Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 04, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Registrant Name | Green Plains Inc. | |
Entity Central Index Key | 0001309402 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 35,955,233 | |
Entity Incorporation, State or Country Code | IA | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Trading Symbol | GPRE | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Entity Address, Address Line One | 1811 Aksarben Drive | |
Entity Address, City or Town | Omaha | |
Entity Address, State or Province | NE | |
Entity Address, Postal Zip Code | 68106 | |
City Area Code | 402 | |
Local Phone Number | 884-8700 | |
Entity File Number | 001-32924 | |
Entity Shell Company | false | |
Entity Tax Identification Number | 84-1652107 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Current assets | |||
Cash and cash equivalents | $ 235,537 | $ 251,681 | |
Restricted cash | 18,502 | 31,603 | |
Accounts receivable, net of allowances of $203 and $147, respectively | 64,322 | 88,501 | |
Income taxes receivable | 12,933 | 12,418 | |
Inventories | 250,614 | 302,600 | |
Prepaid expenses and other | 10,578 | 14,125 | |
Derivative financial instruments | 29,569 | 26,315 | |
Current assets of discontinued operations | 479,399 | ||
Total current assets | 622,055 | 1,206,642 | |
Property and equipment, net of accumulated depreciation and amortization of $469,216 and $418,652, respectively | 809,041 | 815,235 | |
Operating lease right-of-use assets | 56,437 | 0 | |
Goodwill | 34,689 | 34,689 | |
Investment in equity method investee | 93,029 | 29,714 | |
Deferred income taxes | 22,578 | 0 | |
Other assets | 54,242 | 57,092 | |
Noncurrent assets of discontinued operations | 73,060 | ||
Total assets | [1] | 1,692,071 | 2,216,432 |
Current liabilities | |||
Accounts payable | 126,815 | 135,829 | |
Accrued and other liabilities | 43,440 | 52,563 | |
Derivative financial instruments | 14,564 | 7,852 | |
Operating lease current liabilities | 16,954 | 0 | |
Short-term notes payable and other borrowings | 149,143 | 163,751 | |
Current maturities of long-term debt | 132,999 | 54,769 | |
Current liabilities of discontinued operations | 418,936 | ||
Total current liabilities | 483,915 | 833,700 | |
Long-term debt | 248,289 | 298,110 | |
Deferred income taxes | 1,903 | 10,123 | |
Operating lease long-term liabilities | 42,142 | 0 | |
Other liabilities | 9,360 | 11,428 | |
Noncurrent liabilities of discontinued operations | 82 | ||
Total liabilities | 785,609 | 1,153,443 | |
Commitments and contingencies (Note 14) | |||
Stockholders’ equity | |||
Common stock, $0.001 par value; 75,000,000 shares authorized; 46,914,764 and 46,637,549 shares issued, and 36,519,306 and 41,101,975 shares outstanding, respectively | 47 | 47 | |
Additional paid-in capital | 730,808 | 696,222 | |
Retained earnings | 187,899 | 324,728 | |
Accumulated other comprehensive loss | (11,754) | (16,016) | |
Treasury stock, 10,395,458 and 5,535,574 shares, respectively | (114,046) | (58,162) | |
Total Green Plains stockholders’ equity | 792,954 | 946,819 | |
Noncontrolling interests | 113,508 | 116,170 | |
Total stockholders’ equity | 906,462 | 1,062,989 | |
Total liabilities and stockholders’ equity | $ 1,692,071 | $ 2,216,432 | |
[1] | Asset balances by segment exclude intercompany balances |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Consolidated Balance Sheets [Abstract] | ||
Accounts receivable, allowances | $ 203 | $ 147 |
Property, and equipment, accumulated depreciation and amortization | $ 469,216 | $ 418,652 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 46,914,764 | 46,637,549 |
Common stock, shares outstanding | 36,519,306 | 41,101,975 |
Treasury stock, shares | 10,395,458 | 5,535,574 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Revenues | |||||
Revenues | [1] | $ 632,350 | $ 789,048 | $ 1,701,560 | $ 2,400,423 |
Costs and expenses | |||||
Cost of goods sold (excluding depreciation and amortization expenses reflected below) | 632,129 | 733,080 | 1,700,481 | 2,233,914 | |
Operations and maintenance expenses | 6,216 | 7,271 | 19,314 | 23,564 | |
Selling, general and administrative expenses | 18,542 | 23,215 | 56,450 | 75,751 | |
Depreciation and amortization expenses | 17,828 | 29,266 | 52,963 | 80,170 | |
Total costs and expenses | 674,715 | 792,832 | 1,829,208 | 2,413,399 | |
Operating loss from continuing operations | (42,365) | (3,784) | (127,648) | (12,976) | |
Other income (expense) | |||||
Interest income | 767 | 745 | 2,813 | 2,053 | |
Interest expense | (10,548) | (19,703) | (31,528) | (58,330) | |
Other, net | 88 | 133 | 630 | 260 | |
Total other expense | (9,693) | (18,825) | (28,085) | (56,017) | |
Loss from continuing operations before income taxes and income (loss) from equity method investees | (52,058) | (22,609) | (155,733) | (68,993) | |
Income tax benefit | 12,530 | 14,973 | 40,692 | 34,524 | |
Income (loss) from equity method investees | 644 | (250) | 534 | (489) | |
Net loss from continuing operations including noncontrolling interest | (38,884) | (7,886) | (114,507) | (34,958) | |
Net income from discontinued operations, net of income taxes | 3,393 | 467 | 966 | 11,835 | |
Net loss | (35,491) | (7,419) | (113,541) | (23,123) | |
Net income attributable to noncontrolling interests | 3,479 | 5,050 | 13,570 | 14,457 | |
Net loss attributable to Green Plains | $ (38,970) | $ (12,469) | $ (127,111) | $ (37,580) | |
Earnings (loss) per share - basic and diluted: | |||||
Net loss from continuing operations | [2] | $ (1.15) | $ (0.32) | $ (3.28) | $ (1.23) |
Net income from discontinued operations | [2] | 0.09 | 0.01 | 0.03 | 0.29 |
Net loss attributable to Green Plains | [2] | $ (1.06) | $ (0.31) | $ (3.25) | $ (0.94) |
Weighted average shares outstanding: | |||||
Basic | 36,913 | 40,229 | 39,092 | 40,189 | |
Diluted | 36,913 | 40,229 | 39,092 | 40,189 | |
Product [Member] | |||||
Revenues | |||||
Revenues | $ 631,032 | $ 787,750 | $ 1,696,245 | $ 2,395,877 | |
Service [Member] | |||||
Revenues | |||||
Revenues | $ 1,318 | $ 1,298 | $ 5,315 | $ 4,546 | |
[1] | Revenues include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue transactions are now presented on a gross basis in product revenues. These revenue transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. | ||||
[2] | GAAP requires the denominator used in the diluted net EPS calculation for discontinued operations to be the same as that of continuing operations, regardless of net earnings (loss) from continuing operations. |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Consolidated Statements Of Comprehensive Income [Abstract] | ||||
Net loss | $ (35,491) | $ (7,419) | $ (113,541) | $ (23,123) |
Other comprehensive income (loss), net of tax: | ||||
Unrealized gains (losses) on derivatives arising during the period, net of tax benefit (expense) of ($5,149), $4,314, ($12,953) and $343, respectively | 28,095 | (14,395) | 54,472 | (1,522) |
Reclassification of realized losses (gains) on derivatives, net of tax benefit (expense) of $13,445, ($420), $9,358 and ($55), respectively | (53,255) | 1,427 | (39,439) | 243 |
Other comprehensive income (loss), net of tax | (25,160) | (12,968) | 15,033 | (1,279) |
Share of equity method investees other comprehensive loss arising during the period, net of tax benefit of $3,555, $0, $3,555, $0, respectively | (10,771) | (10,771) | ||
Total other comprehensive income (loss), net of tax | (35,931) | (12,968) | 4,262 | (1,279) |
Comprehensive loss | (71,422) | (20,387) | (109,279) | (24,402) |
Comprehensive income attributable to noncontrolling interests | 3,479 | 5,050 | 13,570 | 14,457 |
Comprehensive loss attributable to Green Plains | $ (74,901) | $ (25,437) | $ (122,849) | $ (38,859) |
Consolidated Statements Of Co_2
Consolidated Statements Of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Consolidated Statements Of Comprehensive Income [Abstract] | ||||
Unrealized gains (losses) on derivatives arising during period, tax benefit | $ (5,149) | $ 4,314 | $ (12,953) | $ 343 |
Reclassification of realized (gains) losses on derivatives, tax expense (benefit) | 13,445 | (420) | 9,358 | (55) |
Share of equity method investees other comprehensive income arising during the period, tax benefit | $ 3,555 | $ 0 | $ 3,555 | $ 0 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities: | ||
Net loss from continuing operations including noncontrolling interest | $ (114,507) | $ (34,958) |
Net income from discontinued operations, net of income taxes | 966 | 11,835 |
Net loss | (113,541) | (23,123) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 52,963 | 80,170 |
Amortization of debt issuance costs and debt discount | 15,633 | 10,617 |
Deferred income taxes | (38,918) | (37,980) |
Stock-based compensation | 7,406 | 8,726 |
Income (loss) from equity method investees, net of income taxes | (534) | 489 |
Other | 1,245 | (152) |
Changes in operating assets and liabilities before effects of business combinations and dispositions: | ||
Accounts receivable | 21,106 | 24,684 |
Inventories | 52,400 | 52,966 |
Derivative financial instruments | 7,208 | (10,395) |
Prepaid expenses and other assets | 3,900 | 2,137 |
Accounts payable and accrued liabilities | (22,359) | (78,758) |
Current income taxes | (2,175) | 31,220 |
Other | (2,167) | (2,539) |
Net cash provided by (used in) operating activities - continuing operations | (17,833) | 58,062 |
Net cash provided by operating activities - discontinued operations | 17,469 | 26,326 |
Net cash provided by (used in) operating activities | (364) | 84,388 |
Cash flows from investing activities: | ||
Purchases of property and equipment, net | (43,372) | (29,892) |
Proceeds from sale of discontinued operations, net of cash divested | 77,240 | 0 |
Proceeds from the sale of assets, net | 3,469 | 0 |
Contribution to equity method investees | (100) | (2,446) |
Other investing activities | 0 | 7,500 |
Net cash provided by (used in) investing activities - continuing operations | 37,237 | (24,838) |
Net cash used in investing activities - discontinued operations | (4,169) | (125,629) |
Net cash provided (used in) investing activities | 33,068 | (150,467) |
Cash flows from financing activities: | ||
Proceeds from the issuance of long-term debt | 180,100 | 58,700 |
Payments of principal on long-term debt | (68,235) | (62,537) |
Proceeds from short-term borrowings | 1,994,777 | 2,758,767 |
Payments on short-term borrowings | (2,070,273) | (2,834,617) |
Payments for repurchase of common stock | (55,884) | 0 |
Payments of cash dividends and distributions | (26,189) | (30,921) |
Proceeds from disgorgement of shareholder short-swing profits | 6,699 | 0 |
Payments of loan fees | (5,290) | (3,373) |
Payments related to tax withholdings for stock-based compensation | (2,101) | (3,215) |
Proceeds from exercise of stock options | 0 | 150 |
Net cash used in financing activities - continuing operations | (46,396) | (117,046) |
Net cash provided by (used in) financing activities - discontinued operations | (50,464) | 105,236 |
Net cash used in financing activities | (96,860) | (11,810) |
Net change in cash, cash equivalents and restricted cash | (64,156) | (77,889) |
Cash, cash equivalents and restricted cash, beginning of period | 283,284 | 289,667 |
Discontinued operations cash activity included above: | ||
Add: Cash balance included in current assets of discontinued operations at beginning of period | 34,911 | 22,693 |
Less: Cash balance included current assets of discontinued operationsat end of period | 0 | (40,461) |
Cash, cash equivalents and restricted cash, end of period | 254,039 | 194,010 |
Discontinued operations cash activity included above: | ||
Less: Cash, cash equivalents and restricted cash balance included in current assets of discontinued operations at end of period | 34,911 | 22,693 |
Total cash, cash equivalents and restricted cash | 283,284 | 289,667 |
Non-cash financing activity: | ||
Modification of 3.25% convertible notes due 2019 | 0 | 4,660 |
Exchange of common stock held in treasury stock for 3.25% convertible notes due 2018 | 0 | 1 |
Supplemental investing and financing activities of discontinued operations: | ||
Assets acquired in acquisitions, net of cash | 0 | 124,525 |
Less: liabilities assumed | 0 | (118) |
Net assets acquired | 0 | 124,407 |
Assets disposed of in sale | 527,614 | 0 |
Less: liabilities disposed | (373,846) | 0 |
Net assets disposed | 153,768 | 0 |
Supplemental disclosures of cash flow: | ||
Cash paid (refunded) for income taxes | 640 | (23,568) |
Cash paid for interest of continued operations | 21,777 | 49,853 |
Cash paid for interest of discontinued operations | $ 11,556 | $ 8,444 |
Consolidated Statements Of Ca_2
Consolidated Statements Of Cash Flows (Parenthetical) - Convertible Notes [Member] | Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 |
3.25% Convertible Notes Due 2019 [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 3.25% | ||||
3.25% Convertible Notes Due 2019 [Member] | Corporate Activities [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 3.25% | 3.25% | 3.25% | 3.25% | |
3.25% Convertible Notes Due 2018 [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 3.25% | ||||
3.25% Convertible Notes Due 2018 [Member] | Corporate Activities [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate, stated percentage | 3.25% | 3.25% |
Basis Of Presentation, Descript
Basis Of Presentation, Description Of Business And Summary Of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Basis Of Presentation, Description Of Business And Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Presentation, Description Of Business And Summary Of Significant Accounting Policies | 1. BASIS OF PRESENTATION, DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES References to the Company References to “Green Plains” or the “company” in the consolidated financial statements and in these notes to the consolidated financial statements refer to Green Plains Inc., an Iowa corporation, and its subsidiaries. Consolidated Financial Statements The consolidated financial statements include the company’s accounts and all significant intercompany balances and transactions are eliminated. Unconsolidated entities are included in the financial statements on an equity basis. The company owns a 49.1 % limited partner interest and a 2.0 % general partner interest in Green Plains Partners LP. Public investors own the remaining 48.9 % limited partner interest in the partnership. The company determined that the limited partners in the partnership with equity at risk lack the power, through voting rights or similar rights, to direct the activities that most significantly impact partnership’s economic performance; therefore, the partnership is considered a variable interest entity. The company, through its ownership of the general partner interest in the partnership, has the power to direct the activities that most significantly affect economic performance and is obligated to absorb losses and has the right to receive benefits that could be significant to the partnership. Therefore, the company is considered the primary beneficiary and consolidates the partnership in the company’s financial statements. The assets of the partnership cannot be used by the company for general corporate purposes. The partnership’s consolidated total assets as of September 30, 2019 and December 31, 2018, excluding intercompany balances, are $ 102.5 million and $ 67.3 million, respectively, and primarily consist of property and equipment, operating lease right-of-use assets and goodwill. The partnership’s consolidated total liabilities as of September 30, 2019 and December 31, 2018, excluding intercompany balances, are $ 194.3 million and $ 152.9 million, respectively, which primarily consist of long-term debt as discussed in Note 9 – Debt and operating lease liabilities. The liabilities recognized as a result of consolidating the partnership do not represent additional claims on our general assets. On September 9, 2019, Green Plains, TGAM Agribusiness Fund Holdings-B LP (“TGAM”) and StepStone Atlantic Fund, L.P. (“StepStone”) announced the formation of a joint venture. Such parties entered into the Second Amended and Restated Limited Liability Company Agreement (the “LLC Agreement”) of Green Plains Cattle Company LLC (“GPCC”) on September 6, 2019, effective as of September 1, 2019. GPCC was previously a wholly owned subsidiary of Green Plains. Green Plains also entered into a Securities Purchase Agreement with TGAM and StepStone, whereby TGAM and StepStone purchased an aggregate of 50 % of the membership interests of GPCC from Green Plains. After closing, GPCC is no longer consolidated in the company’s consolidated financial statements and the GPCC investment is accounted for using the equity method of accounting. Under this method, the investment is recorded at the acquisition cost plus the company’s share of equity in undistributed earnings or losses since acquisition and the company’s share of equity method investees other comprehensive income arising during the period, reduced by distributions received and the amortization of excess net investment. The company recognizes this investment on a separate line item in the consolidated balance sheet and recognizes its proportionate share of earnings on a separate line item in the consolidated statement of operations. The company does not consolidate any part of the assets or liabilities or operating results of its equity method investees. Additionally, the company concluded that the disposition of GPCC met the requirements under ASC 205-20 Presentation of Financial Statements – Discontinued Operations (“ASC 205-20”) to be presented as discontinued operations. As such, GPCC results prior to its disposition are classified as discontinued operations in current and prior period consolidated financial statements. See Note 3 - Acquisitions, Dispositions and Discontinued Operations for further details. The company also owns a 90.0 % interest in BioProcess Algae, a joint venture formed in 2008, and consolidates their results in its consolidated financial statements. The accompanying unaudited consolidated financial statements are prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Because they do not include all of the information and notes required by GAAP, the consolidated financial statements should be read in conjunction with the company’s annual report on Form 10-K for the year ended December 31, 2018, as filed with the SEC on February 20, 2019. The unaudited financial information reflects adjustments, which are, in the opinion of management, necessary for a fair presentation of results of operations, financial