, plant, and equipment and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by an asset to the carrying value of the asset. If the carrying value of the long-lived asset is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including, but not limited to, discounted cash flow models, quoted market values and third-party independent appraisals.


Fair Value Measurements


The Company has adopted guidance for accounting for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company has adopted guidance for fair value measurement related to nonfinancial items that are recognized and disclosed at fair value in the financial statements on a nonrecurring basis. The guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements).
 
The three levels of the fair value hierarchy are as follows:
 
·Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
 
·Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability.
 
·Level 3 inputs are unobservable inputs for the asset or liability.
 
The level in the fair value hierarchy within which a fair measurement in its entirety falls is based on the lowest level input that is significant to the fair value measurement in its entirety.
 
Except for those assets and liabilities which are required by authoritative accounting guidance to be recorded at fair value in our balance sheets, the Company has elected not to record any other assets or liabilities at fair value. No events occurred during the fiscal years ended September 30, 20172023 and 20162022 that required adjustment to the recognized balances of assets or liabilities, which are recorded at fair value on a nonrecurring basis.
Grants

The Company recognizes grant proceeds as other income for reimbursement of expenses incurred upon complying with the conditions of the grant. For reimbursements of capital expenditures, the grants are recognized as a reduction of the basis of the asset upon complying with the conditions of the grant. In addition, the Company considers production incentive payments received to be economic grants and includes such amounts in other income when received, as this represents the point at which they are fixed and determinable.

Shipping and Handling

The cost of shipping products to customers is included in cost of goods sold.  Amounts billed to a customer in a sale transaction related to shipping and handling is classified as revenue.


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Table of Contents
RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 20162023, 2022 and 20152021



Fair Value of Financial Instruments

The carrying amounts of cash and cash equivalents, restricted cash, accounts receivable, and accounts payable approximate their fair values because of their short-term nature. The fair values of notes payable approximates the carrying value based on estimated discounted future cash flows using the current rates at which similar loans would be made.

Income Taxes


The Company is treated as a partnership for federal and state income tax purposes and generally does not incur income taxes. Instead, its earnings and losses are included in the income tax returns of the members. Therefore, no provision or liability for federal or state income taxes has been included in these financial statements.


Differences between financial statement basis of assets and tax basis of assets is primarily related to depreciation, derivatives, inventory, compensation and capitalization and amortization of organization and start-up costs for tax purposes, whereas these costs are expensed for financial statement purposes.


The Company has evaluated whether it has any significant tax uncertainties that would require recognition or disclosure. Primarily due to its partnership tax status, the Company does not have any significant tax uncertainties that would require recognition or disclosure. The Company's policy is to recognize interest expense and penalties related to uncertain tax positions as incurred.


Net Income Per Unit


Net income per unit is calculated on a basic and fully diluted basis using the weighted average units outstanding during the period.

Recently Issued Accounting Pronouncements

Revenue from Contracts with Customers

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” which supersedes the guidance in “Revenue Recognition (Topic 605)” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period and is to be applied retrospectively, with early application not permitted. We have evaluated the new standard and anticipate a change in the reporting of revenue as enhanced disclosures will be required. We do not anticipate a significant impact on our financial statements due to the nature of our revenue streams and our revenue recognition policy.

Simplifying the Measurement of Inventory

In July 2015, the FASB issued ASU No. 2015-11, "Simplifying the Measurements of Inventory" regarding inventory that is measured using the first-in, first-out or average cost method. The guidance does not apply to inventory measured using the last-in, first-out or the retail inventory method. The guidance requires inventory within its scope to be measured at the lower of cost or net realizable value, which is the estimated selling price in the normal course of business less reasonable predictable costs of completion, disposal and transportation. These amendments more closely align GAAP with International Financial Reporting Standards (IFRS). ASU 2015-11 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years, and should be applied prospectively with early adoption permitted as of the beginning of an interim or annual reporting period. We have evaluated the new standard and anticipate no significant impact to our financial statements due to the current inventory measurement policy.

Lease Accounting Standards

In February 2016, the FASB issued ASU No. 2016-02, "Leases (topic 842)" which requires a lessee to recognize a right to use asset and a lease liability on its balance sheet for all leases with terms of twelve months or greater. This guidance is effective for fiscal years beginning after December 15, 2018, included interim periods within those years with early adoption permitted. We have evaluated the new standard and expect it will have a material impact on the financial statements as we will have to begin capitalizing leases on the balance sheet when the new standard is implemented. See note 7 for current operating lease commitments.


37

RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 2016 and 2015


Statement of Cash Flows; Restricted Cash

In November 2016, the FASB issued ASU No. 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash" which requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. ASU No. 2016-18 is effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods. The Company has evaluated the new standard and anticipates a change in the presentation of restricted cash on the cash flow statement once the standard is adopted.


Environmental Liabilities


The Company's operations are subject to environmental laws and regulations adopted by various governmental entities in the jurisdiction in which it operates. These laws require the Company to investigate and remediate the effects of the release or disposal of materials at its location. Accordingly, the Company has adopted policies, practices and procedures in the areas of pollution control, occupational health and the production, handling, storage and use of hazardous materials to prevent material, environmental or other damage, and to limit the financial liability which could result from such events. Environmental liabilities, if any, are recorded when the liability is probable and the costs can reasonably be estimated. The Company is not aware of any environmental liabilities identified as of September 30, 2017.2023.


2. CONCENTRATIONS


Coal and Natural Gas


In previous years coal was an important input to our manufacturing process. During the second quarter of our 2015 fiscal year we converted the energy source for our ethanol plant to natural gas. As a result, we do not anticipate using coal to fire the ethanol plant in the future and changes in the price or availability of coal will not impact our operations. However, we maintain the equipment necessary to operate the ethanol plant using coal as the fuel source which management believes could benefit us in the future, especially if natural gas prices increase or natural gas is not available at the ethanol plant. The Company signed a sales agreement with Rainbow Gas Company to supply natural gas to the plant through October 2017.2024. The Company's intentions are to run the plant on natural gas and renew the supply agreement with its current natural gas supplier.


