DEBT FINANCING | 9 Months Ended |
Jul. 31, 2014 |
Debt Disclosure [Abstract] | ' |
DEBT FINANCING | ' |
DEBT FINANCING |
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Debt financing consists of the following: |
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| July 31, 2014 | | October 31, |
2013 |
Term note payable to lending institution, see terms below. | $ | — | | | $ | 16,577,641 | |
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Revolving term loan to lending institution, see terms below. | 7,486,628 | | | 5,979,876 | |
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Assessments payable. | 2,440,743 | | | 2,604,678 | |
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Note payable to electrical company. | 237,500 | | | 293,750 | |
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Note payable on pipeline assets (Agrinatural), see terms below. | — | | | 1,013,132 | |
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Note payable to noncontrolling interest member of Agrinatural. | 300,000 | | | 300,000 | |
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Corn oil recovery system note payable. | 263,488 | | | 640,653 | |
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Subordinated convertible debt. | — | | | 4,143,000 | |
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Total | 10,728,359 | | | 31,552,730 | |
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Less amounts due on demand or within one year | 955,752 | | | 3,371,575 | |
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Net long term debt | $ | 9,772,607 | | | $ | 28,181,155 | |
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Term Note Payable |
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The Company had a term loan with AgStar Financial Services, FCLA ("AgStar"). The Company was making equal monthly payments of principal and interest of approximately $223,000 on the term loan based on a 10-year amortization, provided the entire principal balance and accrued and unpaid interest on the term loan was due and payable in full on the maturity date of September 1, 2016. On July 30, 2014, using funds from the Credit Facility that the Company executed with AgStar, the Company repaid the entire outstanding balance of our credit facilities under the Sixth Amended and Restated Master Loan Agreement dated May 17, 2013 with AgStar. |
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Revolving Term Loan |
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The Company had a three-year revolving term loan commitment in the amount of $18.5 million, under which AgStar agreed to make periodic advances to the Company up to this original amount until September 1, 2016. |
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On July 29, 2014, the Company entered into a new master loan agreement and related loan documents (the “Credit Facility”) the with AgStar Financial Services, FCLA (“AgStar”). The Credit Facility provides the Company with a new comprehensive revolving term loan commitment in the amount of $28 million (the “Revolving Term Loan”), under which AgStar agreed to make one or more advances to the Company for use by the Company to repay the Company's debt currently outstanding with AgStar, provide a loan financing to Agrinatural Gas, LLC, the Company's indirect subsidiary, provide working capital to the Company, and pay fees and expenses in connection with the Company's refinancing. Following the loan closing, the Company had approximately $7.5 million outstanding on the Revolving Term Loan. |
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Amounts borrowed by the Company under the Revolving Term Loan and repaid or prepaid may be re-borrowed at any time prior to the March 1, 2022 maturity date. Under the terms of the Credit Facility, the Revolving Term Loan commitment is scheduled to decline by $3.5 million annually, beginning on March 1, 2015 and each anniversary date thereafter. Interest on the Revolving Term Loan accrues at a variable rate equal to 3.25% above the One-Month London Interbank Offered Rate (“LIBOR”) Index rate. The Company may elect to enter into a fixed interest rate on this loan at various times throughout the term of the loan as provided in the loan agreements. The Company also agreed to pay an unused commitment fee on the unused portion of the Revolving Term Loan commitment at the rate of 0.50% per annum. The Revolving Term Loan is subject to a prepayment fee for any prepayment on the Term Loan prior to July 1, 2016 due to refinancing. The Credit Facility contains customary covenants. The loan is secured by substantially all of the Company assets including a subsidiary guarantee. |
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As part of the Credit Facility closing, we entered into an Administrative Agency Agreement with CoBank, ACP (“CoBank”). CoBank purchased a participation interest in the AgStar loans and was appointed the administrative agent for the purpose of servicing the loans. As a result, CoBank will act as the agent for AgStar with respect to the Credit Facility. |
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Note Payable on Pipeline Assets (Agrinatural) |
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The Company had a note payable to a lending institution for the construction of the pipeline assets of Agrinatural. The note was initially due in December 2011, however, was subsequently converted in February 2012 to a term loan with a three year repayment period. During November 2013, the note payable was refinanced with the lending institution with additional borrowings of approximately$759,000 being made. Amounts outstanding on the term loan were to bear interest at 5.29%, payable monthly, with a maturity in December 2016. The term loan was secured by substantially all assets of Agrinatural. The note was paid off in full on July 29, 2014 by Agrinatural. |
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Subordinated Convertible Debt |
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On May 17, 2013, the Company’s Board of Governors loaned the Company approximately $1.4 million as part of the subordinated convertible debt offering. An additional $3.7 million was raised as part of a subordinated convertible debt offering during September 2013. The convertible secured debt was subordinated to the AgStar debt. The notes were to bear interest at 7.25% and were due in October 1, 2018. On October 1, 2014, or immediately prior to the sale of all or effectively all of the Company assets, each note was convertible into Class A stock at a rate of $0.30 per Class A unit. The Company reserved the right to issue Class B units upon conversion if the principal balance of the convertible debt exceeded the authorized Class A units at the conversion date. At the issuance, each debt holder had the option to convert to Class A units. As a result, holders elected to convert $934,500 in September 2013 for 3,115,000 Class A units. |
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On May 2, 2014, the Company issued a notice that the Company intended to redeem all of the outstanding principal amount of the subordinated convertible notes on July 1, 2014. The announced redemption was pursuant to the Company's "optional redemption" right in the indenture governing the notes. The outstanding principal balance of $4,143,000, could be redeemed at a redemption price equal to 100% of the aggregate principal amount plus accrued and unpaid interest to, but excluding, the redemption date. The Company's obligation to pay the redemption price on the redemption date was subject to the right of the holders of the notes to elect to convert the principal amount of their notes into capital units of the Company at a conversion rate of $0.30 per unit. |
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As of the close of business on June 20, 2014, the last day to elect conversion, note holders holding an aggregate principal amount of $3,936,000 of Notes elected to convert their Notes into units of the Company. On July 1, 2014, the Company issued 13,120,000 Class A units of the Company to the holders of the Notes electing conversion and redeemed the remaining $207,000 of the Notes at par value. In addition, on the same day, the Company paid accrued and unpaid interest through July 1, 2014 to all note holders, including those electing conversion, per the terms of the Notes and the Indenture. Following the issuance of the Class A units described above, the Company has a total of 62,932,107 Class A units and 15,000,000 Class B units issued and outstanding, for an aggregate total of 77,932,107 units issued and outstanding. |
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Estimated annual maturities of debt at July 31, 2014 are as follows based on the most recent debt agreements: |
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| 2015 | $ | 955,752 | | | | |
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| 2016 | 410,383 | | | | |
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| 2017 | 404,207 | | | | |
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| 2018 | 336,341 | | | | |
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| 2019 | 7,809,647 | | | | |
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| After 2019 | 812,029 | | | | |
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| Total long-term debt | $ | 10,728,359 | | | | |
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Related Party Demand Promissory Note |
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Agrinatural Gas, LLC was loaned $500,000 from Granite Falls Energy, LLC, a related party, during July 2014. The demand promissory note accrued interest at 5.29% and payment was due in full on or before July 31, 2014. Agrinatural Gas, LLC paid the balance in full, including accrued interest, in July 2014. |