position and cash flows for the periods presented. The adjustments are normal and recurring in nature, unless otherwise noted. Interim period results are not necessarily indicative of the results to be expected for the entire year. Reclassifications Certain prior year amounts were reclassified to conform to the current year presentation, including the discontinued operations of GPCC. These reclassifications affected total revenues, costs and expenses. Use of Estimates in the Preparation of Consolidated Financial Statements The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. The company bases its estimates on historical experience and assumptions it believes are proper and reasonable under the circumstances and regularly evaluates the appropriateness of its estimates and assumptions. Actual results could differ from those estimates. Key accounting policies, including but not limited to those relating to revenue recognition, depreciation of property and equipment, carrying value of intangible assets, operating leases, impairment of long-lived assets and goodwill, derivative financial instruments, accounting for income taxes and assets acquired and liabilities assumed in acquisitions, are impacted significantly by judgments, assumptions and estimates used in the preparation of the consolidated financial statements. Description of Business The company operates within four business segments: (1) ethanol production, which includes the production of ethanol, distillers grains and corn oil, (2) agribusiness and energy services, which includes grain handling and storage, commodity marketing and merchant trading for company-produced and third-party ethanol, distillers grains, corn oil, natural gas and other commodities, (3) food and ingredients, which includes food-grade corn oil and vinegar production until the sale of Fleischmann’s Vinegar during the fourth quarter of 2018 and (4) partnership, which includes fuel storage and transportation services. Cash and Cash Equivalents Cash and cash equivalents includes bank deposits as well as short-term, highly liquid investments with original maturities of three months or less. Restricted Cash The company has restricted cash, which can only be used for funding letters of credit or for payment towards a revolving credit agreement. Restricted cash also includes cash margins and securities pledged to commodity exchange clearinghouses and at times, funds in escrow related to acquisition and disposition activities. To the degree these segregated balances are cash and cash equivalents, they are considered restricted cash on the consolidated statements of cash flows. Revenue Recognition The company recognizes revenue when obligations under the terms of a contract with a customer are satisfied. Generally this occurs with the transfer of control of products or services. Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. Sales, value add, and other taxes the company collects concurrent with revenue-producing activities are excluded from revenue. Sales of ethanol, distillers grains, corn oil, natural gas and other commodities by the company’s marketing business are recognized when obligations under the terms of a contract with a customer are satisfied. Generally, this occurs with the transfer of control of products or services. Revenues related to marketing for third parties are presented on a gross basis as the company controls the product prior to the sale to the end customer, takes title of the product and has inventory risk. Unearned revenue is recorded for goods in transit when the company has received payment but control has not yet been transferred to the customer. Revenues for receiving, storing, transferring and transporting ethanol and other fuels are recognized when the product is delivered to the customer. The company routinely enters into physical-delivery energy commodity purchase and sale agreements. At times, the company settles these transactions by transferring its obligations to other counterparties rather than delivering the physical commodity. Energy trading transactions are reported net as a component of revenue. Revenues include net gains or losses from derivatives related to products sold while cost of goods sold includes net gains or losses from derivatives related to commodities purchased. Revenues also include realized gains and losses on related derivative financial instruments and reclassifications of realized gains and losses on cash flow hedges from accumulated other comprehensive income or loss. Sales of products, including agricultural commodities, are recognized when control of the product is transferred to the customer, which depends on the agreed upon shipment or delivery terms. Revenues related to grain merchandising are presented gross and include shipping and handling, which is also a component of cost of goods sold. Revenues from grain storage are recognized when services are rendered. A substantial portion of the partnership revenues are derived from fixed-fee commercial agreements for storage, terminal or transportation services. The partnership recognizes revenue upon transfer of control of product from its storage tanks and fuel terminals, when railcar volumetric capacity is provided, and as truck transportation services are performed. To the extent shortfalls associated with minimum volume commitments in the previous four quarters continue to exist, volumes in excess of the minimum volume commitment are applied to those shortfalls. Remaining excess volumes generating operating lease revenue are recognized as incurred. Shipping and Handling Costs The company accounts for shipping and handling activities related to contracts with customers as costs to fulfill its promise to transfer the associated products. Accordingly, the company records customer payments associated with shipping and handling costs as a component of revenue, and classifies such costs as a component of cost of goods sold. Cost of Goods Sold Cost of goods sold includes direct labor, materials, shipping and plant overhead costs. Direct labor includes all compensation and related benefits of non-management personnel involved in ethanol production and vinegar production until the sale of Fleischmann’s Vinegar during the fourth quarter of 2018. Grain purchasing and receiving costs, excluding labor costs for grain buyers and scale operators, are also included in cost of goods sold. Materials include the cost of corn feedstock, denaturant, and process chemicals. Corn feedstock costs include gains and losses on related derivative financial instruments not designated as cash flow hedges, inbound freight charges, inspection costs and transfer costs, as well as reclassifications of gains and losses on cash flow hedges from accumulated other comprehensive income or loss. Plant overhead consists primarily of plant utilities, repairs and maintenance and outbound freight charges. Shipping costs incurred by the company, including railcar costs, are also reflected in cost of goods sold. The company uses exchange-traded futures and options contracts and forward purchase and sale contracts to attempt to minimize the effect of price changes on ethanol, grain and natural gas. Exchange-traded futures and options contracts are valued at quoted market prices and settled predominantly in cash. The company is exposed to loss when counterparties default on forward purchase and sale contracts. Grain inventories held for sale and forward purchase and sale contracts are valued at market prices when available or other market quotes adjusted for differences, primarily in transportation, between the exchange-traded market and local market where the terms of the contract is based. Changes in forward purchase contracts and exchange-traded futures and options contracts are recognized as a component of cost of goods sold. Operations and Maintenance Expenses In the partnership segment, transportation expenses represent the primary component of operations and maintenance expenses. Transportation expenses include railcar leases, freight and shipping of the company’s ethanol and co-products, as well as costs incurred storing ethanol at destination terminals. Derivative Financial Instruments The company uses various derivative financial instruments, including exchange-traded futures and exchange-traded and over-the-counter options contracts, to attempt to minimize risk and the effect of commodity price changes including but not limited to, corn, ethanol, natural gas and crude oil. The company monitors and manages this exposure as part of its overall risk management policy to reduce the adverse effect market volatility may have on its operating results. The company may hedge these commodities as one way to mitigate risk; however, there may be situations when these hedging activities themselves result in losses. By using derivatives to hedge exposures to changes in commodity prices, the company is exposed to credit and market risk. The company’s exposure to credit risk includes the counterparty’s failure to fulfill its performance obligations under the terms of the derivative contract. The company minimizes its credit risk by entering into transactions with high quality counterparties, limiting the amount of financial exposure it has with each counterparty and monitoring their financial condition. Market risk is the risk that the value of the financial instrument might be adversely affected by a change in commodity prices or interest rates. The company manages market risk by incorporating parameters to monitor exposure within its risk management strategy, which limits the types of derivative instruments and strategies the company can use and the degree of market risk it can take using derivative instruments. The company evaluates its physical delivery contracts to determine if they qualify for normal purchase or sale exemptions which are expected to be used or sold over a reasonable period in the normal course of business. Contracts that do not meet the normal purchase or sale criteria are recorded at fair value. Changes in fair value are recorded in operating income unless the contracts qualify for, and the company elects, cash flow hedge accounting treatment. Certain qualifying derivatives related to ethanol production and agribusiness and energy services are designated as cash flow hedges. The company evaluates the derivative instrument to ascertain its effectiveness prior to entering into cash flow hedges. Unrealized gains and losses are reflected in accumulated other comprehensive income or loss until the gain or loss from the underlying hedged transaction is realized. When it becomes probable a forecasted transaction will not occur, the cash flow hedge treatment is discontinued, which affects earnings. These derivative financial instruments are recognized in current assets or other current liabilities at fair value. At times, the company hedges its exposure to changes in inventory values and designates qualifying derivatives as fair value hedges. The carrying amount of the hedged inventory is adjusted in the current period for changes in fair value. Ineffectiveness of the hedges is recognized in the current period to the extent the change in fair value of the inventory is not offset by the change in fair value of the derivative. Investments in Equity Method Investees The company accounts for investments in which the company exercises significant influence using the equity method so long as the company (i) does not control the investee and (ii) is not the primary beneficiary of the entity. The company recognizes these investments as a separate line item in the consolidated balance sheets and its proportionate share of earnings on a separate line item in the consolidated statements of operations. The company’s share of equity method investees other comprehensive income arising during the period is included in accumulated other comprehensive loss in the consolidated balance sheet. The company recognizes losses in the value of equity method investments when there is evidence of an other-than-temporary decrease in value. Evidence of a loss might include, but would not necessarily be limited to, the inability to recover the carrying amount of the investment or the inability of the equity method investee to sustain an earnings capacity that justifies the carrying amount of the investment. The current fair value of an investment that is less than its carrying amount may indicate a loss in value of the investment. The company evaluates equity method investments for impairment when there is evidence an investment may be impaired. Distributions paid to the company from unconsolidated affiliates are classified as operating activities in the consolidated statements of cash flows until the cumulative distributions exceed the company’s proportionate share of income from the unconsolidated affiliate since the date of initial investment. The amount of cumulative distributions paid to the company that exceeds the cumulative proportionate share of income in each period represents a return of investment, which is classified as an investing activity in the consolidated statements of cash flows. Discontinued Operations In determining whether a disposal group should be presented as discontinued operations, the company makes a determination of whether such a group being disposed of comprises a component of the entity, or a group of components of the entity, that represents a strategic shift that has, or will have, a major effect on the company's operations and financial results. If these determinations are made affirmatively, the results of operations of the group being disposed of are aggregated for separate presentation apart from the continuing operations of the company for all periods presented in the consolidated financial statements. General corporate overhead is not allocated to discontinued operations. Net income fr om discontinued operations, net of income taxes, relates to the operations of GPCC, which was previously a wholly owned subsidiary of Green Plains until the formation of the GPCC joint venture and partial sale during the third quarter of 2019. The assets and liabilities of GPCC have been reclassified as assets and liabilities of discontinued operations in the prior year. All assets and liabilities of GPCC were disposed of during the three months ended September 30, 2019. See Note 3 - Acquisitions, Dispositions and Discontinued Operations for further details. The company entered into a shared service agreement whereby they will continue to provide certain administrative services to GPCC and will receive $ 400 thousand on a quarterly basis through September 1, 2024, with the option for automatic renewal for successive one year periods thereafter and the quarterly fee subject to adjustments annually based on services rendered or market rates. The company will continue to sell distillers grains and corn to GPCC, and will recognize these sales and related cost of goods in continuing operations within their consolidated results, whereas previously these were eliminated as intercompany transactions. Recent Accounting Pronouncements Effective January 1, 2019, the company adopted the amended guidance in ASC 842, Leases. Please refer to Note 14 – Commitments and Contingencies for further details. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2019 | |
Revenue [Abstract] | |
Revenue | 2. REVENUE Revenue Recognition Revenue is recognized when obligations under the terms of a contract with a customer are satisfied. Generally this occurs with the transfer of control of products or services. Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. Sales, value add, and other taxes the company collects concurrent with revenue-producing activities are excluded from revenue. Revenue by Source The following tables disaggregate revenue by major source for the three and nine months ended September 30, 2019 and 2018 excluding amounts related to discontinued operations (in thousands): Three Months Ended September 30, 2019 (1) Ethanol Production Agribusiness & Energy Services Food & Ingredients Partnership Eliminations Total Revenues: Revenues from contracts with customers under ASC 606: Ethanol $ - $ - $ - $ - $ - $ - Distillers grains 16,455 - - - - 16,455 Service revenues - - - 1,275 - 1,275 Other 127 895 - - - 1,022 Intersegment revenues 24 - - 2,046 ( 2,070 ) - Total revenues from contracts with customers 16,606 895 - 3,321 ( 2,070 ) 18,752 Revenues from contracts accounted for as derivatives under ASC 815 (2) : Ethanol 389,847 111,454 - - - 501,301 Distillers grains 62,698 6,077 - - - 68,775 Corn oil 14,308 5,509 - - - 19,817 Grain 2 19,056 - - - 19,058 Other 945 3,659 - - - 4,604 Intersegment revenues - 7,293 - - ( 7,293 ) - Total revenues from contracts accounted for as derivatives 467,800 153,048 - - ( 7,293 ) 613,555 Leasing revenues under ASC 842 (3) : - - - 16,833 ( 16,790 ) 43 Total Revenues $ 484,406 $ 153,943 $ - $ 20,154 $ ( 26,153 ) $ 632,350 Nine Months Ended September 30, 2019 (1) Ethanol Production Agribusiness & Energy Services Food & Ingredients Partnership Eliminations Total Revenues: Revenues from contracts with customers under ASC 606: Ethanol $ 620 $ - $ - $ - $ - $ 620 Distillers grains 47,860 - - - - 47,860 Service revenues - - - 4,966 - 4,966 Other 2,135 1,515 - - - 3,650 Intersegment revenues 75 - - 5,267 ( 5,342 ) - Total revenues from contracts with customers 50,690 1,515 - 10,233 ( 5,342 ) 57,096 Revenues from contracts accounted for as derivatives under ASC 815 (2) : Ethanol 946,390 324,756 - - - 1,271,146 Distillers grains 165,436 32,165 - - - 197,601 Corn oil 35,915 22,943 1,451 - - 60,309 Grain 138 59,140 - - - 59,278 Other 7,613 48,168 - - - 55,781 Intersegment revenues - 19,432 - - ( 19,432 ) - Total revenues from contracts accounted for as derivatives 1,155,492 506,604 1,451 - ( 19,432 ) 1,644,115 Leasing revenues under ASC 842 (3) : - - - 51,833 ( 51,484 ) 349 Total Revenues $ 1,206,182 $ 508,119 $ 1,451 $ 62,066 $ ( 76,258 ) $ 1,701,560 Three Months Ended September 30, 2018 (1) Ethanol Production Agribusiness & Energy Services Food & Ingredients Partnership Eliminations Total Revenues: Revenues from contracts with customers under ASC 606: Ethanol $ 291 $ - $ - $ - $ - $ 291 Distillers grains 55,370 - - - - 55,370 Vinegar - - 29,032 - - 29,032 Service revenues - - - 983 - 983 Other 238 680 - - - 918 Intersegment revenues 37 23 - 2,597 ( 2,657 ) - Total revenues from contracts with customers 55,936 703 29,032 3,580 ( 2,657 ) 86,594 Revenues from contracts accounted for as derivatives under ASC 815 (2) : Ethanol 440,333 93,166 - - - 533,499 Distillers grains 59,195 45,645 - - - 104,840 Corn oil 