Sales


We are substantially dependent upon RPMG for the purchase, marketing, and distribution of our ethanol, DDGS, and corn oil. RPMG purchases 100% of the ethanol, DDGS, and corn oil produced at our plant, all of which is marketed and distributed to its customers. Therefore, we are highly dependent on RPMG for the successful marketing of our ethanol, DDGS, and corn oil. In the event that our relationship with RPMG is interrupted or terminated for any reason, we believe that we could locate another entity to market the ethanol, DDGS, and corn oil. However, any interruption or termination of this relationship could temporarily disrupt the sale and production of ethanol, DDGS, and corn oil and adversely affect our business and operations
41

Table of Contents
RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2023, 2022 and 2021

and potentially result in a higher cost to the Company. Amounts due from RPMG represent approximately 84%89% and 84%81% of the Company's outstanding trade receivables balance at September 30, 20172023 and 2016,2022, respectively. Approximately 97%93%, 97%90%, and 96%93% of revenues are comprised of sales to RPMG for the yearyears ended September 30, 2017,2023, September 30, 2022 and September 30, 2021, respectively.

3. REVENUE

Revenue Recognition

The Company recognizes revenue from sales of ethanol and co-products at the yearpoint in time when the performance obligations in the contract are met, which is when the customer obtains control of such products and typically occurs upon shipment (depending on the terms of the underlying contracts). Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. In some instances, the Company enters into contracts with customers that contain multiple performance obligations to deliver specified volumes of co-products over a contractual period of less than 12 months. In such instances, the Company allocates the transaction price to each performance obligation identified in the contract based on relative standalone selling prices and recognizes the related revenue when control of each individual product is transferred to the customer in satisfaction of the corresponding performance obligation.

Revenue by Source

The following table disaggregates revenue by major source for the twelve months ended September 30, 20162023, 2022, and 2021.
RevenuesFor the twelve months ended September 30, 2023 (audited)For the twelve months ended September 30, 2022 (audited)For the twelve months ended September 30, 2021 (audited)
Ethanol, E85 and Industrial Ethanol$151,715,123 $167,657,194 $91,624,027 
Distillers Grains36,259,096 35,713,434 21,221,826 
Syrup649,811 1,477,622 1,009,857 
Corn Oil10,823,649 12,114,628 5,070,067 
Other197,739 172,243 158,834 
Total revenue from contracts with customers$199,645,418 $217,135,121 $119,084,611 

Shipping and Handling Costs

We account for shipping and handling activities related to contracts with customers as costs to fulfill our promises to transfer the yearassociated products. Accordingly, we record customer payments associated with shipping and handling costs as a component of revenue and classify such costs as a component of cost of goods sold.


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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2023, 2022 and 2021

Customer Deposits

Customer deposits are contract liabilities for payments in excess of revenue recognized. Customer deposits are recognized when modified distillers grains customers make prepayments on their contracts. The beginning and ending balances for accounts receivable and customer deposits were as follows for the periods ended September 30, 2015, respectively.2023, 2022, and 2021.


September 30, 2023 (audited)September 30, 2022 (audited)September 30, 2021 (audited)
Accounts receivable$7,669,441 $4,879,011 $1,468,521 
Customer deposits$38,294 $10,636 $11,008 
3.

4. DERIVATIVE INSTRUMENTS


Commodity Contracts


As part of its hedging strategy, the Company may enter into ethanol, soybean, soybean oil, natural gas, and corn commodity-based derivatives in order to protect cash flows from fluctuations caused by volatility in commodity prices and in order to protect gross profit margins from potentially adverse effects of market and price volatility on ethanol sales, corn oil sales, and corn purchase commitments where the prices are set at a future date. These derivatives are not designated as effective hedges for accounting purposes. For derivative instruments that are not accounted for as hedges, or for the ineffective portions of qualifying hedges, the change in fair value is recorded through earnings in the period of change. Ethanol derivative and soybean oil derivative fair market value gains or losses are included in the results of operations and are classified as revenue and corn derivative and natural gas derivative changes in fair market value are included in cost of goods sold.

As of:September 30, 2023September 30, 2022
Contract Type# of ContractsNotional Amount (Qty)Fair Value# of ContractsNotional Amount (Qty)Fair Value
Corn options— — bushels$— 1,080 5,400,000 bushels$(1,144,000)
Soybean oil options— — gal— 48 28,800 gal(18,273)
Total fair value$— $(1,162,273)
Amounts are recorded separately on the balance sheet - negative numbers represent liabilities

The following tables provide details regarding the Company's derivative financial instruments at September 30, 2023 and September 30, 2022:
Derivatives not designated as hedging instruments:
Balance Sheet - as of September 30, 2023AssetLiability
Commodity derivative instruments, at fair value$— $— 
Total derivatives not designated as hedging instruments for accounting purposes$— $— 
Balance Sheet - as of September 30, 2022AssetLiability
Commodity derivative instruments, at fair value$— $1,162,273 
Total derivatives not designated as hedging instruments for accounting purposes$— $1,162,273 
38
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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 20162023, 2022 and 20152021



Statement of Operations Income/(expense)Location of gain (loss) in fair value recognized in incomeAmount of gain (loss) recognized in income during the year ended September 30, 2023Amount of gain (loss) recognized in income during the year ended September 30, 2022Amount of gain (loss) recognized in income during the year ended September 30, 2021
Corn derivative instrumentsCost of Goods Sold$2,362,917 $1,615,619 $1,367,491 
Ethanol derivative instrumentsRevenue21,999 454,365 1,487,966 
Natural gas derivative instrumentsCost of Goods Sold(74,000)(107,450)1,410 
Total$2,310,916 $1,962,534 $2,856,867 
are included in the results of operations and are classified as revenue and corn derivative changes in fair market value are included in cost of goods sold.

As of: September 30, 2017 September 30, 2016
Contract Type # of ContractsNotional Amount (Qty)Fair Value # of ContractsNotional Amount (Qty)Fair Value
Corn futures 81
405,000
bushels$16,688
 252
1,260,000
bushels$(104,450)
Corn options 1,800
9,000,000
bushels$(950,000) 2,000
10,000,000
bushels$(111,250)
Total fair value    $(933,312)    $(215,700)

The following tables provide details regarding the Company's derivative financial instruments at September 30, 2017 and September 30, 2016:
Derivatives not designated as hedging instruments:    
     
Balance Sheet - as of September 30, 2017 Asset Liability
Commodity derivative instruments, at fair value $
 $933,312
Total derivatives not designated as hedging instruments for accounting purposes $
 $933,312
     
Balance Sheet - as of September 30, 2016 Asset Liability
Commodity derivative instruments, at fair value $
 $215,700
Total derivatives not designated as hedging instruments for accounting purposes $
 $215,700