17,088 10,275 4,411 - - 31,774 Grain 30 23,921 - - - 23,951 Other 3,930 4,145 - - - 8,075 Intersegment revenues - 9,127 - - ( 9,127 ) - Total revenues from contracts accounted for as derivatives 520,576 186,279 4,411 - ( 9,127 ) 702,139 Leasing revenues under ASC 840 (3) : - - - 22,190 ( 21,875 ) 315 Total Revenues $ 576,512 $ 186,982 $ 33,443 $ 25,770 $ ( 33,659 ) $ 789,048 Nine Months Ended September 30, 2018 (1) Ethanol Production Agribusiness & Energy Services Food & Ingredients Partnership Eliminations Total Revenues: Revenues from contracts with customers under ASC 606: Ethanol $ 3,391 $ - $ - $ - $ - $ 3,391 Distillers grains 176,690 - - - - 176,690 Vinegar - - 90,229 - - 90,229 Service revenues - - - 3,430 - 3,430 Other 1,570 2,012 - - - 3,582 Intersegment revenues 157 23 - 7,286 ( 7,466 ) - Total revenues from contracts with customers 181,808 2,035 90,229 10,716 ( 7,466 ) 277,322 Revenues from contracts accounted for as derivatives under ASC 815 (2) : Ethanol 1,333,989 321,824 - - - 1,655,813 Distillers grains 154,230 101,678 - - - 255,908 Corn oil 52,690 22,433 12,048 - - 87,171 Grain 500 67,085 - - - 67,585 Other 12,486 43,022 - - - 55,508 Intersegment revenues - 26,323 - - ( 26,323 ) - Total revenues from contracts accounted for as derivatives 1,553,895 582,365 12,048 - ( 26,323 ) 2,121,985 Leasing revenues under ASC 840 (3) : - - - 66,779 ( 65,663 ) 1,116 Total Revenues $ 1,735,703 $ 584,400 $ 102,277 $ 77,495 $ ( 99,452 ) $ 2,400,423 (1) Revenues include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue transactions are now presented on a gross basis in product revenues. These revenue transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. (2) Revenues from contracts accounted for as derivatives represent physically settled derivative sales that are outside the scope of ASC 606, Revenue from Contracts with Customers (ASC 606), where the company recognizes revenue when control of the inventory is transferred within the meaning of ASC 606 as required by ASC 610-20, Gains and Losses from the Derecognition of Nonfinancial Assets . (3) Leasing revenues do not represent revenues recognized from contracts with customers under ASC 606, and are accounted for under ASC 842, Leases for 2019 and ASC 840, Leases for 2018. Payment Terms The company has standard payment terms, which vary depending upon the nature of the services provided, with the majority falling within 10 to 30 days after transfer of control or completion of services. In instances where the timing of revenue recognition differs from the timing of invoicing, the company has determined that contracts generally do not include a significant financing component. Contract Liabilities The company records unearned revenue when consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of service and lease agreements. Unearned revenue from service agreements, which represents a contract liability, is recorded for fees that have been charged to the customer prior to the completion of performance obligations. Unearned revenue is generally recognized in the subsequent quarter and is not material to the company. The company expects to recognize all of the unearned revenue associated with service agreements as of September 30, 2019, in the subsequent quarter when the inventory is withdrawn from the partnership’s tank storage. |
Acquisitions, Dispositions And
Acquisitions, Dispositions And Discontinued Operations | 9 Months Ended |
Sep. 30, 2019 | |
Acquisitions, Dispositions And Discontinued Operations [Abstract] | |
Acquisitions, Dispositions And Discontinued Operations | 3. ACQUISITIONS, DISPOSITIONS AND DISCONTINUED OPERATIONS ACQUISITIONS Acquisition of Cattle Feeding Operations – Bartlett Cattle Company, L.P. On August 1, 2018, the company acquired two cattle-feeding operations from Bartlett Cattle Company, L.P. for $ 16.2 million, plus working capital of approximately $ 106.6 million primarily consisting of work-in-process inventory. The transaction included the feed yards located in Sublette, Kansas and Tulia, Texas, which added combined feedlot capacity of 97,000 head of cattle to the company’s operations. The transaction was financed using cash on hand and proceeds from the Green Plains Cattle senior secured asset-based revolving credit facility. There were no material acquisition costs recorded for the acquisition. The following is a summary of the assets acquired and liabilities assumed (in thousands): Amounts of Identifiable Assets Acquired and Liabilities Assumed Accounts receivable $ 1,897 Inventory 104,809 Property and equipment, net 16,190 Current liabilities ( 118 ) Total identifiable net assets $ 122,778 The amounts above reflect the final purchase price allocation, which included working capital true-up payments by the company of $ 0.9 million made during the third quarter of 2018. After the disposition of GPCC, the assets and liabilities of the acquired feedlots were reclassified as discontinued operations. See Disposition of Green Plains Cattle Company LLC described below. DISPOSITIONS Disposition of Fleischmann’s Vinegar On November 27, 2018, the company and Green Plains II LLC, an indirect wholly-owned subsidiary of the company, completed the sale of Fleischmann’s Vinegar Company, Inc. to Kerry Holding Co. (“Kerry”). The company received as net consideration from Kerry $ 354.0 million in cash and restricted cash, including net working capital adjustments. The divested assets were reported within the company’s food and ingredients segment. The company recorded a pre-tax gain on the sale of Fleischmann’s Vinegar of $ 58.2 million, including offsetting related transaction costs of $ 7.4 million within the corporate segment. The assets and liabilities of Fleischmann’s Vinegar at closing on November 27, 2018 were as follows (in thousands): Amounts of Identifiable Assets Disposed and Liabilities Relinquished Cash $ 2,107 Accounts receivable, net 16,142 Inventory 15,167 Prepaid expenses and other 853 Property and equipment 64,552 Other assets 79,389 Current liabilities ( 8,837 ) Deferred tax liabilities ( 26,617 ) Total identifiable net assets 142,756 Goodwill 142,002 Net assets disposed $ 284,758 The amounts above reflect the preliminary working capital true-up payments made to and received from Kerry, including a working capital payment made to and received from Kerry of $ 0.3 million and $ 0.3 million during the first and third quarters of 2019, respectively. Disposition of Bluffton, Lakota and Riga Ethanol Plants On November 15, 2018, the company completed the sale of three ethanol plants located in Bluffton, Indiana, Lakota, Iowa, and Riga, Michigan, and certain related assets from subsidiaries, to Valero Renewable Fuels Company, LLC (“Valero”) for the sale price of $ 323.2 million, including net working capital and other adjustments. Correspondingly, the partnership’s storage assets located adjacent to such plants were sold to Green Plains Inc. for $ 120.9 million. The company received as consideration from Valero approximately $ 323.2 million, while the partnership received as consideration from the company 8.7 million partnership units and a portion of the general partner interest equating to 0.2 million equivalent limited partner units to maintain the general partner’s 2 % interest. In addition, the partnership also received additional consideration of approximately $ 2.7 million from Valero for the assignment of certain railcar operating leases. The divested assets were reported within the company’s ethanol production, agribusiness and energy services and partnership segments. The company recorded a pre-tax gain on the sale of the three ethanol plants of $ 92.2 million, of which $ 89.5 million was recorded within the corporate segment and $ 2.7 million was recorded within the partnership segment, including offsetting transaction costs of $ 4.2 million, of which $ 3.7 million were recorded within the corporate segment and $ 0.5 million were recorded within the partnership segment. The assets and liabilities of the Bluffton, Lakota and Riga ethanol plants at closing on November 15, 2018 are as follows (in thousands): Amounts of Identifiable Assets Disposed and Liabilities Relinquished Inventory $ 36,812 Prepaid expenses and other 189 Property and equipment 184,970 Other assets 1,717 Current liabilities ( 746 ) Other liabilities ( 4,706 ) Total identifiable net assets 218,236 Goodwill 6,188 Net assets disposed $ 224,424 The amounts above reflect the final working capital true-up payments by Valero of $ 3.4 million received during the first quarter of 2019. Disposition of Green Plains Cattle Company LLC On September 9, 2019, Green Plains, TGAM and StepStone announced the formation of a joint venture. Such parties entered into the LLC Agreement, effective as of September 1, 2019. GPCC was previously a wholly owned subsidiary of Green Plains. Green Plains also entered into a Securities Purchase Agreement with TGAM and StepStone, whereby TGAM and StepStone purchased an aggregate of 50 % of the membership interests of GPCC from Green Plains for approximately $ 77.2 million in cash, plus post-closing adjustments. There was no gain or loss recorded as part of this transaction. The LLC Agreement contains certain earn-out or bonus provisions to be paid by or received from GPCC if certain EBITDA thresholds are met. The company does not believe these are reasonably estimable and therefore has not recorded these amounts in the consolidated financial statements. Under the LLC Agreement, Green Plains has certain rights and obligations, including but not limited to, the right or obligation: (i) to designate two Managers to the Board of Managers of GPCC (the “Board”), or in the event the size of the Board is increased, the number of Managers equal to two-fifths of the Board, rounded up, and (ii) to fund additional capital contributions in accordance with their percentage interest upon mutual agreement by Green Plains, TGAM and StepStone. Additionally, TGAM and StepStone both have the right or obligation to designate one Manager, or in the event the size of the Board is increased, the number of Managers equal to one-fifths of the Board, rounded up. Each Manager serving on the Board shall have one vote and a majority of the Managers serving on the Board shall constitute a quorum for the transaction of business of the Board. Green Plains’ allocation under the LLC Agreement will be subject to certain adjustments. The assets and liabilities of the GPCC at closing on September 1, 2019 are as follows (in thousands): Amounts of Identifiable Assets Disposed and Liabilities Relinquished Cash $ 2 Accounts receivable, net 17,920 Inventory 387,534 Derivative financial instruments 48,189 Property and equipment 71,678 Other assets 2,291 Current liabilities ( 49,297 ) Short-term notes payable and other borrowings ( 38 ) Current maturities of long-term debt ( 324,028 ) Long-term debt ( 80 ) Other liabilities ( 403 ) Total identifiable net assets disposed $ 153,768 DISCONTINUED OPERATIONS After closing, GPCC is no longer consolidated in the company’s consolidated financial statements and the GPCC investment is accounted for using the equity method of accounting. Additionally, the company concluded that the disposition of GPCC met the requirements under ASC 205-20. As such, GPCC results for the three and nine months ended September 30, 2019 and 2018 are classified as discontinued operations. Furthermore, the related assets and liabilities of GPCC have been presented as discontinued operations on the December 31, 2018 consolidated balance sheet. Financial results of GPCC were previously recorded within the food and ingredients segment. Assets and Liabilities in the Consolidated Balance Sheet Attributable to Discontinued Operations The following table presents assets and liabilities associated with our discontinued operations. December 31, 2018 Assets Cash and cash equivalents $ 2 Restricted cash 34,909 Accounts receivable, net of allowances 11,860 Inventories 432,283 Prepaid expenses and other 345 Current assets of discontinued operations $ 479,399 Property and equipment, net of accumulated depreciation and amortization $ 71,341 Other assets 1,719 Noncurrent assets of discontinued operations $ 73,060 Liabilities Accounts payable $ 21,072 Accrued and other liabilities 6,410 Derivative financial instruments 16,924 Short-term notes payable and other borrowings 374,492 Current maturities of long-term debt 38 Current liabilities of discontinued operations $ 418,936 Long-term debt $ 80 Other liabilities 2 Noncurrent liabilities of discontinued operations $ 82 Summarized Results of Discontinued Operations The following table presents the results of our discontinued operations for the periods presented. GPCC was disposed of on September 1, 2019, as such operational results through August 31, 2019 are included in the fiscal year 2019 amounts presented below. Three Months Ended September 30, Nine Months Ended September 30, 2019 (1) 2018 (1) 2019 (1) 2018 (1) Product revenues $ 160,113 $ 217,708 $ 638,122 $ 652,950 Costs and expenses Cost of goods sold (excluding depreciation and amortization expenses reflected below) 150,214 209,922 614,671 622,461 Selling, general and administrative expenses 1,472 1,906 5,931 5,184 Depreciation and amortization expenses 1,004 1,447 4,199 3,840 Total costs and expenses 152,690 213,275 624,801 631,485 Operating income 7,423 4,433 13,321 21,465 Other income (expense) Interest income 42 45 182 83 Interest expense ( 3,001 ) ( 3,696 ) ( 12,417 ) ( 9,218 ) Other, net - - - 2,591 Total other expense ( 2,959 ) ( 3,651 ) ( 12,235 ) ( 6,544 ) Income before income taxes 4,464 782 1,086 14,921 Income tax expense ( 1,071 ) ( 315 ) ( 120 ) ( 3,086 ) Net income $ 3,393 $ 467 $ 966 $ 11,835 (1) Product revenues, costs of goods sold and selling, general and administrative expenses include certain revenue and expense items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue and costs of goods sold transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. |
Fair Value Disclosures
Fair Value Disclosures | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | 4 . FAIR VALUE DISCLOSURES The following methods, assumptions and valuation techniques were used in estimating the fair value of the company’s financial instruments: Level 1 – unadjusted quoted prices in active markets for identical assets or liabilities the company can access at the measurement date. Level 2 – directly or indirectly observable inputs such as quoted prices for similar assets or liabilities in active markets other than quoted prices included within Level 1, quoted prices for identical or similar assets in markets that are not active, and other inputs that are observable or can be substantially corroborated by observable market data through correlation or other means. Grain inventories held for sale in the agribusiness and energy services segment are valued at nearby futures values, plus or minus nearby basis. Level 3 – unobservable inputs that are supported by little or no market activity and comprise a significant component of the fair value of the assets or liabilities. The company currently does not have any recurring Level 3 financial instruments. Derivative contracts include exchange-traded commodity futures and options contracts and forward commodity purchase and sale contracts. Exchange-traded futures and options contracts are valued based on unadjusted quoted prices in active markets and are classified in Level 1. The majority of the company’s exchange-traded futures and options contracts are cash-settled on a daily basis. There have been no changes in valuation techniques and inputs used in measuring fair value. The company’s assets and liabilities by level are as follows (in thousands): Fair Value Measurements at September 30, 2019 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs (Level 1) (Level 2) Total Assets: Cash and cash equivalents $ 235,537 $ - $ 235,537 Restricted cash 18,502 - 18,502 Inventories carried at market - 62,230 62,230 Unrealized gains on derivatives - 13,089 13,089 Other assets 113 4 117 Total assets measured at fair value $ 254,152 $ 75,323 $ 329,475 Liabilities: Accounts payable (1) $ - $ 27,038 $ 27,038 Unrealized losses on derivatives - 14,564 14,564 Other - 1 1 Total liabilities measured at fair value $ - $ 41,603 $ 41,603 Fair Value Measurements at December 31, 2018 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs (Level 1) (Level 2) Total Assets: Cash and cash equivalents $ 251,681 $ - $ 251,681 Restricted cash 31,603 - 31,603 Inventories carried at market - 111,960 111,960 Unrealized gains on derivatives - 9,976 9,976 Other assets 114 1 115 Cash, cash equivalents and restricted cash of discontinued operations (2) 34,911 - 34,911 Total assets measured at fair value $ 318,309 $ 121,937 $ 440,246 Liabilities: Accounts payable (1) $ - $ 16,573 $ 16,573 Unrealized losses on derivatives - 7,852 7,852 Other liabilities - 2 2 Total liabilities measured at fair value $ - $ 24,427 $ 24,427 (1) Accounts payable is generally stated at historical amounts with the exception of $ 27.0 million and $ 16.6 million at September 30, 2019 and December 31, 2018, respectively, related to certain delivered inventory for which the payable fluctuates based on changes in commodity prices. These payables are hybrid financial instruments for which the company has elected the fair value option. (2) Includes $ 2 thousand of cash and cash equivalents and $ 34.9 million of restricted cash which is classified as current assets of discontinued operations in the December 31, 2018 consolidated balance sheet. The company believes the fair value of its debt approximated book value, which was $ 530.4 million at September 30, 2019 and $ 516.6 million at December 31, 2018. The company estimated the fair value of its outstanding debt using Level 2 inputs. The company believes the fair values of its accounts receivable approximated book value, which was $ 64.3 million and $ 88.5 million at September 30, 2019 and December 31, 2018, respectively. Although the company currently does not have any recurring Level 3 financial measurements, the fair values of tangible assets and goodwill acquired and the equity component of convertible debt represent Level 3 measurements which were derived using a combination of the income approach, market approach and cost approach for the specific assets or liabilities being valued. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information [Abstract] | |