Statement of Operations Income/(expense) Location of gain (loss) in fair value recognized in income Amount of gain (loss) recognized in income during the year ended September 30, 2017 Amount of gain (loss) recognized in income during the year ended September 30, 2016 Amount of gain (loss) recognized in income during the year ended September 30, 2015
Corn derivative instruments Cost of Goods Sold $2,111,244
 $6,052,170
 $39,250
Ethanol derivative instruments Revenue 306,180
 (124,458) (274,512)
Soybean oil derivative instruments Revenue 70,518
 (30) (875,961)
Natural gas derivative instruments Cost of Goods Sold 10,780
 (184,540) 
Total   $2,498,722
 $5,743,142
 $(1,111,223)

4.5. INVENTORY
Inventory is valued at lower of cost or market.net realizable value. Inventory values as of September 30, 20172023 and September 30, 20162022 were as follows:
As ofSeptember 30, 2023September 30, 2022
Raw materials, including corn, chemicals and supplies$4,263,403 $6,887,201 
Work in process1,435,905 1,340,059 
Finished goods, including ethanol and distillers grains1,918,439 2,702,129 
Spare parts1,482,198 1,614,644 
Total inventory$9,099,945 $12,544,033 
As of September 30, 2017 September 30, 2016
Raw materials, including corn, chemicals and supplies $11,952,560
 $3,295,435
Work in process 773,786
 754,096
Finished goods, including ethanol and distillers grains 1,577,066
 1,881,560
Spare parts 2,110,330
 2,052,815
Total inventory $16,413,742
 $7,983,906

Lower of cost or marketnet realizable value adjustments for the years ended September 30, 2017,2023, and 20162022 and 20152021 were as follows:

For the year ended September 30, 2023For the year ended September 30, 2022For the year ended September 30, 2021
Loss on firm purchase commitments$535,000 $885,000 $184,000 
Loss on lower of cost or net realizable value adjustment for inventory on hand74,000 337,080 263,777 
Total loss on lower of cost or market adjustments$609,000 $1,222,080 $447,777 
39

RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 2016 and 2015



  For the year ended September 30, 2017 For the year ended September 30, 2016 For the year ended September 30, 2015
Loss on firm purchase commitments $5,000
 $74,000
 $46,000
Loss on lower of cost or market adjustment for inventory on hand 169,624
 583,392
 304,439
Total loss on lower of cost or market adjustments $174,624
 $657,392
 $350,439

The Company has entered into forward corn purchase contracts under which it is required to take delivery at the contract price. At the time the contracts were created, the price of the contract approximated market price. Subsequent changes in market conditions could cause the contract prices to become higher or lower than market prices. As of September 30, 20172023 and 2016,2022, the average price of corn purchased under certain fixed price contracts, that had not yet been delivered, was greater than approximated market price. Based on this information, the Company has an estimated loss on firm purchase commitments of $5,000$535,000 and $74,000$885,000 for the fiscal years ended September 30, 20172023 and 2016,2022, respectively. The loss is recorded in “Loss on firm purchase commitments” on the statements of operations. The amount of the loss was determined by applying a methodology similar to that used in the impairment valuation with respect to inventory. Given the uncertainty of future ethanol prices, this loss may or may not be recovered, and further losses on the outstanding purchase commitments could be recorded in future periods.


The Company recorded inventory valuation impairments of $169,624$74,000 and $583,392$337,080 for the fiscal years ended September 30, 20172023 and 2016,2022, respectively. The impairments, as applicable, were attributable primarily to decreases in market prices of corn and ethanol. The inventory valuation impairment was recorded in “Lower of cost or marketnet realizable value adjustment” on the statements of operations.


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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2023, 2022 and 2021

6. BANK FINANCING

As of September 30, 2017 September 30, 2016
Capital lease obligations (Note 7) $5,538
 $8,135
Total Long-Term Debt 5,538
 8,135
Less amounts due within one year 2,617
 2,597
Total Long-Term Debt Less Amounts Due Within One Year $2,921
 $5,538
Revolving Loan

The Company had a $10 million operating line-of-credit with First National Bank of Omaha that matured on March 20, 2017.


On March 17 2017, we entered into a newFebruary 3, 2022, the Company renewed our $10 million revolving loan (the "Revolving Loan") with U.S.Cornerstone Bank National Association ("U.S. Bank"Cornerstone"). The Revolving Loan replaced the revolving loan we had with First National Bank of Omaha. The maturity date of the Revolving Loan has most recently been renewed and extended on April 6, 2023, and the new maturity date is May 31, 2018. Our ability to draw funds on the Revolving Loan is subject to a borrowing base calculation as set forth in the Credit Agreement.April 5, 2024. At September 30, 2017, we2023, the Company had $10 million available on the Revolving Loan, taking into account the borrowing base calculation. We had $0 drawnLoan. Interest accrues on any outstanding balance on the Revolving Loan at a rate of 1.0% less than the prime rate as published by the Wall Street Journal, adjusted monthly. The Revolving Loan has a minimum interest rate of September 30, 2017.5.0%. The variable interest rate on September 30, 20172023 was 3.02%7.5%.

Construction Loans

On October 28, 2022, we entered into a $25 million loan to replace the First Construction Loan and CCS Construction Loan. The maturity date of the Loan is January 31, 2032. The fixed interest rate is 4.65%. OfAt September 30, 2023 the $10 million revolving line-of-credit,outstanding balance on the combined CCS loan is approximately $22 million.

Paycheck Protection

On April 16, 2020, the Company received a Paycheck Protection Program Loan (the "PPP Loan") for $873,400 with Cornerstone. The maturity date of the PPP Loan was not allowed to draw $687,597 which is reserved as a sourceApril 16, 2022. The fixed interest rate was 1%. Under the terms of funds to support a guaranteed paymentthe loan, the Company agreed to related to its natural gas pipeline. Whileapplied for forgiveness of the entire amount of the PPP Loan on October 31, 2020, in accordance with PPP regulations, which provided for the possibility of loan forgiveness because the Company does not expect that it will be required to make a direct paymentused all the proceeds of the PPP Loan for qualifying expenses in accordance with PPP requirements. The entire amount of the natural gas pipeline, the Company's agreement requires it to have funds available in the eventPPP Loan was forgiven on January 20, 2021. The forgiven amount was recorded as other income.

Ethanol Recovery Program

On July 13, 2020 the Company received a loan through the Bank of North Dakota Ethanol Recovery Program and Cornerstone Bank for $5.41 million. The Ethanol Recovery Program was developed by the North Dakota Ethanol Producers Association and the Bank of North Dakota to use the existing Biofuels Partnership in Assisting Community Expansion ("PACE") program and Value-added Guarantee Loan program to help ethanol production facilities weather the economic challenges caused by the COVID-19 pandemic. Ethanol producers could qualify for up to $15 million dollars of a low interest loan of 1% based on the amount of such producers' annual corn grind. On December 31, 2021 we received forgiveness of $2.65 million of the loan. The maturity date of the loan is requiredJuly 13, 2025. At September 30, 2023 the outstanding balance was approximately $306,000. The fixed interest rate on September 30, 2023 was 3.75% with an interest rate buy down through the Bank of North Dakota to make the guaranteed payment. See note 7 for the Company's additional future minimum lease commitments.1%.
The Company's loans are secured by a lien on substantially all of the assets of the Company. As of September 30, 2017, the Company was in compliance with all of its debt covenants.


Schedule of debt maturities for the years ended September 30Totals
2024$2,341,784 
20252,134,246 
20262,229,314 
20272,335,215 
20282,446,147 
Thereafter11,043,852 
Total$22,530,558 
6.
7. FAIR VALUE MEASUREMENTS


The following table provides information on those assets and liabilities that are measured at fair value on a recurring basis as of September 30, 20172023 and September 30, 2016,2022, respectively.

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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 20162023, 2022 and 20152021



Fair Value Measurement Using
Carrying Amount as of September 30, 2023Fair Value as of September 30, 2023Level 1Level 2Level 3
Liabilities
Commodities derivative instruments$— $— $— $— $— 
Fair Value Measurement Using
Carrying Amount as of September 30, 2022Fair Value as of September 30, 2022Level 1Level 2Level 3
Liabilities
Commodities derivative instruments$1,162,273 $1,162,273 $1,162,273 $— $— 
     Fair Value Measurement Using
 Carrying Amount as of September 30, 2017 Fair Value as of September 30, 2017 Level 1 Level 2 Level 3
Liabilities         
Commodities derivative instruments$933,312
 $933,312
 $933,312
 $
 $
          
     Fair Value Measurement Using
 Carrying Amount as of September 30, 2016 Fair Value as of September 30, 2016 Level 1 Level 2 Level 3
Liabilities         
Commodities derivative instruments$215,700
 $215,700
 $215,700
 $
 $
 
 
 
 
 


The fair value of the corn, ethanol and soybean oil derivative instruments is based on quoted market prices in an active market.


7.8. LEASES


The Company leases equipment under operatingrailcar and capitalplant equipment. Operating lease right of use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The Company uses its estimated incremental borrowing rate, unless an implicit rate is readily determinable, as the discount rate for each lease in determining the present value of lease payments. For the twelve months ended September 30, 2023, the Company's estimated discount rate was 4.75%. Operating lease expense is recognized on a straight-line basis over the lease term.

The Company determines if an arrangement is a lease or contains a lease at inception. The Company's leases through January 2023. have remaining lease terms of approximately 1 year to 7 years, which may include options to extend the lease when it is reasonably certain the Company will exercise those options. At September 30, 2023, the weighted average remaining lease term is 5 years. The Company does not have lease arrangements with residual value guarantees, sale leaseback terms, or material restrictive covenants. The Company does not have any sublease agreements.

The Company is generally responsible for maintenance, taxes, and utilities for leased equipment. Equipment under operating lease includes a locomotive and rail cars. Rent expense for operating leases was approximately $637,000$867,000 for the year ended September 30, 2017, $521,0002023, $948,000 for the year ended September 30, 20162022, and $494,000$750,000 for the year ended September 30, 2015. 2021.

Equipment under capitalfinancing leases consists of office equipment and plant equipment.

Equipment under capitalfinancing leases is as follows at:
As ofSeptember 30, 2023September 30, 2022
Equipment$493,414 $493,414 
Less accumulated amortization(243,277)(219,833)
Net equipment under finance lease$250,137 $273,581 
As ofSeptember 30, 2017 September 30, 2016
Equipment$483,488
 $483,488
Less accumulated amortization(120,029) (98,570)
Net equipment under capital lease$363,459
 $384,918



At September 30, 2017,2023, the Company had the following minimum commitments, which at inception had non-cancelable terms of more than one year. Amounts shown below are for the years ending September 30:


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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 20162023, 2022 and 20152021



Operating LeasesFinancing Leases
2024$376,021 $4,611 
2025381,258 679 
2026409,434 
2027404,817 
2028551,019 
Total minimum lease commitments$2,122,549 $5,290 
Less amount representing interest— 
Present value of minimum lease commitments included in notes payable on the balance sheet$5,290 

  Operating Leases Capital Leases
2018 $429,613
 $2,617
2019 338,700
 2,921
2020 235,223
 
2021 184,367
 
2022 132,600
 
Thereafter 44,200
 
Total minimum lease commitments $1,364,703
 5,538
Less amount representing interest   
Present value of minimum lease commitments included in current maturities of long-term debt on the balance sheet   $5,538

8.9. MEMBERS' EQUITY


The Company has one class of membership units outstanding (Class A) with each unit representing a pro rata ownership interest in the Company's capital, profits, losses, and distributions. As of September 30, 20172023, 2022, and 2016,2021 there were 41,466,340 and 40,148,160 units issued and outstanding, respectively. The Company held a total of 140,000 and 140,000 treasury units as of September 30, 20172023, 2022, and 2016,2021, respectively.


Total units authorized are 42,373,97340,288,160 as of September 30, 20172023, 2022, and 2016.2021.


Unregistered Units Sales by the Company.


On October 10, 2016, the Company issued two million of the Company's membership units to Bismarck Land Company, LLC as part of the consideration for the acquisition of 338 acres of land adjacent to the ethanol plant that the Company will use to expand its rail yard. The membership units were issued pursuant to the exemption from registration set forth in Regulation D, Rule 506(b), as Bismarck Land Company, LLC is an accredited investor.

Unit Purchases By the Company.

681,820 Units were purchased other than through a publicly announced plan or program, pursuant to a Membership Unit Repurchase Agreement, a private transaction between the Company and a Member.