Segment Information | 5. SEGMENT INFORMATION The company reports the financial and operating performance for the following four operating segments: (1) ethanol production, which includes the production of ethanol, distillers grains and corn oil, (2) agribusiness and energy services, which includes grain handling and storage, commodity marketing and merchant trading for company-produced and third-party ethanol, distillers grains, corn oil, natural gas and other commodities, (3) food and ingredients, which includes food-grade corn oil and vinegar production until the sale of Fleischmann’s Vinegar during the fourth quarter of 2018 and (4) partnership, which includes fuel storage and transportation services. Corporate activities include selling , general and administrative expenses, consisting primarily of compensation, professional fees and overhead costs not directly related to a specific operating segment. During the normal course of business, the operating segments conduct business with each other. For example, the agribusiness and energy services segment procures grain and natural gas and sells products, including ethanol, distillers grains and corn oil for the ethanol production segment. The partnership segment provides fuel storage and transportation services for the ethanol production segment. These intersegment activities are treated like third-party transactions with origination, marketing and storage fees charged at estimated market values. Consequently, these transactions affect segment performance; however, they do not impact the company’s consolidated results since the revenues and corresponding costs are eliminated. The following tables set forth certain financial data for the company’s operating segments, excluding amounts related to discontinued operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 (1) 2018 (1) 2019 (1) 2018 (1) Revenues: Ethanol production: Revenues from external customers $ 484,382 $ 576,475 $ 1,206,107 $ 1,735,546 Intersegment revenues 24 37 75 157 Total segment revenues 484,406 576,512 1,206,182 1,735,703 Agribusiness and energy services: Revenues from external customers 146,650 177,832 488,687 558,054 Intersegment revenues 7,293 9,150 19,432 26,346 Total segment revenues 153,943 186,982 508,119 584,400 Food and ingredients: Revenues from external customers - 33,443 1,451 102,277 Intersegment revenues - - - - Total segment revenues - 33,443 1,451 102,277 Partnership: Revenues from external customers 1,318 1,298 5,315 4,546 Intersegment revenues 18,836 24,472 56,751 72,949 Total segment revenues 20,154 25,770 62,066 77,495 Revenues including intersegment activity 658,503 822,707 1,777,818 2,499,875 Intersegment eliminations ( 26,153 ) ( 33,659 ) ( 76,258 ) ( 99,452 ) Revenues as reported $ 632,350 $ 789,048 $ 1,701,560 $ 2,400,423 (1) Revenues include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue transactions are now presented on a gross basis in product revenues. These revenue transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. Refer to Note 2 - Revenue , for further disaggregation of revenue by operating segment. Three Months Ended September 30, Nine Months Ended September 30, 2019 (1) 2018 (1) 2019 (1) 2018 (1) Cost of goods sold: Ethanol production $ 512,527 $ 560,719 $ 1,289,366 $ 1,706,891 Agribusiness and energy services 150,465 179,432 486,305 546,318 Food and ingredients 3 26,228 1,526 79,894 Partnership - - - - Intersegment eliminations ( 30,866 ) ( 33,299 ) ( 76,716 ) ( 99,189 ) $ 632,129 $ 733,080 $ 1,700,481 $ 2,233,914 (2) Cost of goods sold include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These cost of goods sold transactions are now presented gross in cost of goods sold. These cost of goods sold transactions total $ 5.5 million and $ 14.4 million for the three and nine months ended September 30, 2019, respectively, and $ 6.6 million and $ 21.0 million for the three and nine months ended September 30, 2018, respectively. Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Operating income (loss): Ethanol production $ ( 49,289 ) $ ( 15,961 ) $ ( 147,366 ) $ ( 60,704 ) Agribusiness and energy services ( 461 ) 2,850 9,184 22,080 Food and ingredients ( 6 ) 3,892 ( 76 ) 12,426 Partnership 12,322 16,725 38,029 48,214 Intersegment eliminations 4,738 ( 325 ) 533 ( 113 ) Corporate activities ( 9,669 ) ( 10,965 ) ( 27,952 ) ( 34,879 ) $ ( 42,365 ) $ ( 3,784 ) $ ( 127,648 ) $ ( 12,976 ) Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Depreciation and amortization: Ethanol production $ 15,547 $ 24,289 $ 46,324 $ 65,284 Agribusiness and energy services 541 675 1,642 1,923 Food and ingredients - 2,333 - 6,788 Partnership 991 1,120 2,747 3,406 Corporate activities 749 849 2,250 2,769 $ 17,828 $ 29,266 $ 52,963 $ 80,170 The following table sets forth total assets by operating segment (in thousands): September 30, 2019 December 31, 2018 Total assets (1) : Ethanol production $ 873,793 $ 872,845 Agribusiness and energy services 368,146 399,633 Partnership 102,497 67,297 Corporate assets 354,371 334,236 Assets of discontinued operations - 552,459 Intersegment eliminations ( 6,736 ) ( 10,038 ) $ 1,692,071 $ 2,216,432 (1) Asset balances by segment exclude intercompany balances . |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2019 | |
Inventories [Abstract] | |
Inventories | 6. INVENTORIES Inventories are carried at the lower of cost or net realizable value, except grain held for sale and fair-value hedged inventories. Commodities held for sale are reported at market value. The components of inventories are as follows (in thousands): September 30, 2019 December 31, 2018 Finished goods $ 119,711 $ 99,566 Commodities held for sale 26,181 62,896 Raw materials 58,699 98,174 Work-in-process 13,640 12,680 Supplies and parts 32,383 29,284 $ 250,614 $ 302,600 |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill [Abstract] | |
Goodwill | 7. GOODWILL Effective January 1, 2018, we early adopted the amended guidance in ASC Topic 350, Intangibles – Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the amended guidance, an entity may first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. If determined to be necessary, the quantitative impairment test shall be used to identify goodwill impairment and measure the amount of a goodwill impairment loss to be recognized (if any). The company currently has two reporting units, to which goodwill is assigned. We are required to perform impairment tests related to our goodwill annually, which we perform as of October 1, or sooner if an indicator of impairment occurs. Near term industry outlook and the decline in our stock price caused a decline in the company’s market capitalization during the three months ended September 30, 2019. As such, the company determined a triggering event had occurred that required an interim impairment assessment for its ethanol production reporting unit. Due to the impairment indicators noted as a result of these triggering events, we evaluated our goodwill as of September 30, 2019. Significant assumptions inherent in the valuation methodologies for goodwill are employed and include, but are not limited to, prospective financial information, growth rates, discount rates, inflationary factors, and cost of capital. Based on our quantitative evaluation, we determined that the fair value of the ethanol production reporting unit exceeded its carrying value. As a result, we concluded that the goodwill assigned to the ethanol production reporting unit was not impaired, but could be at risk of future impairment. We continue to believe that our long-term financial goals will be achieved. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Financial Instruments [Abstract] | |
Derivative Financial Instruments | 8. DERIVATIVE FINANCIAL INSTRUMENTS At September 30, 2019, the company’s consolidated balance sheet reflected unrealized losses of $ 11.8 million, net of tax, in accumulated other comprehensive income. The company expects these amounts to be reclassified as operating income over the next 12 months as a result of hedged transactions that are forecasted to occur. The amount realized in operating income will differ as commodity prices change. Fair Values of Derivative Instruments The fair values of the company’s derivative financial instruments and the line items on the consolidated balance sheets where they are reported are as follows (in thousands): Asset Derivatives' Liability Derivatives' Fair Value Fair Value September 30, 2019 (1) December 31, 2018 (2) September 30, 2019 December 31, 2018 Derivative financial instruments $ 13,089 $ 9,976 $ 14,564 $ 7,852 Other assets 4 1 - - Other liabilities - - 1 2 Total $ 13,093 $ 9,977 $ 14,565 $ 7,854 (1) At September 30, 2019, derivative financial instruments, as reflected on the balance sheet, includes net unrealized gains on exchange traded futures and options contracts of $ 16.5 million, which include $ 0.2 million of net unrealized losses on derivative financial instruments designated as cash flow hedging instruments. (2) At December 31, 2018, derivative financial instruments, as reflected on the balance sheet, includes net unrealized gains on exchange traded futures and options contracts of $ 16.3 million. Refer to Note 4 - Fair Value Disclosures , which contains fair value information related to derivative financial instruments. Effect of Derivative Instruments on Consolidated Balance Sheets, Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income The gains or losses recognized in income and other comprehensive income related to the company’s derivative financial instruments and the line items on the consolidated financial statements where they are reported are as follows (in thousands): Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income Three Months Ended September 30, Nine Months Ended September 30, into Income 2019 2018 2019 2018 Revenues $ - $ 4,766 $ - $ 3,648 Cost of goods sold - 1,331 - 1,258 Net income from discontinued operations, net of income taxes 66,700 ( 7,944 ) 48,797 ( 5,204 ) Net gain (loss) recognized in loss before tax $ 66,700 $ ( 1,847 ) $ 48,797 $ ( 298 ) Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives Gain (Loss) Recognized in Other Three Months Ended September 30, Nine Months Ended September 30, Comprehensive Income on Derivatives 2019 2018 2019 2018 Commodity contracts $ 33,244 $ ( 18,709 ) $ 67,425 $ ( 1,865 ) Amount of Gain or (Loss) Recognized in Income on Derivatives Derivatives Not Designated Location of Gain or (Loss) Recognized in Three Months Ended September 30, Nine Months Ended September 30, as Hedging Instruments Income on Derivatives 2019 2018 2019 2018 Commodity contracts Revenues $ 12,439 $ 2,491 $ ( 12,034 ) $ 6,135 Commodity contracts Costs of goods sold 5,465 9,987 ( 1,484 ) 12,550 Commodity contracts Net income from discontinued operations, net of income taxes ( 2,285 ) ( 3,595 ) ( 2,470 ) ( 1,716 ) Net gain (loss) recognized in loss before tax $ 15,619 $ 8,883 $ ( 15,988 ) $ 16,969 The following amounts were recorded on the consolidated balance sheets related to cumulative basis adjustments for the fair value hedged items (in thousands): September 30, 2019 December 31, 2018 Line Item in the Consolidated Balance Sheet in Which the Hedged Item is Included Carrying Amount of the Hedged Assets Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets Carrying Amount of the Hedged Assets Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets Inventories $ 41,356 $ ( 2,445 ) $ 89,188 $ 2,430 Effect of Cash Flow and Fair Value Hedge Accounting on the Statements of Operations The effect of cash flow and fair value hedges and the line items on the consolidated statements of operations where they are reported are as follows (in thousands): Location and Amount of Gain or (Loss) Recognized in Income on Cash Flow and Fair Value Hedging Relationships for the Three Months Ended September 30, 2019 2018 Revenue Cost of Goods Sold Income from Discontinued Operations, Net of Income Taxes Revenue Cost of Goods Sold Income from Discontinued Operations, Net of Income Taxes Gain (loss) on cash flow hedging relationships: Commodity contracts: Amount of gain (loss) reclassified from accumulated other comprehensive income into income $ - $ - $ 66,700 $ 4,766 $ 1,331 $ ( 7,944 ) Gain (loss) on fair value hedging relationships: Commodity contracts: Hedged item - 1,155 - - ( 346 ) - Derivatives designated as hedging instruments - ( 3,263 ) - - ( 186 ) - Total amounts of income and expense line items presented in the statement of operations in which the effects of cash flow or fair value hedges are recorded $ - $ ( 2,108 ) $ 66,700 $ 4,766 $ 799 $ ( 7,944 ) Location and Amount of Gain Recognized in Income on Cash Flow and Fair Value Hedging Relationships for the Nine Months Ended September 30, 2019 2018 Revenue Cost of Goods Sold Income from Discontinued Operations, Net of Income Taxes Revenue Cost of Goods Sold Income from Discontinued Operations, Net of Income Taxes Gain (loss) on cash flow hedging relationships: Commodity contracts: Amount of gain reclassified from accumulated other comprehensive income into income $ - $ - $ 48,797 $ 3,648 $ 1,258 $ ( 5,204 ) Gain (loss) on fair value hedging relationships: Commodity contracts: Hedged item - 324 - - 10,150 - Derivatives designated as hedging instruments - 1,168 - - ( 9,064 ) - Total amounts of income and expense line items presented in the statement of operations in which the effects of cash flow or fair value hedges are recorded $ - $ 1,492 $ 48,797 $ 3,648 $ 2,344 $ ( 5,204 ) There were no gains or losses from discontinuing cash flow or fair value hedge treatment during the three and nine months ended September 30, 2019 and 2018. The open commodity derivative positions as of September 30, 2019, are as follows (in thousands): Exchange Traded (1) Non-Exchange Traded (2) Derivative Instruments Net Long & (Short) Long (Short) Unit of Measure Commodity Futures ( 12,185 ) Bushels Corn, Soybeans and Wheat Futures ( 4,620 ) (3) Bushels Corn Futures 136,206 Gallons Ethanol Futures ( 6,300 ) (4) Gallons Ethanol Futures ( 1,123 ) MmBTU Natural Gas Futures ( 11,045 ) (3) MmBTU Natural Gas Options 765 Bushels Corn and Soybeans Options ( 55,815 ) Gallons Ethanol Options 196 MmBTU Natural Gas Forwards 33,986 ( 518 ) Bushels Corn and Soybeans Forwards 23,970 ( 478,004 ) Gallons Ethanol Forwards 126 ( 730 ) Tons DDG Forwards 192 ( 54,313 ) Pounds Corn Oil Forwards 12,841 ( 3,095 ) MmBTU Natural Gas (1) Exchange traded futures and options are presented on a net long and (short) position basis. Options are presented on a delta-adjusted basis. (2) Non-exchange traded forwards are presented on a gross long and (short) position basis including both fixed-price and basis contracts. (3) Futures or non-exchange traded forwards used for fair value hedges. (4) Futures used for cash flow hedges. Energy trading contracts that do not involve physical delivery are presented net in revenues on the consolidated statements of operations. Included in revenues are net gains on energy trading contracts of $ 2.1 million and $ 11.4 million for the three and nine months ended September 30, 2019, respectively and net gains on energy trading contracts of $ 1.6 million and $ 12.4 million for the three and nine months ended September 30, 2018, respectively. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt [Abstract] | |
Debt | 9. DEBT The components of long-term debt are as follows (in thousands): September 30, 2019 December 31, 2018 Corporate: 3.25 % convertible notes due 2019 $ - $ 53,457 4.125 % convertible notes due 2022 147,562 142,708 4.00 % convertible notes due 2024 82,191 - Green Plains Partners: $ 200.0 million revolving credit facility (1) 132,000 134,000 $ 8.1 million promissory note 8,100 8,100 Other 16,602 17,804 Total face value of long-term debt 386,455 356,069 Unamortized debt issuance costs ( 5,167 ) ( 3,190 ) Less: current maturities of long-term debt ( 132,999 ) ( 54,769 ) Total long-term debt $ 248,289 $ 298,110 (1) The Green Plains Partners revolving credit facility is included in current maturities of long-term debt balance on the consolidated balance sheet as of September 30, 2019 as its maturity date is July 1, 2020. The components of short-term notes payable and other borrowings are as follows: September 30, 2019 December 31, 2018 Green Plains Cattle: $ 500.0 million revolver (1) $ - $ - Green Plains Trade: $ 300.0 million revolver 119,625 108,485 Green Plains Grain: $ 100.0 million revolver 20,000 41,000 $ 50.0 million inventory financing 4,040 - Green Plains Commodity Management: $ 20.0 million hedge line 5,478 14,266 $ 149,143 $ 163,751 (1) As part of the GPCC disposition during the three months ended September 30, 2019, the December 31, 2018 outstanding balance of the Green Plains Cattle revolver of $ 374.5 million has been reclassified to current liabilities of discontinued operations. Refer to Note 3 – Acquisitions, Dispositions and Discontinued Operations for further discussion on discontinued operations. Corporate Activities On June 21, 2019, the company issued $ 105.0 million of 4.00 % convertible senior notes due in 2024, or the 4.00 % notes. The company used approximately $ 57.8 million of the net proceeds to repurchase the $ 56.8 million outstanding principal amount of its 3.25 % convertible senior notes due October 1, 2019 in cash, including accrued and unpaid interest, in privately negotiated transactions concurrently with the offering of the 4.00 % notes. On July 19, 2019, the company closed on the issuance of an additional $ 10.0 million aggregate principal amount of the 4.00 % notes (the “Option Notes”) to the initial purchasers. The Option Notes have the same terms as the 4.00 % notes issued on June 21, 2019, and were issued under the same Indenture dated as of June 21, 2019. After the issuance of the Option Notes, total aggregate principal of the 4.00 % notes outstanding is $ 115.0 million. At issuance, the company separately accounted for the liability and equity components of the 3.25 % convertible notes by bifurcating the gross proceeds between the indebtedness, or liability component, and the embedded conversion option, or equity component, by estimating an effective interest rate on the date of issuance for similar notes. The embedded conversion option was recorded in stockholders’ equity. Since the company did not exercise the embedded conversion option associated with the notes, pursuant to the guidance within ASC 470, Debt , the company recorded a loss upon extinguishment of $ 1.6 million, measured by the difference between the fair value and carrying value of the liability portion of the notes. As a result, the company recorded a charge to interest expense in the consolidated financial statements of approximately $ 1.6 million during the three months ended June 30, 2019. This charge included $ 0.1 million of unamortized debt issuance