9.10. COMMITMENTS AND CONTINGENCIES


Firm Purchase Commitments


Corn


To ensure an adequate supply of corn to operate the Plant, the Company enters into contracts to purchase corn from local farmers and elevators. At September 30, 2017,2023, the Company had various fixed price contracts for the purchase of approximately 16 million bushels of corn. Using the stated contract price for the fixed price contracts, the Company had commitments of approximately $3.3$30.9 million related to the 16 million bushels under contract. The Company also has various unpriced basis contracts for the purchase of approximately 530,000 bushels of corn that have been delivered to the plant. The purchase price of these bushels will be set at the time of pricing the contracts either at the December 2017 or July 2018 index price less basis. The estimated accrued payable for these bushels is $2.72 million. The deadline for pricing 390,000 of the bushels was November 22, 2017 and the deadline for pricing the remaining 140,000 bushels is June 28, 2018.

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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 2016 and 2015




Water


To meet the plant's water requirements, we entered into a ten-yearten-year contract with Southwest Water Authority to purchase raw water.  Our contract requires us to purchase a minimum of 160 million gallons of water per year. The minimum estimated liability for this contract is $424,000 per year.


Profit and Cost Sharing Agreement
10.
The Company entered into a Profit and Cost Sharing Agreement with Bismarck Land Company, LLC, which became effective on November 1, 2016. The Profit and Cost Sharing Agreement provides that the Company will share 70% of the net revenue generated by the Company from business activities which are brought to the Company by Bismarck Land Company, LLC and conducted on the real estate purchased from the Bismarck Land Company, LLC. The real estate was initially purchased in exchange for 2 million membership units of the Company at $1.66 per unit. This obligation will terminate ten years after the real estate closing date of October 11, 2016 or after Bismarck Land Company, LLC receives $10 million in proceeds from the agreement. In addition, the Profit and Cost Sharing Agreement provides that the Company will pay Bismarck Land Company, LLC 70% of any net proceeds received by the Company from the sale of the subject real estate if a sale were to occur prior to termination of this obligation in accordance with to the $10 million cap and the 10 year termination of this obligation. The Company paid Bismarck Land Company, LLC $400,000 during our 2023 fiscal year and has paid a total of $1,647,581 as of September 30, 2023.

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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2023, 2022 and 2021

11. DEFINED CONTRIBUTION RETIREMENT PLAN


The Company established a 401k retirement plan for its employees effective January 1, 2011. The Company matches employee contributions to the plan up to 4% of employee's gross income. The Company contributed approximately $138,000, $131,000,$183,000, $155,000, and $99,000$130,000 to the 401k plan for the years ended September 30, 20172023 and 2016,2022, and 2015,2021, respectively.


11.12. RELATED-PARTY TRANSACTIONS


The Company has balances and transactions in the normal course of business with various related parties for the purchase of corn, sale of distillers grains, and sale of ethanol. The related parties include unit holders, members of the board of governors of the Company, and our third party marketer, RPMG, Inc. (“RPMG”). whom we have an ownership interest in. Significant related party activity affecting the financial statements is as follows:
September 30, 2023September 30, 2022
Balance Sheet
Accounts receivable$6,939,350 $4,086,689 
Accounts Payable1,299,333 60,412 
Accrued Expenses— 7,645 
For the year ended September 30, 2023For the year ended September 30, 2022For the year ended September 30, 2021
Statement of Operations
Revenues$188,262,423 $202,902,678 $107,501,604 
Cost of goods sold3,338,134 3,249,001 1,851,143 
General and administrative39,889 — 169,910 
Inventory Purchases$38,614,812 $40,383,126 $14,080,623 

   September 30, 2017 September 30, 2016
Balance Sheet     
Accounts receivable  $4,027,061
 $3,472,359
Accounts Payable  1,569
 
Accrued Expenses  925,503
 1,672,349
      
 For the year ended September 30, 2017 For the year ended September 30, 2016 For the year ended September 30, 2015
Statement of Operations     
Revenues$106,405,797
 $101,388,073
 $98,635,060
Realized gain on corn hedge
 
 925,400
Cost of goods sold41,589
 154,492
 100,814
General and administrative75,732
 128,070
 78,565
Other income /expense247,307
 583,739
 1,190,501
Inventory Purchases$45,202,152
 $20,864,977
 $13,377,243

12.13. SUBSEQUENT EVENTS


Management evaluated all other activityOn December 20, 2023 the board of the Company and concluded that no subsequent events have occurred that would require recognitiondirectors declared a $0.15 distribution payable to shareholders as of record on December 20, 2023. The distribution will be paid in the financial statements or disclosure in the notes to the financial statements.January 2024.


13.
14. UNCERTAINTIES IMPACTING THE ETHANOL INDUSTRY AND OUR FUTURE OPERATIONS


The Company has certain risks and uncertainties that it experiences during volatile market conditions, which can have a severe impact on operations. The Company's revenues are derived from the sale and distribution of ethanol and distillers grains to customers primarily located in the United States. Corn for the production process is supplied to the plant primarily from local agricultural producers and from purchases on the open market. The Company's operating and financial performance is largely driven by prices at which the Company sells ethanol and distillers grains and by the cost at which it is able to purchase corn for operations. The price of ethanol is influenced by factors such as prices, supply and demand, weather, government policies and programs, and unleaded gasoline and the petroleum markets, although since 2005 the prices of ethanol and gasoline began a divergence with ethanol selling for less than gasoline at the wholesale level. Excess ethanol supply in the market, in particular, puts downward pressure on the price of ethanol. The Company's largest cost of production is corn. The cost of corn is generally impacted by

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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2017, 2016 and 2015


factors such as supply and demand, weather, government policies and programs. The Company's risk management program is used to protect against the price volatility of these commodities.


The Company's financial performance is highly dependent on the Federal Renewable Fuels Standard ("RFS") which requires that a certain amount of renewable fuels must be used each year in the United States. Corn based ethanol, such as the ethanol the Company produces, can be used to meet a portion of the RFS requirement. In November 2013, the EPA issued a proposed rule which would reduce the RFS for 2014, including the RFS requirement related to corn based ethanol. The EPA proposed
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RED TRAIL ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2023, 2022 and 2021

rule was subject to a comment period which expired in January 2014. On November 30, 2015, the EPA released its final ethanol use requirements for 2014, 2015, and 2016 which are lower than the statutory requirements in the RFS. In addition, on May 31, 2016, the EPA issued a proposed renewable volume obligation for 2017 of 14.8 billion gallons of conventional biofuels, still lower than the statutory requirement in the RFS. However, the final RFS for 2017 equaled the statutory requirement which was also the case for the 2018, 2019 and 2020 RFS final rule.rules. On June 21, 2023, the EPA issued the final renewable volume obligation for 2023, 2024, and 2025 which were set at 15 billion gallons for conventional biofuels.