costs related to the principal balance extinguished. The remaining settlement consideration transferred was allocated to the reacquisition of the embedded conversion option and recognized as a reduction of additional paid-in capital. The 4.00 % notes are senior, unsecured obligations of the company, with interest payable on January 1 and July 1 of each year, beginning January 1, 2020, at a rate of 4.00 % per annum. The 4.00 % notes will mature on July 1, 2024 , unless earlier converted, redeemed or repurchased. The 4.00 % notes will be convertible, at the option of the holders, into consideration consisting of, at the company’s election, cash, shares of the company’s common stock, or a combination of cash and shares of the company’s common stock until the close of business on the scheduled trading day immediately preceding the maturity date. However, before January 1, 2024, the 4.00 % notes will not be convertible unless certain conditions are satisfied. The initial conversion rate is 64.1540 shares of common stock per $ 1,000 of principal, which is equal to a conversion price of approximately $ 15.59 per share. The conversion rate will be subject to adjustment upon the occurrence of certain events. In addition, the company may be obligated to increase the conversion rate for any conversion that occurs in connection with certain corporate events, including the company’s calling the 4.00 % notes for redemption. On and after July 1, 2022, and prior to the maturity date, the company may redeem all, but not less than all, of the 4.00 % notes for cash if the sale price of the company’s common stock equals or exceeds 140 % of the applicable conversion price for a specified time period ending on the trading day immediately prior to the date the company delivers notice of the redemption. The redemption price will equal 100 % of the principal amount of the 4.00 % notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. In addition, upon the occurrence of a fundamental change, holders of the 4.00 % notes will have the right, at their option, to require the company to repurchase the 4.00 % notes in cash at a price equal to 100 % of the principal amount of the 4.00 % notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In August 2016, the company issued $ 170.0 million of 4.125 % convertible senior notes due in 2022, or the 4.125 % notes. The 4.125 % notes are senior, unsecured obligations of the company, with interest payable on March 1 and September 1 of each year. The company may settle the 4.125 % notes in cash, common stock or a combination of cash and common stock. Prior to March 1, 2022, the 4.125 % notes are not convertible unless certain conditions are satisfied. The initial conversion rate is 35.7143 shares of common stock per $ 1,000 of principal, which is equal to a conversion price of approximately $ 28.00 per share. The conversion rate is subject to adjustment upon the occurrence of certain events, including upon redemption of the 4.125 % notes. The company may redeem all, but not less than all, of the 4.125 % notes at any time on or after September 1, 2020, if the company’s common stock equals or exceeds 140 % of the applicable conversion price for a specified time period ending on the trading day immediately prior to the date the company delivers notice of the redemption. The redemption price will equal 100 % of the principal plus any accrued and unpaid interest. Holders of the 4.125 % notes have the option to require the company to repurchase the 4.125 % notes in cash at a price equal to 100 % of the principal plus accrued and unpaid interest when there is a fundamental change, such as change in control. If an event of default occurs, it could result in the 4.125 % notes being declared due and payable. Ethanol Production Segment The company has small equipment financing loans, finance leases on equipment or facilities, and other forms of debt financing. Agribusiness and Energy Services Segment Green Plains Trade has a $ 300.0 million senior secured asset-based revolving credit facility to finance working capital for marketing and distribution activities based on eligible collateral equal to the sum of percentages of eligible receivables and inventories, less miscellaneous adjustments. The credit facility matures on July 28, 2022 and consists of a $ 285 million credit facility and a $ 15 million first-in-last-out (FILO) credit facility, and includes an accordion feature that enables the credit facility to be increased by up to $ 70.0 million with agent approval. Advances are subject to variable interest rates equal to daily LIBOR plus 2.25 % on the credit facility and daily LIBOR plus 3.25 % on the FILO credit facility. The total unused portion of the revolving credit facility is also subject to a commitment fee of 0.375 % per annum. The terms impose affirmative and negative covenants for Green Plains Trade, including maintaining a minimum fixed charge coverage ratio of 1.15 to 1.00. Capital expenditures are limited to $ 1.5 million per year under the credit facility. The credit facility also restricts distributions related to capital stock, with an exception for distributions up to 50 % of net income if, on a pro forma basis, (a) availability has been greater than $ 10.0 million for the last 30 days and (b) the borrower would be in compliance with the fixed charge coverage ratio on the distribution date. Green Plains Grain has a senior secured asset-based revolving credit facility, which was amended on June 28, 2019, to extend the existing maturity date from July 26, 2019 to June 28, 2022 and lower the maximum commitment from $ 125.0 million to $ 100.0 million. The credit facility finances working capital up to the maximum commitment based on eligible collateral equal to the sum of percentages of eligible cash, receivables and inventories, less miscellaneous adjustments. Advances are subject to an interest rate equal to LIBOR plus 3.00 % or the lenders’ base rate plus 2.00 %. The credit facility also includes an accordion feature that enables the facility to be increased by up to $ 75.0 million with agent approval. The credit facility can also be increased by up to $ 50.0 million for seasonal borrowings. Total commitments outstanding cannot exceed $ 225.0 million. Depending on utilization, the total unused portion of the $ 100.0 million revolving credit facility is also subject to a commitment fee ranging from 0.375 % to 0.50 %. Lenders receive a first priority lien on certain cash, inventory, accounts receivable and other assets owned by Green Plains Grain. The terms impose affirmative and negative covenants for Green Plains Grain, including maintaining minimum working capital to be the greater of (i) $ 18,000,000 and (ii) 18 % of the sum of the then total commitment plus the aggregate seasonal line commitments . Minimum tangible net worth is required to be greater than 21 % of the sum of the then total commitment plus the aggregate seasonal line commitments. The credit facility also requires the company to maintain a maximum annual leverage of 6.00 to 1.00. Capital expenditures are limited to $ 8.0 million per year under the credit facility, plus equity contributions from the company and unused amounts of up to $ 8.0 million from the previous year. In addition, if the company has long-term indebtedness on the date of calculation of greater than $ 10.0 million, the credit facility requires the company to maintain a minimum fixed charge coverage ratio of 1.25 to 1.00 and a maximum long term debt capitalization of 40 %. As of September 30, 2019, Green Plains Grain had no long-term indebtedness. Green Plains Grain has entered into short-term inventory financing agreements with a financial institution. At September 30, 2019, 0.9 million bushels of corn had been designated as collateral under these agreements at initial values totaling $ 3.8 million. The company has accounted for the agreements as short-term notes, rather than sales, and has elected the fair value option to offset fluctuations in market prices of the inventory. At September 30, 2019, the short-term notes payable were valued at $ 4.0 million and were measured using Level 2 inputs. Green Plains Commodity Management has an uncommitted $ 20.0 million revolving credit facility which matures April 30, 2023 to finance margins related to its hedging programs. Advances are subject to variable interest rates equal to LIBOR plus 1.75 %. Food and Ingredients Segment On August 28, 2019, GPCC entered into an amended and restated $ 500 million senior secured asset-based revolving credit facility with a group of lenders led by Bank of the West and ING Capital LLC which was conditional upon the closing and formation of the GPCC joint venture which became effective on September 1, 2019. The amended and restated agreement includes revisions to certain covenants including the calculations of tangible net worth, restricted payments and excess cash reserves. The amended and restated agreement also updated the definition of a change in control as Green Plains owning less than 35 % of GPCC, which previously had been Green Plains owning less than 100 % of GPCC. The December 31, 2018 outstanding balance of GPCC’s senior secured asset-based revolving credit facility has been reclassified to current liabilities of discontinued operations. Upon the disposition of GPCC, the food and ingredient segment no longer records any forms of debt financing. Refer to Note 3 – Acquisitions, Dispositions and Discontinued Operations for further discussion on the disposition and discontinued operations classification. Partnership Segment Green Plains Partners, through a wholly owned subsidiary, has a $ 200.0 million revolving credit facility to fund working capital, acquisitions, distributions, capital expenditures and other general partnership purposes. The credit facility matures on July 1, 2020 , and as a result, was reclassified to current maturities of long-term debt during the three months ended September 30, 2019. Advances under the credit facility are subject to a floating interest rate based on the preceding fiscal quarter’s consolidated leverage ratio at a base rate plus 1.25 % to 2.00 % or LIBOR plus 2.25 % to 3.00 %. The credit facility can be increased by an additional $ 20.0 million without the consent of the lenders. The unused portion of the credit facility is also subject to a commitment fee of 0.35 % to 0.50 %, depending on the preceding fiscal quarter’s consolidated leverage ratio. The partnership’s obligations under the credit facility are secured by a first priority lien on (i) the capital stock of the partnership’s present and future subsidiaries, (ii) all of the partnership’s present and future personal property, such as investment property, general intangibles and contract rights, including rights under agreements with Green Plains Trade, and (iii) all proceeds and products of the equity interests of the partnership’s present and future subsidiaries and its personal property. The terms impose affirmative and negative covenants including restricting the partnership’s ability to incur additional debt, acquire and sell assets, create liens, invest capital, pay distributions and materially amend the partnership’s commercial agreements with Green Plains Trade. The credit facility also requires the partnership to maintain a maximum consolidated net leverage ratio of no more than 3.50 x and a minimum consolidated interest coverage ratio of no less than 2.75 x, each of which is calculated on a pro forma basis with respect to acquisitions and divestitures occurring during the applicable period. The consolidated leverage ratio is calculated by dividing total funded indebtedness minus the lesser of cash in excess of $ 5.0 million or $ 30.0 million by the sum of the four preceding fiscal quarters’ consolidated EBITDA. The consolidated interest coverage ratio is calculated by dividing the sum of the four preceding fiscal quarters’ consolidated EBITDA by the sum of the four preceding fiscal quarters’ interest charges. The partnership, through a wholly owned subsidiary, has promissory notes payable of $ 8.1 million, which is recorded in long-term debt and current maturities of long-term debt, and a note receivable of $ 8.1 million, which is recorded in other assets, to execute a New Markets Tax Credit transaction related to the Birmingham, Alabama terminal. Beginning in March 2020, the promissory notes and note receivable each require quarterly principal and interest payments of approximately $ 0.2 million. The partnership retains the right to call the $ 8.1 million note receivable in June 2020, which would be correspondingly offset by forgiveness of the note payable. The promissory notes payable and note receivable will be fully amortized upon maturity in September 2031. Income tax credits were generated for the lender, which the company has guaranteed over their statutory life of seven years in the event the credits are recaptured or reduced. At the time of the transaction, the income tax credits were valued at $ 5.0 million. The partnership has not established a liability in connection with the guarantee because it believes the likelihood of recapture or reduction is remote. Covenant Compliance The company was in compliance with its debt covenants as of September 30, 2019. Restricted Net Assets At September 30, 2019, there were approximately $ 63.5 million of net assets at the company’s subsidiaries that could not be transferred to the parent company in the form of dividends, loans or advances due to restrictions contained in the credit facilities of these subsidiaries. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | 10. STOCK-BASED COMPENSATION The company has an equity incentive plan that reserves 4,110,000 shares of common stock for issuance to its directors and employees. The plan provides for shares, including options to purchase shares of common stock, stock appreciation rights tied to the value of common stock, restricted stock, performance shares, and restricted and deferred stock unit awards, to be granted to eligible employees, non-employee directors and consultants. The company measures stock-based compensation at fair value on the grant date, with no adjustments for estimated forfeitures. The company records noncash compensation expense related to equity awards in its consolidated financial statements over the requisite period on a straight-line basis. Restricted Stock Awards and Deferred Stock Units The non-vested stock award and deferred stock unit activity for the nine months ended September 30, 2019, is as follows: Non-Vested Shares and Deferred Stock Units Weighted- Average Grant- Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-Vested at December 31, 2018 882,288 $ 19.12 Granted 497,118 15.40 Forfeited ( 83,811 ) 17.56 Vested ( 444,054 ) 18.33 Non-Vested at September 30, 2019 851,541 $ 17.52 1.7 Performance Shares On February 19, 2019 and March 19, 2018, the board of directors granted performance shares to be awarded in the form of common stock to certain participants of the plan. Performance shares vest based on the company’s average return on net assets (RONA) and the company’s total shareholder return (TSR), as further described herein. The performance shares vest on the third anniversary of the grant, if the RONA and TSR criteria are achieved and the participant is then employed by the company. Fifty percent of the performance shares vest based upon the company’s ability to achieve a predetermined RONA during the three year performance period. The remaining fifty percent of the performance shares vest based upon the company’s total TSR during the three year performance period relative to that of the company’s performance peer group. The performance shares were granted at a target of 100 %, but each performance share will reduce or increase depending on results for the performance period for the company's RONA, and the company’s TSR relative to that of the performance peer group. If the company’s RONA and TSR achieve the maximum goals, the maximum amount of shares available to be issued pursuant to the 2018 and 2019 awards are 482,234 performance shares or 150 % of the 321,489 performance shares which remain outstanding. The actual number of performance shares that will ultimately vest is based on the actual percentile ranking of the company’s RONA, and the company’s TSR compared to the peer performance at the end of the performance period. The company used the Monte Carlo valuation model to estimate the fair value of the performance shares on the date of the grant. The weighted average assumptions used by the company in applying the Monte Carlo valuation model for performance share grants are illustrated in the following table: FY 2019 Performance Awards FY 2018 Performance Awards Risk-free interest rate 2.45 % 2.44 % Dividend yield 3.13 % 2.64 % Expected volatility 41.69 % 45.11 % Monte Carlo valuation 99.62 % 97.39 % Closing stock price on the date of grant $ 15.34 $ 18.15 The non-vested performance share award activity for the nine months ended September 30, 2019, is as follows: Performance Shares Weighted- Average Grant- Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-Vested at December 31, 2018 134,022 $ 17.92 Granted 216,703 15.43 Forfeited ( 29,236 ) 16.23 Non-Vested at September 30, 2019 321,489 $ 16.39 2.1 Stock Options There remains 128,750 exercisable stock options outstanding at September 30, 2019, with a weighted-average exercise price of $ 12.72 . The weighted average exercise price for options exercisable at September 30, 2019 was above the company’s stock price at September 30, 2019. The weighted-average remaining contractual term of exercisable options was 0.2 years at September 30, 2019. Option awards allow employees to exercise options through cash payment for the shares of common stock or simultaneous broker-assisted transactions in which the employee authorizes the exercise and immediate sale of the shares in the open market. The company uses newly issued shares of common stock to satisfy its stock-based payment obligations. Green Plains Partners Green Plains Partners has a long-term incentive plan (LTIP) intended to promote the interests of the partnership, its general partner and affiliates by providing unit-based incentive compensation awards to employees, consultants and directors to encourage superior performance. The LTIP reserves 2,500,000 common limited partner units for issuance in the form of options, restricted units, phantom units, distribution equivalent rights, substitute awards, unit appreciation rights, unit awards, profit interest units or other unit-based awards. The partnership measures unit-based compensation