The Company anticipates that the results of operations during fiscal 2018year 2024 will be affected by volatility in the commodity markets. The volatility is due to various factors, including uncertainty with respect to the availability and supply of corn due to increased demand for grain from global and national markets, the 2023 drought that ranged from across the plains, Midwest, and South regions, speculation in the commodity markets, and demand for corn from the ethanol industry and drought conditions currently being experienced by much of the United States.industry.


14.15. QUARTERLY FINANCIAL DATA (UNAUDITED)


Summary quarter results are as follows:

Year Ended September 30, 2017First QuarterSecond QuarterThird QuarterFourth Quarter
Revenues$30,004,460
$27,074,946
$28,536,654
$23,993,299
Gross profit2,876,530
189,431
2,403,856
2,077,609
Operating income (loss)2,185,596
(558,381)1,838,459
1,699,480
Net income (loss)2,771,962
(463,068)1,901,021
4,154,935
Net income (loss) per unit-basic and diluted0.07
(0.01)0.05
0.10
     
Year Ended September 30, 2016First QuarterSecond QuarterThird QuarterFourth Quarter
Revenues$25,439,795
$26,015,741
$26,789,485
$26,914,581
Gross profit1,161,135
1,050,120
3,946,808
1,586,674
Operating income528,652
431,677
3,292,745
1,101,725
Net income503,711
984,084
3,325,914
1,099,848
Net income per unit-basic and diluted0.01
0.02
0.08
0.03
     
Year Ended September 30, 2015First QuarterSecond QuarterThird QuarterFourth Quarter
Revenues$29,612,851
$16,991,326
$28,571,787
$25,635,027
Gross profit1,831,271
1,544,009
274,491
5,177,055
Operating income (loss)1,286,504
955,723
(196,778)4,309,594
Net income1,173,920
2,147,814
11,987
5,233,540
Net income per unit-basic and diluted0.03
0.05

0.13
Year Ended September 30, 2023First QuarterSecond QuarterThird QuarterFourth Quarter
Revenues$44,498,440 $54,652,822 $49,690,760 $50,803,396 
Gross profit (loss)3,389,237 962,698 1,652,430 6,050,223 
Operating income (loss)2,148,927 (585,455)341,954 4,336,700 
Net income (loss)1,865,215 (799,450)136,250 4,359,240 
Net income (loss) per unit-basic and diluted0.05 (0.02)— 0.11 
Year Ended September 30, 2022First QuarterSecond QuarterThird QuarterFourth Quarter
Revenues$60,827,197 $51,677,779 $55,720,460 $48,909,685 
Gross profit (loss)17,809,414 5,079,156 6,437,590 (3,019,210)
Operating income (loss)16,712,235 4,419,297 5,638,600 (4,264,765)
Net income (loss)19,371,546 4,439,004 9,921,072 (4,234,942)
Net income (loss) per unit-basic and diluted0.48 0.11 0.25 (0.11)
Year Ended September 30, 2021First QuarterSecond QuarterThird QuarterFourth Quarter
Revenues$27,557,555 $34,264,089 $42,741,846 $14,521,121 
Gross profit (loss)3,653,352 6,125,603 10,370,203 (5,180,048)
Operating income (loss)2,243,816 5,215,440 9,516,024 (5,245,415)
Net income (loss)2,265,694 6,093,896 9,505,434 (5,239,345)
Net income (loss) per unit-basic and diluted0.06 0.15 0.24 (0.13)


The above quarterly financial data is unaudited, but in the opinion of management, all material adjustments necessary for a fair presentation of the selected data for these periods presented have been included.



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ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUTINGACCOUNTING AND FINANCIAL DISCLOSURE
    
None.


ITEM 9A.    CONTROLS AND PROCEDURES


Evaluation of Disclosure Controls and Procedures
 
The Company has established disclosure controls and procedures that are designed to ensure that information required to be disclosed in reports filed or submitted under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission and, as such, is accumulated and communicated to the Company’s management, including our Chief Executive Officer ("CEO"), Gerald Bachmeier,Jodi Johnson, and Chief Financial Officer ("CFO"), Jodi Johnson,Joni Entze, as appropriate, to allow timely decisions regarding required disclosure. Management, together with our CEO and CFO, evaluated the effectiveness of the Company’s disclosure controls and procedures, as defined in Rule 13a-15(e) of the Exchange Act, as of September 30, 20172023.  Based on their evaluation, the CEO and CFO concluded that our disclosure controls and procedures were not effective as of September 30, 20172023.
 
Management's Report on Internal Control over Financial Reporting

The Company's    Our management is responsible for establishing and maintaining adequate internal control over financial reporting as such term is(as defined in Rule 13a-15(f) under the Securities Exchange Act Rule 13a-15(f)of 1934, as amended). InternalManagement conducted an evaluation of the effectiveness of our internal control over financial reporting is a process designed to provide reasonable assurance regardingbased on the reliabilitycriteria set forth in the 2013 Internal Control-Integrated Framework issued by the Committee of financial reporting andSponsoring Organizations of the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.Treadway Commission ("COSO").

    
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
 
Under the supervision and with the participation of our management, including the CEO and CFO, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of September 30, 20172023 based upon Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO").
A material weakness is a deficiency, or a combination of deficiencies, inCOSO. Based on this evaluation, management has concluded that our internal control over financial reporting such that there is a reasonable possibility that a material misstatementwas effective as of the Company's annual or interim financial statements will not be prevented or detected on a timely basis.September 30, 2023.
  
As of September 30, 2017, we did not maintain effective monitoring and oversight of controls over the recognition of other income. Specifically, there was an error in the recognition of receipt of insurance proceeds from a claim paid before September 30th. These errors resulted in adjustments to our financial statements as of and for the year ended September 30, 2017.
The errors arising from the underlying deficiency are not material to the financial statements reported in any interim or annual period and therefore, did not result in a revision to previously filed financial statements. However, this control deficiency could result in misstatements of the aforementioned accounts and disclosures that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected in a timely manner. Accordingly, we have determined that this control deficiency constitutes a material weakness.
Because of this material weakness, management concluded that we did not maintain effective internal control over financial reporting as of September 30, 2017, based on criteria described in Internal Control – Integrated Framework (2013) issued by COSO.

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. As we are a non-accelerated filer, management's report is not subject to attestation by our registered public accounting firm pursuant to Section 404(c) of the Sarbanes-Oxley Act of 2002 that permits us to provide only management's report in this annual report.