at fair value on the grant date, with no adjustments for estimated forfeitures. The partnership records noncash compensation expense related to the awards over the requisite service period on a straight-line basis. The non-vested unit-based awards activity for the nine months ended September 30, 2019, is as follows: Non-Vested Shares and Deferred Stock Units Weighted- Average Grant- Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-Vested at December 31, 2018 18,582 $ 16.96 Granted 22,856 14.00 Vested ( 18,582 ) 16.96 Non-Vested at September 30, 2019 22,856 $ 14.00 0.8 Stock-Based and Unit-Based Compensation Expense Compensation costs for stock-based and unit-based payment plans during the three and nine months ended September 30, 2019 were approximately $ 2.6 million and $ 7.4 million, respectively, and $ 3.3 million and $ 8.7 million during the three and nine months ended September 30, 2018. At September 30, 2019, there was $ 13.6 million of unrecognized compensation costs from stock-based and unit-based compensation related to non-vested awards. This compensation is expected to be recognized over a weighted-average period of approximately 1.8 years. The pote ntial tax benefit related to stock-based payment is approximately 24.8 % of these expe nses . |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 11. EARNINGS PER SHARE Basic earnings per share, or EPS, is calculated by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. The company computed diluted EPS by dividing net income on an if-converted basis, adjusted to add back net interest expense related to the convertible debt instruments, by the weighted average number of common shares outstanding during the period, adjusted to include the shares that would be issued if the convertible debt instruments were converted to common shares and the effect of any outstanding dilutive securities. In addition, due to the presentation of GPCC as discontinued operations, the company has presented basic and diluted earnings per share from both continuing operations and from discontinued operations. The basic and diluted EPS are calculated as follows (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Numerator: Net loss from continuing operations (1) $ ( 42,363 ) $ ( 12,936 ) $ ( 128,077 ) $ ( 49,415 ) Net income from discontinued operations 3,393 467 966 11,835 Net loss attributable to Green Plains $ ( 38,970 ) $ ( 12,469 ) $ ( 127,111 ) $ ( 37,580 ) Denominator: Weighted-average shares outstanding - basic 36,913 40,229 39,092 40,189 Dilutive effect of convertible debt and stock-based compensation (2) - - - - Weighted-average shares outstanding - diluted 36,913 40,229 39,092 40,189 EPS - basic and diluted: (3) EPS from continuing operations $ ( 1.15 ) $ ( 0.32 ) $ ( 3.28 ) $ ( 1.23 ) EPS from discontinued operations 0.09 0.01 0.03 0.29 EPS $ ( 1.06 ) $ ( 0.31 ) $ ( 3.25 ) $ ( 0.94 ) Anti-dilutive weighted-average convertible debt and stock-based compensation (2) 13,983 10,348 9,397 10,154 (1) Net loss from continuing operations can be recalculated from our consolidated statements of operations by taking the net loss from continuing operations including noncontrolling interest less net income attributable to noncontrolling interests. (2) The effect related to the company’s convertible debt and stock-based compensation awards have been excluded from diluted EPS for the periods presented as the inclusion of these shares would have been antidilutive. (3) GAAP requires the denominator used in the diluted net EPS calculation for discontinued operations to be the same as that of continuing operations, regardless of net earnings (loss) from continuing operations. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | 12. STOCKHOLDERS’ EQUITY Components of stockholders’ equity for the three and nine months ended September 30, 2019 and 2018 are as follows (in thousands): Accum. Total Additional Other Green Plains Non- Total Common Stock Paid-in Retained Comp. Treasury Stock Stockholders' Controlling Stockholders' Shares Amount Capital Earnings Income Shares Amount Equity Interests Equity Balance, January 1, 2019 46,638 $ 47 $ 696,222 $ 324,728 $ ( 16,016 ) 5,536 $ ( 58,162 ) $ 946,819 $ 116,170 $ 1,062,989 Net income (loss) - - - ( 42,799 ) - - - ( 42,799 ) 4,928 ( 37,871 ) Cash dividends and distributions declared - - - ( 4,847 ) - - - ( 4,847 ) ( 5,487 ) ( 10,334 ) Other comprehensive loss before reclassification - - - - ( 6,883 ) - - ( 6,883 ) - ( 6,883 ) Amounts reclassified from accumulated other comprehensive loss - - - - 10,376 - - 10,376 - 10,376 Other comprehensive income, net of tax - - - - 3,493 - - 3,493 - 3,493 Proceeds from disgorgement of shareholders short-swing profits, net (1) - - 5,023 - - - - 5,023 - 5,023 Stock-based compensation 284 - 428 - - - - 428 79 507 Balance, March 31, 2019 46,922 47 701,673 277,082 ( 12,523 ) 5,536 ( 58,162 ) 908,117 115,690 1,023,807 Net income (loss) - - - ( 45,342 ) - - - ( 45,342 ) 5,163 ( 40,179 ) Cash dividends and distributions declared - - - ( 4,871 ) - - - ( 4,871 ) ( 5,487 ) ( 10,358 ) Other comprehensive loss before reclassification - - - - 33,260 - - 33,260 - 33,260 Amounts reclassified from accumulated other comprehensive loss - - - - 3,440 - - 3,440 - 3,440 Other comprehensive income, net of tax - - - - 36,700 - - 36,700 - 36,700 Issuance of 4.00 % convertible notes due 2024, net of tax - - 22,537 - - - - 22,537 - 22,537 Settlement of 3.25 % convertible notes due 2019, net of tax - - ( 271 ) - - - - ( 271 ) - ( 271 ) Repurchase of common stock - - - - - 3,197 ( 39,870 ) ( 39,870 ) - ( 39,870 ) Stock-based compensation ( 3 ) - 2,129 - - - - 2,129 79 2,208 Balance, June 30, 2019 46,919 47 726,068 226,869 24,177 8,733 ( 98,032 ) 879,129 115,445 994,574 Net income (loss) - - - ( 38,970 ) - - - ( 38,970 ) 3,479 ( 35,491 ) Cash dividends and distributions declared - - - - - - - - ( 5,497 ) ( 5,497 ) Other comprehensive loss before reclassification - - - - 28,095 - - 28,095 - 28,095 Amounts reclassified from accumulated other comprehensive loss - - - - ( 53,255 ) - - ( 53,255 ) - ( 53,255 ) Other comprehensive income, net of tax - - - - ( 25,160 ) - - ( 25,160 ) - ( 25,160 ) Share of equity method investees other comprehensive loss arising during the period, net of tax - - - - ( 10,771 ) - - ( 10,771 ) - ( 10,771 ) Issuance of 4.00 % convertible notes due 2024, net of tax - - 2,231 - - - - 2,231 - 2,231 Repurchase of common stock - - - - - 1,663 ( 16,014 ) ( 16,014 ) ( 16,014 ) Stock-based compensation ( 4 ) - 2,509 - - - - 2,509 81 2,590 Balance, September 30, 2019 46,915 $ 47 $ 730,808 $ 187,899 $ ( 11,754 ) 10,396 $ ( 114,046 ) $ 792,954 $ 113,508 $ 906,462 Accum. Total Additional Other Green Plains Non- Total Common Stock Paid-in Retained Comp. Treasury Stock Stockholders' Controlling Stockholders' Shares Amount Capital Earnings Income Shares Amount Equity Interests Equity Balance, December 31, 2017 46,410 $ 46 $ 685,019 $ 325,411 $ ( 13,110 ) 5,326 $ ( 55,184 ) $ 942,182 $ 116,954 $ 1,059,136 Reclassification of certain tax effects from other comprehensive loss (2) - - - 2,787 ( 2,787 ) - - - - - Balance, January 1, 2018 46,410 46 685,019 328,198 ( 15,897 ) 5,326 ( 55,184 ) 942,182 116,954 1,059,136 Net income (loss) - - - ( 24,117 ) - - - ( 24,117 ) 4,662 ( 19,455 ) Cash dividends and distributions declared - - - ( 4,831 ) - - - ( 4,831 ) ( 5,420 ) ( 10,251 ) Other comprehensive income before reclassification - - - - 17,150 - - 17,150 - 17,150 Amounts reclassified from accumulated other comprehensive income - - - - ( 603 ) - - ( 603 ) - ( 603 ) Other comprehensive income net of tax - - - - 16,547 - - 16,547 - 16,547 Stock-based compensation 284 1 ( 512 ) - - - - ( 511 ) 60 ( 451 ) Stock options exercised 5 - 50 - - - - 50 - 50 Balance, March 31, 2018 46,699 47 684,557 299,250 650 5,326 ( 55,184 ) 929,320 116,256 1,045,576 Net income (loss) - - - ( 994 ) - - - ( 994 ) 4,745 3,751 Cash dividends and distributions declared - - - ( 4,851 ) - - - ( 4,851 ) ( 5,478 ) ( 10,329 ) Other comprehensive income before reclassification - - - - ( 4,277 ) - - ( 4,277 ) - ( 4,277 ) Amounts reclassified from accumulated other comprehensive income - - - - ( 581 ) - - ( 581 ) - ( 581 ) Other comprehensive income net of tax - - - - ( 4,858 ) - - ( 4,858 ) - ( 4,858 ) Exchange of 3.25 % convertible notes due 2018 - - - - - - 1 1 - 1 Stock-based compensation 52 - 2,812 - - - - 2,812 60 2,872 Stock options exercised 10 - 100 - - - - 100 - 100 Balance, June 30, 2018 46,761 47 687,469 293,405 ( 4,208 ) 5,326 ( 55,183 ) 921,530 115,583 1,037,113 Net income (loss) - - - ( 12,469 ) - - - ( 12,469 ) 5,050 ( 7,419 ) Cash dividends and distributions declared - - - ( 4,854 ) - - - ( 4,854 ) ( 5,487 ) ( 10,341 ) Other comprehensive income before reclassification - - - - ( 14,395 ) - - ( 14,395 ) - ( 14,395 ) Amounts reclassified from accumulated other comprehensive income - - - - 1,427 - - 1,427 - 1,427 Other comprehensive income net of tax - - - - ( 12,968 ) - - ( 12,968 ) - ( 12,968 ) Modification of 3.25 % convertible notes due 2019 - - 4,660 - - - - 4,660 4,660 Exchange of 3.25 % convertible notes due 2018 - - - - - - - - - - Stock-based compensation ( 15 ) - 3,014 - - - - 3,014 76 3,090 Stock options exercised - - - - - - - - - - Balance, September 30, 2018 46,746 $ 47 $ 695,143 $ 276,082 $ ( 17,176 ) 5,326 $ ( 55,183 ) $ 898,913 $ 115,222 $ 1,014,135 (1) During the three months ended March 31, 2019, the company received $ 6.7 million from a shareholder of the company for disgorgement of shareholder short-swing profits under Section 16(b) under the Exchange Act. The amount was recorded as an increase to additional paid-in capital, net of tax. (2) Effective January 1, 2018, the company early adopted the amended guidance in ASC 220, Income Statement – Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The amendment eliminates the stranded tax effects resulting from the Tax Cuts and Jobs Act and is intended to improve the usefulness of information reported. As a result, the company recorded a $ 2.8 million reclassification from accumulated other comprehensive income to retained earnings during the first quarter of 2018. Amounts reclassified from accumulated other comprehensive income are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Statements of Operations 2019 2018 2019 2018 Classification Gains (losses) on cash flow hedges: Commodity derivatives $ - $ 4,766 $ - $ 3,648 (1) Commodity derivatives - 1,331 - 1,258 (2) Total gains on cash flow hedges from continuing operations - 6,097 - 4,906 (3) Gains (losses) on cash flow hedges from discontinued operations, net of income taxes 53,255 ( 6,109 ) 39,439 ( 4,247 ) (4) Income tax expense - 1,415 - 902 (5) Amounts reclassified from accumulated other comprehensive income (loss) $ 53,255 $ ( 1,427 ) $ 39,439 $ ( 243 ) (1) Revenues (2) Costs of goods sold (3) Loss from continuing operations before income taxes and income (loss) from equity method investees (4) Net income from discontinued operations, net of income taxes (5) Income tax benefit |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Taxes [Abstract] | |
Income Taxes | 13. INCOME TAXES The company records actual income tax expense or benefit during interim periods rather than on an annual effective tax rate method. Certain items are given discrete period treatment and the tax effect of those items are reported in full in the relevant interim period. Green Plains Partners is a limited partnership, which is treated as a flow-through entity for federal income tax purposes and is not subject to federal income taxes. As a result, the consolidated financial statements do not reflect income taxes on pre-tax income or loss attributable to the noncontrolling interest in the partnership. The company recorded income tax benefit of $ 12.5 million and $ 40.7 million for the three and nine months ended September 30, 2019, compared with $ 15.0 million and $ 34.5 million for the same periods in 2018. The amount of unrecognized tax benefits for uncertain tax positions was $ 51.6 million as of September 30, 2019 and December 31, 2018. The 2019 effective tax rate can be affected by variances in the estimates and amounts of taxable income among the various states, entities and activity types, realization of tax credits, adjustments from resolution of tax matters under review, valuation allowances and the company’s assessment of its liability for uncertain tax positions. |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | 14. COMMITMENTS AND CONTINGENCIES Adoption of ASC 842 On January 1, 2019, the company adopted the amended guidance in ASC 842, Leases , and all related amendments (“new lease standard”) and applied it to all leases using the optional transition method which requires the amended guidance to be applied at the date of adoption. The standard does not require the guidance to be applied to the earliest comparative period presented in the financial statements. As such, comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The new lease standard had a material impact on the company’s consolidated balance sheets, increasing total assets and total liabilities by $ 60.9 million upon adoption. It did not have an impact on the consolidated statement of operations for the nine months ended September 30, 2019. The impact on the consolidated balance sheet as of December 31, 2018 for the adoption of the new lease standard was as follows (in thousands): Balance at Adjustments Balance at December 31, Due to January 1, 2018 ASC 842 2019 (audited) Assets Operating lease right-of-use assets $ - $ 61,268 $ 61,268 Other assets 365 ( 365 ) - Liabilities Accounts payable 196 ( 196 ) - Operating lease current liabilities - 18,315 18,315 Operating lease long-term liabilities - 46,024 46,024 Other liabilities 3,240 ( 3,240 ) - The company’s leases do not specify an implicit interest rate. Therefore, the incremental borrowing rate was used based on information available at commencement date to determine the present value of future payments. Practical Expedients Under the new lease standard, companies may elect various practical expedients upon adoption. The company elected the package of practical expedients related to transition, which states that an entity need not reassess initial direct costs for existing leases, the lease classification for any expired or existing leases, and whether any expired or existing contracts are or contain leases. The company elected to utilize a portfolio approach for lease classification, which allows for an entity to group together leases with similar characteristics provided that its application does not create a material difference when compared to accounting for the leases at a contract level. For railcar leases, the company elected to combine the railcars within each rider and account for each rider as an individual lease. The company also elected the practical expedient for lessees to include both the lease and non-lease components as a single component and account for them as a lease. Certain of the company’s railcar agreements provide for maintenance costs to be the responsibility of the company as incurred or charged by the lessor. This maintenance cost is a non-lease component that the company elected to combine with the monthly rental payment and account for the total cost as operating lease expense. In addition, the company has a land lease that contains a non-lease component for the handling and unloading services the landlord provides. The company elected to combine the cost of services with the land lease cost and account for the total as operating lease expense. A lessee may elect not to apply the recognition requirements in the new lease standard for short-term leases. Instead, the lease payments may be recognized into profit or loss on a straight-line basis over the lease term. The company has elected to use this short-term lease exemption, and therefore will not record a lease liability or right-of-use asset for leases with a term of one year or less. The company did not incur any short-term lease expense for the three and nine months ended September 30, 2019. Lease Expense The company leases certain facilities, parcels of land, and equipment, with remaining terms ranging from less than one year to 18.2 years. The land and facility leases include renewal options. The renewal options are included in the lease term only for those sites or locations in which they are reasonably certain to be renewed. Equipment renewals are not considered reasonably certain to be exercised as they typically renew with significantly different underlying terms. The company may sublease certain of its railcars to third parties on a short-term basis. The subleases are classified as operating leases, with the associated sublease income being recognized on a straight-line basis over the lease term. The components of lease expense are as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Lease expense Operating lease expense $ 4,944 $ 15,899 Variable lease expense (1) 250 643 Total lease expense $ 5,194 $ 16,542 (1) Represents amounts incurred in excess of the minimum payments required for the handling and unloading of railcars for a certain land lease, offset by railcar lease abatements provided by the lessor when railcars are out of service during periods of maintenance or upgrade. Supplemental cash flow information related to operating leases is as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 4,977 $ 15,913 Right-of-use assets obtained in exchange for lease obligations: 4,427 10,634 Operating leases Right-of-use assets and lease obligations derecognized due to lease modifications: Operating leases 1,405 1,405 Supplemental balance sheet information related to operating leases is as follows: September 30, 2019 Weighted average remaining lease term 6.7 years Weighted average discount rate 5.44 % Aggregate minimum lease payments under the operating lease agreements for the remainder of 2019 and in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 5,272 2020 18,822 2021 10,885 2022 8,924 2023 5,707 Thereafter 21,864 Total 71,474 Less: Present value discount ( 12,378 ) Lease liabilities $ 59,096 Aggregate minimum lease payments remaining under the operating lease agreements under ASC 840, Leases as of December 31, 2018 are as follows (in thousands): Year Ending December 31, Amount 2019 $ 23,552 2020 17,473 2021 9,812 2022 7,325 2023 3,594 Thereafter 28,542 Total $ 90,298 Lease Revenue As described in Note 2 – Revenue , the majority of the partnership’s segment revenue is generated though their storage and throughput services and rail transportation services agreements with Green Plains Trade and are accounted for as lease revenue. Leasing revenues do not represent revenues recognized from contracts with customers under ASC 606, and are accounted for under ASC 842, Leases . Lease revenue associated with agreements with Green Plains Trade are eliminated upon consolidation. The remaining lease revenue is not material to the company. Refer to Note 2 – Revenue for further discussion on lease revenue. Commodities As of September 30, 2019, the company had contracted future purchases of grain, corn oil, natural gas, crude oil, ethanol and distillers grains, valu ed at approximately $ 271.7 million. Legal The company is currently involved in litigation that has arisen during the ordinary course of business, but does not believe any pending litigation will have a material adverse effect on its financial position, results of operations or cash flows. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15. RELATED PARTY TRANSACTIONS Green Plains Cattle Company LLC The company engages in certain related party transactions with GPCC. The company provides a variety of shared services to GPCC, including general management, accounting and finance, payroll and human resources, information technology, legal, communications and treasury activities. The company reduced selling, general and administrative expenses by $ 0.1 million related to shared services provided for the three and nine months ended September 30, 2019. The company had $ 0.5 million outstanding receivables related to the shared service agreement and expenses paid on behalf of GPCC as of September 30, 2019. Green Plains Trade Group, a subsidiary of the company, enters into certain sale contracts with GPCC during the normal course of business. Revenues subsequent to the disposition of GPCC were $ 0.7 million for both the three and nine months ended September 30, 2019. Aircraft Leases Effective January 1, 2015, the company entered into two agreements with an entity controlled by Wayne Hoovestol for the lease of two aircrafts. Mr. Hoovestol is chairman of the company’s board of directors. The company agreed to pay $ 9,766 per month for the combined use of up to 125 hours per year of the aircrafts. Flight time in excess of 125 hours per year will incur additional hourly charges. Payments related to these leases totaled $ 37 thousand and $ 106 thousand during the three and nine months ended September 30, 2019, and $ 39 thousand and $ 126 thousand during the three and nine months ended September 30, 2018, respectively. The company had no outstanding payables related to these agreements as of September 30, 2019 and December 31, 2018. |