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Remediation of the Material Weakness
The Company is evaluating the material weakness and developing a plan of remediation to strengthen our overall internal control.  The remediation plan will include the following actions:

A review and updating of month-end standard operating procedures.
An additional step was added for the CFO and CEO to review all unusual transactions prior to financial statement preparation.
The Company is committed to maintaining a strong internal control environment and believes that these remediation efforts will represent significant improvements in our controls.  The Company has started to implement these steps. Additional controls may also be required over time. Until the remediation steps set forth above are fully implemented and tested, the material weakness described above will continue to exist.

Changes in Internal Control over Financial Reporting
 
There were no changes in the Company’s internal control over financial reporting during the fourth quarter of our fiscal year ended September 30, 20172023, that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
 
Inherent Limitations on Effectiveness of Controls
 
The Company's management, including the Company’s CEO and CFO, does not expect that the Company's disclosure controls and procedures or the Company's internal control over financial reporting will prevent or detect all error and all fraud. A control system, regardless of how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system will be met.  These inherent limitations include the following:
 
Judgments in decision-making can be faulty, and control and process breakdowns can occur because of simple errors or mistakes.


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Controls can be circumvented by individuals, acting alone or in collusion with each other, or by management override.


The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.


Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.
 
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.


ITEM 9B.    OTHER INFORMATION


None.    No director or officer of the Company adopted or terminated any contractor, instruction or written plan for the purchase or sale of the Company's securities. No trades were made by the Company or any of the Company's directors or officers in the last quarter ended September 30, 2023. The Company did not adopt or terminate any Rule 10b5-1 trading arrangement in the Company's last quarter ended September 30, 2023.



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ITEM 9C.    DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Table of Contents

    Not applicable.



PART III


ITEM 10. GOVERNOR, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE


The information required by this Item is incorporated by reference in the definitive proxy statement from our 20182024 Annual Meeting of Members to be filed with the Securities and Exchange Commission within 120 days of our 20172023 fiscal year end. This proxy statement is referred to in this report as the "2018"2024 Proxy Statement."


ITEM 11. EXECUTIVE COMPENSATION.


The information required by this Item is incorporated by reference to the 20182024 Proxy Statement.


ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED MEMBER MATTERS.


The information required by this Item is incorporated by reference to the 20182024 Proxy Statement.


ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND GOVERNOR INDEPENDENCE


The information required by this Item is incorporated by reference to the 20182024 Proxy Statement.


ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.


The information required by this Item is incorporated by reference to the 20182024 Proxy Statement.


PART IV


ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.


Exhibits Filed as Part of this Report and Exhibits Incorporated by Reference.


The following exhibits and financial statements are filed as part of, or are incorporated by reference into, this report:
 
(1)
Financial Statements

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(1)Financial Statements

The financial statements appear beginning at page 3032 of this report.


(2)
Financial Statement Schedules

(2)Financial Statement Schedules

All supplemental schedules are omitted as the required information is inapplicable or the information is presented in the financial statements or related notes.
 
(3)Exhibits
(3)Exhibits

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Exhibit No.ExhibitFiled HerewithIncorporated by Reference
3.1Filed as Exhibit 3.1 to the registrant's registration statement on Form 10-12G (000-52033) and incorporated by reference herein.
3.2Filed as exhibit 3.1 to our Current Report on Form 8-K on August 6, 2008. (000-52033) and incorporated by reference herein.
4.1Filed as Exhibit 4.1 to the registrant's registration statement on Form 10-12G (000-52033) and incorporated by reference herein.
4.2Filed as Exhibit 4.2 to our Annual Report on Form 10-K for the year ended December 31, 2006. (000-52033) and incorporated by reference herein.
10.14.3Filed as Exhibit 4.3 to our Annual Report on Form 10-K for the fiscal year ended September 30, 2021 (000-52033) and incorporated by reference herein.
10.1Filed as Exhibit 10.1 to the registrant's registration statement on Form 10-12G (000-52033) and incorporated by reference herein.
10.2Filed as Exhibit 10.10 to the registrant's registration statement on Form 10-12G (000-52033) and incorporated by reference herein.
10.3Filed as Exhibit 10.12 to the registrant's registration statement on Form 10-12G/A-3 (000-52033) and incorporated by reference herein.
10.4Filed as Exhibit 10.12 at Exhibit D to the registrant's registration statement on Form 10-12G/A-3 (000-52033) and incorporated by reference herein.
10.5Filed as Exhibit 10.19 to the registrant's registration statement on Form 10-12G (000-52033) and incorporated by reference herein.
10.6Filed as Exhibit 10.20 to the registrant's registration statement on Form 10-12G (000-52033) and incorporated by reference herein.
10.7Filed as Exhibit 10.21 to the registrant's registration statement on Form 10-12G (000-52033) and incorporated by reference herein.
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10.8Filed as Exhibit 10.28 to the registrant's registration statement on Form 10-12G (000-52033) and incorporated by reference herein.
10.9Filed as Exhibit 10.29 to the registrant's second amended registration statement on Form 10-12G/A (000-52033) and incorporated by reference herein.
10.10Filed as Exhibit 10.30 to the registrant's second amended registration statement on Form 10-12G/A (000-52033) and incorporated by reference herein.
10.11Filed as Exhibit 10.31 to the registrant's second amended registration statement on Form 10-12G/A (000-52033) and incorporated by reference herein.

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10.12Filed as Exhibit 10.34 to our Annual Report on Form 10-K for the year ended December 31, 2006. (000-52033) and incorporated by reference herein.
10.13Filed as Exhibit 10.36 to our Annual Report on Form 10-K for the year ended December 31, 2006. (000-52033) and incorporated by reference herein.
10.14Filed as Exhibit 10.37 to our Annual Report on Form 10-K for the year ended December 31, 2006. (000-52033) and incorporated by reference herein.
10.15Filed as Exhibit 10.38 to our Annual Report on Form 10-K for the year ended December 31, 2006. (000-52033) and incorporated by reference herein.
10.16Filed as Exhibit 10.41 to our Annual Report on Form 10-K for the year ended December 31, 2007 (000-52033) and incorporated by reference herein.
10.17Filed as Exhibit 10.42 to our Annual Report on Form 10-K for the year ended December 31, 2007 (000-52033) and incorporated by reference herein.
10.18Filed as Exhibit 10.44 to our Annual Report on Form 10-K for the year ended December 31, 2007 (000-52033) and incorporated by reference herein.
10.19Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2008 (000-52033) and incorporated by reference herein.
10.20Filed as exhibit 99.1 to our Current Report on Form 8-K filed with the SEC on August 13, 2008 (000-52033) and incorporated by reference herein.
10.21Filed as exhibit 4.2 to our Current Report on Form 8-K filed with the SEC on June 1, 2009 (000-52033) and incorporated by reference herein.
10.22Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2009 (000-52033) and incorporated by reference herein.
10.23Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2010 (000-52033) and incorporated by reference herein.
53



10.24Filed as Exhibit 99.1 to our Current Report on Form 8-K filed with the SEC on December 20, 2010 (000-52033) and incorporated by reference herein.
10.25Filed as Exhibit 10.56 to our Current Report on Form 10-K for the fiscal year ended December 31, 2010 (000-52033) and incorporated by reference herein.
10.26Filed as Exhibit 99.2 to our Current Report on Form 8-K dated June 1, 2011 (000-52033) and incorporated by reference herein.
10.27Filed as Exhibit 10.1 to our Current Report on Form 10-Q for the quarter ended June 30, 2011 (000-52033) and incorporated by reference herein.
10.28Filed as Exhibit 10.60 to our Current Report on Form 10-K for the transition period ended September 30, 2011 (000-52033) and incorporated by reference herein.

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10.29Filed as Exhibit 10.1 to our Current Report on Form 10-Q for the quarter ended March 31, 2012 (000-52033) and incorporated by reference herein.
10.30Filed as Exhibit 10.62 to our Annual Report on Form 10-K for the fiscal year ended September 30, 2012 (000-52033) and incorporated by reference herein.
10.31Filed as Exhibit 10.63 to our Annual Report on Form 10-K for the fiscal year ended September 30, 2012 (000-52033) and incorporated by reference herein.
10.32Filed as Exhibit 10.64 to our Annual Report on Form 10-K for the fiscal year ended September 30, 2012 (000-52033) and incorporated by reference herein.
10.33Filed as Exhibit 10.31 to our Annual report on Form 10-K for the fiscal year ended September 30, 2013 (000-52033) and incorporated by reference herein.
10.34Filed as Exhibit 10.32 to our Annual report on Form 10-K for the fiscal year ended September 30, 2014 (000-52033) and incorporated by reference herein.
10.35Filed as Exhibit 10.1 to our Quarterly report on Form 10-Q for the quarter ended March 31, 2015 (000-52033) and incorporated by reference herein.
10.36Filed as Exhibit 10.2 to our Quarterly report on Form 10-Q for the quarter ended March 31, 2015 (000-52033) and incorporated by reference herein.
10.37Filed as Exhibit 10.3 to our Quarterly report on Form 10-Q for the quarter ended March 31, 2015 (000-52033) and incorporated by reference herein.
10.38Filed as Exhibit 10.4 to our Quarterly report on Form 10-Q for the quarter ended March 31, 2015 (000-52033) and incorporated by reference herein.
54



10.39Filed as Exhibit 10.5 to our Quarterly report on Form 10-Q for the quarter ended March 31, 2015 (000-52033) and incorporated by reference herein.
10.40Filed as Exhibit 10.1 to our Quarterly report on Form 10-Q for the quarter ended March 31, 2017 and incorporated by reference herein.
31.110.41Filed as Exhibit 10.1 to our Quarterly report on Form 10-Q for the quarter ended December 31, 2019 and incorporated by reference herein.
10.42Filed as Exhibit 10.2 to our Quarterly report on Form 10-Q for the quarter ended December 31, 2019 and incorporated by reference herein.
10.43Filed as Exhibit 10.3 to our Quarterly report on Form 10-Q for the quarter ended December 31, 2019 and incorporated by reference herein.
10.44Filed as Exhibit 10.4 to our Quarterly report on Form 10-Q for the quarter ended December 31, 2019 and incorporated by reference herein.
10.45Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended December 31, 2020 (000-52033) and incorporated by reference herein.
10.46Filed as Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended December 31, 2020 (000-52033) and incorporated by reference herein
31.1X
31.2X
32.1X
32.2X
101101.INSThe following financial information from Red Trail Energy, LLC's Annual Report on Form 10-K forInline XBRL Instance DocumentX
101.SCHInline XBRL Schema DocumentX
101.CALInline XBRL Calculation DocumentX
101.LABInline XBRL Labels Linkbase DocumentX
101.PREInline XBRL Presentation Linkbase DocumentX
101.DEFInline XBRL Definition Linkbase DocumentX
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in the fiscal year ended September 30, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Balance SheetsInteractive Data Files submitted as of September 30, 2017 and 2016, (ii) Statements of Operations for the fiscal years ended September 30, 2017, 2016 and 2015, (iii) Statement of Changes in Members' Equity; (iv) Statements of Cash Flows for the fiscal years ended September 30, 2017, 2016 and 2015, and (v) the Notes to Financial Statements.**Exhibit 101)




(+) Confidential Treatment Requested.

50




(X) Filed herewith.
(**) Furnished herewith



51
55






ITEM 16. FORM 10-K SUMMARY

    None.

SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
RED TRAIL ENERGY, LLC
Date:December 29, 2023RED TRAIL ENERGY, LLC/s/ Jodi Johnson
Jodi Johnson
Date:December 15, 2017/s/ Gerald Bachmeier
Gerald Bachmeier
President and Chief Executive Officer
(Principal Executive Officer)
Date:December 15, 201729, 2023/s/ Jodi JohnsonJoni Entze
Jodi JohnsonJoni Entze
Chief Financial Officer
(Principal Financial and Accounting Officer)


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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Date:December 15, 201729, 2023/s/ Gerald Bachmeier
Gerald Bachmeier, Chief Executive Officer and President
(Principal Executive Officer)
Date:December 15, 2017/s/ Jodi Johnson
Jodi Johnson, Chief Financial Officer and Treasurer
(Principal Financial Officer)
Date:December 15, 2017/s/ Sid Mauch
Sid Mauch, Chairman and Governor
Date:December 15, 201729, 2023/s/ Anthony MockSyd Lawler
Anthony Mock,Syd Lawler, Governor
Date:December 15, 201729, 2023/s/ Ambrose Hoff
Ambrose Hoff, Secretary and Governor
Date:December 15, 201729, 2023/s/ Ron Aberle
Ron Aberle, Governor
Date:December 15, 201729, 2023/s/ Mike Appert
Mike Appert, Governor
Date:December 15, 201729, 2023/s/ Frank Kirschenheiter
Frank Kirschenheiter, Governor
Date:December 15, 201729, 2023/s/ William A. Price
William A. Price, Governor

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