Equity Method Investments
Equity Method Investments | 9 Months Ended |
Sep. 30, 2019 | |
Equity Method Investments [Abstract] | |
Equity Method Investments | 16. EQUITY METHOD INVESTMENTS Green Plains Cattle Company LLC On September 9, 2019, Green Plains, TGAM and StepStone announced the formation of a joint venture. Such parties entered into the Second Amended and Restated Limited Liability Company Agreement of GPCC effective as of September 1, 2019. GPCC was previously a wholly owned subsidiary of Green Plains. Green Plains also entered into a Securities Purchase Agreement with TGAM and StepStone, whereby TGAM and StepStone purchased an aggregate of 50 % of the membership interests of GPCC from Green Plains. After closing, GPCC is no longer consolidated in the company’s consolidated financial statements and the GPCC investment is accounted for using the equity method of accounting. GPCC results prior to its disposition are classified as discontinued operations in our current and prior period financials. The GPCC investment is accounted for using the equity method of accounting. GPCC conducts the business of the joint venture, including (i) owning and operating the cattle feeding operations (as defined below), and (ii) any other activities approved by GPCC’s board of managers. GPCC continues to have the capacity to support 355,000 head of cattle and has approximately 11.7 million bushels of grain storage capacity. Historical GPCC operational results prior to its disposition are recorded as discontinued operations in the consolidated balance sheet and statements of operations. The company does not consolidate any part of the assets or liabilities or operating results of its equity method investee. The company’s share of net income or loss in the investee increases or decreases, as applicable, the carrying value of the investment. With respect to GPCC, the company determined that this entity does not represent a variable interest entity and consolidation is not required. In addition, although the company has the ability to exercise significant influence over the joint venture through board representation and voting rights, all significant decisions require the consent of the other investors without regard to economic interest. Summarized Financial Information During the periods ended September 30, 2019 and December 31, 2018, our equity method investees were considered related parties and included: Green Plains Cattle Company LLC, a joint venture formed on September 1, 2019, in which we have a 50 % noncontrolling interest. See description of GPCC above. JGP Energy Partners LLC, in which we have a 50 % noncontrolling interest. JGP Energy Partners LLC operates an intermodal export and import fuels terminal in Beaumont, Texas, with storage capacity of 550 thousand barrels to support various export and domestic grades of ethanol. Optimal Aqua LLC, in which we have a 50 % noncontrolling interest. Optimal Aqua LLC produces high-quality aquaculture feeds utilizing proprietary techniques and high-protein feed ingredients. NLR Energy Logistics LLC, in which the partnership has a 50 % noncontrolling interest. NLR Energy Logistics LLC operates a unit train terminal in the Little Rock, Arkansas area with capacity to unload 110 -unit cars and provide approximately 100,000 barrels of storage. Our equity method investments are summarized in the following table (in thousands): Ownership as of September 30, 2019 September 30, 2019 December 31, 2018 Green Plains Cattle Company LLC 50 % $ 63,066 $ - JGP Energy Partners LLC 50 % 25,145 25,362 Optimal Aqua LLC 50 % 640 704 NLR Energy Logistics LLC 50 % 4,178 3,648 Total $ 93,029 $ 29,714 Earnings from equity method investments were as follows: Three Months Ended September 30, Nine Months Ended September 30 2019 2018 2019 2018 Green Plains Cattle Company LLC $ 504 $ - $ 504 $ - NLR Energy Logistics LLC 173 48 530 ( 82 ) All others ( 33 ) ( 298 ) ( 500 ) ( 407 ) Total income (loss) from equity method investments $ 644 $ ( 250 ) $ 534 $ ( 489 ) Distributions from equity method investments $ - $ - $ - $ - Earnings from equity method investments, net of distributions $ 644 $ ( 250 ) $ 534 $ ( 489 ) The company reports its proportional share of equity method investment income (loss) in the consolidated statements of operations. The company’s share of equity method investees other comprehensive income arising during the period is included in accumulated other comprehensive loss in the accompanying balance sheet. The following tables present summarized financial information of GPCC. One Month Ended September 30, 2019 Total revenues $ 86,932 Total operating expenses 85,925 Net income $ 1,007 September 30, 2019 Balance sheet: Current assets $ 452,604 Noncurrent assets 75,046 Current liabilities 401,034 Noncurrent liabilities 484 Net assets $ 126,132 |
Basis Of Presentation, Descri_2
Basis Of Presentation, Description Of Business And Summary Of Significant Accounting Policies (Policy) | 9 Months Ended |
Sep. 30, 2019 | |
Basis Of Presentation, Description Of Business And Summary Of Significant Accounting Policies [Abstract] | |
Consolidated Financial Statements | Consolidated Financial Statements The consolidated financial statements include the company’s accounts and all significant intercompany balances and transactions are eliminated. Unconsolidated entities are included in the financial statements on an equity basis. The company owns a 49.1 % limited partner interest and a 2.0 % general partner interest in Green Plains Partners LP. Public investors own the remaining 48.9 % limited partner interest in the partnership. The company determined that the limited partners in the partnership with equity at risk lack the power, through voting rights or similar rights, to direct the activities that most significantly impact partnership’s economic performance; therefore, the partnership is considered a variable interest entity. The company, through its ownership of the general partner interest in the partnership, has the power to direct the activities that most significantly affect economic performance and is obligated to absorb losses and has the right to receive benefits that could be significant to the partnership. Therefore, the company is considered the primary beneficiary and consolidates the partnership in the company’s financial statements. The assets of the partnership cannot be used by the company for general corporate purposes. The partnership’s consolidated total assets as of September 30, 2019 and December 31, 2018, excluding intercompany balances, are $ 102.5 million and $ 67.3 million, respectively, and primarily consist of property and equipment, operating lease right-of-use assets and goodwill. The partnership’s consolidated total liabilities as of September 30, 2019 and December 31, 2018, excluding intercompany balances, are $ 194.3 million and $ 152.9 million, respectively, which primarily consist of long-term debt as discussed in Note 9 – Debt and operating lease liabilities. The liabilities recognized as a result of consolidating the partnership do not represent additional claims on our general assets. On September 9, 2019, Green Plains, TGAM Agribusiness Fund Holdings-B LP (“TGAM”) and StepStone Atlantic Fund, L.P. (“StepStone”) announced the formation of a joint venture. Such parties entered into the Second Amended and Restated Limited Liability Company Agreement (the “LLC Agreement”) of Green Plains Cattle Company LLC (“GPCC”) on September 6, 2019, effective as of September 1, 2019. GPCC was previously a wholly owned subsidiary of Green Plains. Green Plains also entered into a Securities Purchase Agreement with TGAM and StepStone, whereby TGAM and StepStone purchased an aggregate of 50 % of the membership interests of GPCC from Green Plains. After closing, GPCC is no longer consolidated in the company’s consolidated financial statements and the GPCC investment is accounted for using the equity method of accounting. Under this method, the investment is recorded at the acquisition cost plus the company’s share of equity in undistributed earnings or losses since acquisition and the company’s share of equity method investees other comprehensive income arising during the period, reduced by distributions received and the amortization of excess net investment. The company recognizes this investment on a separate line item in the consolidated balance sheet and recognizes its proportionate share of earnings on a separate line item in the consolidated statement of operations. The company does not consolidate any part of the assets or liabilities or operating results of its equity method investees. Additionally, the company concluded that the disposition of GPCC met the requirements under ASC 205-20 Presentation of Financial Statements – Discontinued Operations (“ASC 205-20”) to be presented as discontinued operations. As such, GPCC results prior to its disposition are classified as discontinued operations in current and prior period consolidated financial statements. See Note 3 - Acquisitions, Dispositions and Discontinued Operations for further details. The company also owns a 90.0 % interest in BioProcess Algae, a joint venture formed in 2008, and consolidates their results in its consolidated financial statements. The accompanying unaudited consolidated financial statements are prepared in accordance with GAAP for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Because they do not include all of the information and notes required by GAAP, the consolidated financial statements should be read in conjunction with the company’s annual report on Form 10-K for the year ended December 31, 2018, as filed with the SEC on February 20, 2019. The unaudited financial information reflects adjustments, which are, in the opinion of management, necessary for a fair presentation of results of operations, financial position and cash flows for the periods presented. The adjustments are normal and recurring in nature, unless otherwise noted. Interim period results are not necessarily indicative of the results to be expected for the entire year. |
Reclassifications | Reclassifications Certain prior year amounts were reclassified to conform to the current year presentation, including the discontinued operations of GPCC. These reclassifications affected total revenues, costs and expenses. |
Use Of Estimates In The Preparation Of Consolidated Financial Statements | Use of Estimates in the Preparation of Consolidated Financial Statements The preparation of consolidated financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. The company bases its estimates on historical experience and assumptions it believes are proper and reasonable under the circumstances and regularly evaluates the appropriateness of its estimates and assumptions. Actual results could differ from those estimates. Key accounting policies, including but not limited to those relating to revenue recognition, depreciation of property and equipment, carrying value of intangible assets, operating leases, impairment of long-lived assets and goodwill, derivative financial instruments, accounting for income taxes and assets acquired and liabilities assumed in acquisitions, are impacted significantly by judgments, assumptions and estimates used in the preparation of the consolidated financial statements. |
Description Of Business | Description of Business The company operates within four business segments: (1) ethanol production, which includes the production of ethanol, distillers grains and corn oil, (2) agribusiness and energy services, which includes grain handling and storage, commodity marketing and merchant trading for company-produced and third-party ethanol, distillers grains, corn oil, natural gas and other commodities, (3) food and ingredients, which includes food-grade corn oil and vinegar production until the sale of Fleischmann’s Vinegar during the fourth quarter of 2018 and (4) partnership, which includes fuel storage and transportation services. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents includes bank deposits as well as short-term, highly liquid investments with original maturities of three months or less. |
Restricted Cash | Restricted Cash The company has restricted cash, which can only be used for funding letters of credit or for payment towards a revolving credit agreement. Restricted cash also includes cash margins and securities pledged to commodity exchange clearinghouses and at times, funds in escrow related to acquisition and disposition activities. To the degree these segregated balances are cash and cash equivalents, they are considered restricted cash on the consolidated statements of cash flows. |
Revenue Recognition | Revenue Recognition The company recognizes revenue when obligations under the terms of a contract with a customer are satisfied. Generally this occurs with the transfer of control of products or services. Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. Sales, value add, and other taxes the company collects concurrent with revenue-producing activities are excluded from revenue. Sales of ethanol, distillers grains, corn oil, natural gas and other commodities by the company’s marketing business are recognized when obligations under the terms of a contract with a customer are satisfied. Generally, this occurs with the transfer of control of products or services. Revenues related to marketing for third parties are presented on a gross basis as the company controls the product prior to the sale to the end customer, takes title of the product and has inventory risk. Unearned revenue is recorded for goods in transit when the company has received payment but control has not yet been transferred to the customer. Revenues for receiving, storing, transferring and transporting ethanol and other fuels are recognized when the product is delivered to the customer. The company routinely enters into physical-delivery energy commodity purchase and sale agreements. At times, the company settles these transactions by transferring its obligations to other counterparties rather than delivering the physical commodity. Energy trading transactions are reported net as a component of revenue. Revenues include net gains or losses from derivatives related to products sold while cost of goods sold includes net gains or losses from derivatives related to commodities purchased. Revenues also include realized gains and losses on related derivative financial instruments and reclassifications of realized gains and losses on cash flow hedges from accumulated other comprehensive income or loss. Sales of products, including agricultural commodities, are recognized when control of the product is transferred to the customer, which depends on the agreed upon shipment or delivery terms. Revenues related to grain merchandising are presented gross and include shipping and handling, which is also a component of cost of goods sold. Revenues from grain storage are recognized when services are rendered. A substantial portion of the partnership revenues are derived from fixed-fee commercial agreements for storage, terminal or transportation services. The partnership recognizes revenue upon transfer of control of product from its storage tanks and fuel terminals, when railcar volumetric capacity is provided, and as truck transportation services are performed. To the extent shortfalls associated with minimum volume commitments in the previous four quarters continue to exist, volumes in excess of the minimum volume commitment are applied to those shortfalls. Remaining excess volumes generating operating lease revenue are recognized as incurred. |
Shipping and Handling Costs | Shipping and Handling Costs The company accounts for shipping and handling activities related to contracts with customers as costs to fulfill its promise to transfer the associated products. Accordingly, the company records customer payments associated with shipping and handling costs as a component of revenue, and classifies such costs as a component of cost of goods sold. |
Cost Of Goods Sold | Cost of Goods Sold Cost of goods sold includes direct labor, materials, shipping and plant overhead costs. Direct labor includes all compensation and related benefits of non-management personnel involved in ethanol production and vinegar production until the sale of Fleischmann’s Vinegar during the fourth quarter of 2018. Grain purchasing and receiving costs, excluding labor costs for grain buyers and scale operators, are also included in cost of goods sold. Materials include the cost of corn feedstock, denaturant, and process chemicals. Corn feedstock costs include gains and losses on related derivative financial instruments not designated as cash flow hedges, inbound freight charges, inspection costs and transfer costs, as well as reclassifications of gains and losses on cash flow hedges from accumulated other comprehensive income or loss. Plant overhead consists primarily of plant utilities, repairs and maintenance and outbound freight charges. Shipping costs incurred by the company, including railcar costs, are also reflected in cost of goods sold. The company uses exchange-traded futures and options contracts and forward purchase and sale contracts to attempt to minimize the effect of price changes on ethanol, grain and natural gas. Exchange-traded futures and options contracts are valued at quoted market prices and settled predominantly in cash. The company is exposed to loss when counterparties default on forward purchase and sale contracts. Grain inventories held for sale and forward purchase and sale contracts are valued at market prices when available or other market quotes adjusted for differences, primarily in transportation, between the exchange-traded market and local market where the terms of the contract is based. Changes in forward purchase contracts and exchange-traded futures and options contracts are recognized as a component of cost of goods sold. |
Operations and Maintenance Expenses | Operations and Maintenance Expenses In the partnership segment, transportation expenses represent the primary component of operations and maintenance expenses. Transportation expenses include railcar leases, freight and shipping of the company’s ethanol and co-products, as well as costs incurred storing ethanol at destination terminals. |
Derivative Financial Instruments | Derivative Financial Instruments The company uses various derivative financial instruments, including exchange-traded futures and exchange-traded and over-the-counter options contracts, to attempt to minimize risk and the effect of commodity price changes including but not limited to, corn, ethanol, natural gas and crude oil. The company monitors and manages this exposure as part of its overall risk management policy to reduce the adverse effect market volatility may have on its operating results. The company may hedge these commodities as one way to mitigate risk; however, there may be situations when these hedging activities themselves result in losses. By using derivatives to hedge exposures to changes in commodity prices, the company is exposed to credit and market risk. The company’s exposure to credit risk includes the counterparty’s failure to fulfill its performance obligations under the terms of the derivative contract. The company minimizes its credit risk by entering into transactions with high quality counterparties, limiting the amount of financial exposure it has with each counterparty and monitoring their financial condition. Market risk is the risk that the value of the financial instrument might be adversely affected by a change in commodity prices or interest rates. The company manages market risk by incorporating parameters to monitor exposure within its risk management strategy, which limits the types of derivative instruments and strategies the company can use and the degree of market risk it can take using derivative instruments. The company evaluates its physical delivery contracts to determine if they qualify for normal purchase or sale exemptions which are expected to be used or sold over a reasonable period in the normal course of business. Contracts that do not meet the normal purchase or sale criteria are recorded at fair value. Changes in fair value are recorded in operating income unless the contracts qualify for, and the company elects, cash flow hedge accounting treatment. Certain qualifying derivatives related to ethanol production and agribusiness and energy services are designated as cash flow hedges. The company evaluates the derivative instrument to ascertain its effectiveness prior to entering into cash flow hedges. Unrealized gains and losses are reflected in accumulated other comprehensive income or loss until the gain or loss from the underlying hedged transaction is realized. When it becomes probable a forecasted transaction will not occur, the cash flow hedge treatment is discontinued, which affects earnings. These derivative financial instruments are recognized in current assets or other current liabilities at fair value. At times, the company hedges its exposure to changes in inventory values and designates qualifying derivatives as fair value hedges. The carrying amount of the hedged inventory is adjusted in the current period for changes in fair value. Ineffectiveness of the hedges is recognized in the current period to the extent the change in fair value of the inventory is not offset by the change in fair value of the derivative. |
Investments in Equity Method Investees | Investments in Equity Method Investees The company accounts for investments in which the company exercises significant influence using the equity method so long as the company (i) does not control the investee and (ii) is not the primary beneficiary of the entity. The company recognizes these investments as a separate line item in the consolidated balance sheets and its proportionate share of earnings on a separate line item in the consolidated statements of operations. The company’s share of equity method investees other comprehensive income arising during the period is included in accumulated other comprehensive loss in the consolidated balance sheet. The company recognizes losses in the value of equity method investments when there is evidence of an other-than-temporary decrease in value. Evidence of a loss might include, but would not necessarily be limited to, the inability to recover the carrying amount of the investment or the inability of the equity method investee to sustain an earnings capacity that justifies the carrying amount of the investment. The current fair value of an investment that is less than its carrying amount may indicate a loss in value of the investment. The company evaluates equity method investments for impairment when there is evidence an investment may be impaired. Distributions paid to the company from unconsolidated affiliates are classified as operating activities in the consolidated statements of cash flows until the cumulative distributions exceed the company’s proportionate share of income from the unconsolidated affiliate since the date of initial investment. The amount of cumulative distributions paid to the company that exceeds the cumulative proportionate share of income in each period represents a return of investment, which is classified as an investing activity in the consolidated statements of cash flows. |
Discontinued Operations | Discontinued Operations In determining whether a disposal group should be presented as discontinued operations, the company makes a determination of whether such a group being disposed of comprises a component of the entity, or a group of components of the entity, that represents a strategic shift that has, or will have, a major effect on the company's operations and financial results. If these determinations are made affirmatively, the results of operations of the group being disposed of are aggregated for separate presentation apart from the continuing operations of the company for all periods presented in the consolidated financial statements. General corporate overhead is not allocated to discontinued operations. Net income fr om discontinued operations, net of income taxes, relates to the operations of GPCC, which was previously a wholly owned subsidiary of Green Plains until the formation of the GPCC joint venture and partial sale during the third quarter of 2019. The assets and liabilities of GPCC have been reclassified as assets and liabilities of discontinued operations in the prior year. All assets and liabilities of GPCC were disposed of during the three months ended September 30, 2019. See Note 3 - Acquisitions, Dispositions and Discontinued Operations for further details. The company entered into a shared service agreement whereby they will continue to provide certain administrative services to GPCC and will receive $ 400 thousand on a quarterly basis through September 1, 2024, with the option for automatic renewal for successive one year periods thereafter and the quarterly fee subject to adjustments annually based on services rendered or market rates. The company will continue to sell distillers grains and corn to GPCC, and will recognize these sales and related cost of goods in continuing operations within their consolidated results, whereas previously these were eliminated as intercompany transactions. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Effective January 1, 2019, the company adopted the amended guidance in ASC 842, Leases. Please refer to Note 14 – Commitments and Contingencies for further details. |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue [Abstract] | |
Disaggregatation Of Revenue By Major Source | The following tables disaggregate revenue by major source for the three and nine months ended September 30, 2019 and 2018 excluding amounts related to discontinued operations (in thousands): Three Months Ended September 30, 2019 (1) Ethanol Production Agribusiness & Energy Services Food & Ingredients Partnership Eliminations Total Revenues: Revenues from contracts with customers under ASC 606: Ethanol $ - $ - $ - $ - $ - $ - Distillers grains 16,455 - - - - 16,455 Service revenues - - - 1,275 - 1,275 Other 127 895 - - - 1,022 Intersegment revenues 24 - - 2,046 ( 2,070 ) - Total revenues from contracts with customers 16,606 895 - 3,321 ( 2,070 ) 18,752 Revenues from contracts accounted for as derivatives under ASC 815 (2) : Ethanol 389,847 111,454 - - - 501,301 Distillers grains 62,698 6,077 - - - 68,775 Corn oil 14,308 5,509 - - - 19,817 Grain 2 19,056 - - - 19,058 Other 945 3,659 - - - 4,604 Intersegment revenues - 7,293 - - ( 7,293 ) - Total revenues from contracts accounted for as derivatives 467,800 153,048 - - ( 7,293 ) 613,555 Leasing revenues under ASC 842 (3) : - - - 16,833 ( 16,790 ) 43 Total Revenues $ 484,406 $ 153,943 $ - $ 20,154 $ ( 26,153 ) $ 632,350 Nine Months Ended September 30, 2019 (1) Ethanol Production Agribusiness & Energy Services Food & Ingredients Partnership Eliminations Total Revenues: Revenues from contracts with customers under ASC 606: Ethanol $ 620 $ - $ - $ - $ - $ 620 Distillers grains 47,860 - - - - 47,860 Service revenues - - - 4,966 - 4,966 Other 2,135 1,515 - - - 3,650 Intersegment revenues 75 - - 5,267 ( 5,342 ) - Total revenues from contracts with customers 50,690 1,515 - 10,233 ( 5,342 ) 57,096 Revenues from contracts accounted for as derivatives under ASC 815 (2) : Ethanol 946,390 324,756 - - - 1,271,146 Distillers grains 165,436 32,165 - - - 197,601 Corn oil 35,915 22,943 1,451 - - 60,309 Grain 138 59,140 - - - 59,278 Other 7,613 48,168 - - - 55,781 Intersegment revenues - 19,432 - - ( 19,432 ) - Total revenues from contracts accounted for as derivatives 1,155,492 506,604 1,451 - ( 19,432 ) 1,644,115 Leasing revenues under ASC 842 (3) : - - - 51,833 ( 51,484 ) 349 Total Revenues $ 1,206,182 $ 508,119 $ 1,451 $ 62,066 $ ( 76,258 ) $ 1,701,560 Three Months Ended September 30, 2018 (1) Ethanol Production Agribusiness & Energy Services Food & Ingredients Partnership Eliminations Total Revenues: Revenues from contracts with customers under ASC 606: Ethanol $ 291 $ - $ - $ - $ - $ 291 Distillers grains 55,370 - - - - 55,370 Vinegar - - 29,032 - - 29,032 Service revenues - - - 983 - 983 Other 238 680 - - - 918 Intersegment revenues 37 23 - 2,597 ( 2,657 ) - Total revenues from contracts with customers 55,936 703 29,032 3,580 ( 2,657 ) 86,594 Revenues from contracts accounted for as derivatives under ASC 815 (2) : Ethanol 440,333 93,166 - - - 533,499 Distillers grains 59,195 45,645 - - - 104,840 Corn oil 17,088 10,275 4,411 - - 31,774 Grain 30 23,921 - - - 23,951 Other 3,930 4,145 - - - 8,075 Intersegment revenues - 9,127 - - ( 9,127 ) - Total revenues from contracts accounted for as derivatives 520,576 186,279 4,411 - ( 9,127 ) 702,139 Leasing revenues under ASC 840 (3) : - - - 22,190 ( 21,875 ) 315 Total Revenues $ 576,512 $ 186,982 $ 33,443 $ 25,770 $ ( 33,659 ) $ 789,048 Nine Months Ended September 30, 2018 (1) Ethanol Production Agribusiness & Energy Services Food & Ingredients Partnership Eliminations Total Revenues: Revenues from contracts with customers under ASC 606: Ethanol $ 3,391 $ - $ - $ - $ - $ 3,391 Distillers grains 176,690 - - - - 176,690 Vinegar - - 90,229 - - 90,229 Service revenues - - - 3,430 - 3,430 Other 1,570 2,012 - - - 3,582 Intersegment revenues 157 23 - 7,286 ( 7,466 ) - Total revenues from contracts with customers 181,808 2,035 90,229 10,716 ( 7,466 ) 277,322 Revenues from contracts accounted for as derivatives under ASC 815 (2) : Ethanol 1,333,989 321,824 - - - 1,655,813 Distillers grains 154,230 101,678 - - - 255,908 Corn oil 52,690 22,433 12,048 - - 87,171 Grain 500 67,085 - - - 67,585 Other 12,486 43,022 - - - 55,508 Intersegment revenues - 26,323 - - ( 26,323 ) - Total revenues from contracts accounted for as derivatives 1,553,895 582,365 12,048 - ( 26,323 ) 2,121,985 Leasing revenues under ASC 840 (3) : - - - 66,779 ( 65,663 ) 1,116 Total Revenues $ 1,735,703 $ 584,400 $ 102,277 $ 77,495 $ ( 99,452 ) $ 2,400,423 (1) Revenues include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue transactions are now presented on a gross basis in product revenues. These revenue transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. (2) Revenues from contracts accounted for as derivatives represent physically settled derivative sales that are outside the scope of ASC 606, Revenue from Contracts with Customers (ASC 606), where the company recognizes revenue when control of the inventory is transferred within the meaning of ASC 606 as required by ASC 610-20, Gains and Losses from the Derecognition of Nonfinancial Assets . (3) Leasing revenues do not represent revenues recognized from contracts with customers under ASC 606, and are accounted for under ASC 842, Leases for 2019 and ASC 840, Leases for 2018. |
Acquisitions, Dispositions An_2
Acquisitions, Dispositions And Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Business Acquisition [Line Items] | |
Schedule Of Identifiable Assets Acquired And Liabilities Assumed | Amounts of Identifiable Assets Acquired and Liabilities Assumed Accounts receivable $ 1,897 Inventory 104,809 Property and equipment, net 16,190 Current liabilities ( 118 ) Total identifiable net assets $ 122,778 |
Summary Of Results Of Discontinued Operations | Three Months Ended September 30, Nine Months Ended September 30, 2019 (1) 2018 (1) 2019 (1) 2018 (1) Product revenues $ 160,113 $ 217,708 $ 638,122 $ 652,950 Costs and expenses Cost of goods sold (excluding depreciation and amortization expenses reflected below) 150,214 209,922 614,671 622,461 Selling, general and administrative expenses 1,472 1,906 5,931 5,184 Depreciation and amortization expenses 1,004 1,447 4,199 3,840 Total costs and expenses 152,690 213,275 624,801 631,485 Operating income 7,423 4,433 13,321 21,465 Other income (expense) Interest income 42 45 182 83 Interest expense ( 3,001 ) ( 3,696 ) ( 12,417 ) ( 9,218 ) Other, net - - - 2,591 Total other expense ( 2,959 ) ( 3,651 ) ( 12,235 ) ( 6,544 ) Income before income taxes 4,464 782 1,086 14,921 Income tax expense ( 1,071 ) ( 315 ) ( 120 ) ( 3,086 ) Net income $ 3,393 $ 467 $ 966 $ 11,835 (1) Product revenues, costs of goods sold and selling, general and administrative expenses include certain revenue and expense items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue and costs of goods sold transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. |
Fleischmanns Vinegar Company [Member] | Disposal Group, Not Discontinued Operations [Member] | |
Business Acquisition [Line Items] | |
Amounts Of Identifiable Assets Disposed And Liabilities Relinquished | Amounts of Identifiable Assets Disposed and Liabilities Relinquished Cash $ 2,107 Accounts receivable, net 16,142 Inventory 15,167 Prepaid expenses and other 853 Property and equipment 64,552 Other assets 79,389 Current liabilities ( 8,837 ) Deferred tax liabilities ( 26,617 ) Total identifiable net assets 142,756 Goodwill 142,002 Net assets disposed $ 284,758 |
Bluffton Lakota And Riga Ethanol Plants [Member] | Disposal Group, Not Discontinued Operations [Member] | |
Business Acquisition [Line Items] | |
Amounts Of Identifiable Assets Disposed And Liabilities Relinquished | Amounts of Identifiable Assets Disposed and Liabilities Relinquished Inventory $ 36,812 Prepaid expenses and other 189 Property and equipment 184,970 Other assets 1,717 Current liabilities ( 746 ) Other liabilities ( 4,706 ) Total identifiable net assets 218,236 Goodwill 6,188 Net assets disposed $ 224,424 |
Green Plains Cattle Company LLC [Member] | Disposal Group, Not Discontinued Operations [Member] | |
Business Acquisition [Line Items] | |
Amounts Of Identifiable Assets Disposed And Liabilities Relinquished | Amounts of Identifiable Assets Disposed and Liabilities Relinquished Cash $ 2 Accounts receivable, net 17,920 Inventory 387,534 Derivative financial instruments 48,189 Property and equipment 71,678 Other assets 2,291 Current liabilities ( 49,297 ) Short-term notes payable and other borrowings ( 38 ) Current maturities of long-term debt ( 324,028 ) Long-term debt ( 80 ) Other liabilities ( 403 ) Total identifiable net assets disposed $ 153,768 |
Green Plains Cattle Company LLC [Member] | Discontinued Operations [Member] | |
Business Acquisition [Line Items] | |
Amounts Of Identifiable Assets Disposed And Liabilities Relinquished | December 31, 2018 Assets Cash and cash equivalents $ 2 Restricted cash 34,909 Accounts receivable, net of allowances 11,860 Inventories 432,283 Prepaid expenses and other 345 Current assets of discontinued operations $ 479,399 Property and equipment, net of accumulated depreciation and amortization $ 71,341 Other assets 1,719 Noncurrent assets of discontinued operations $ 73,060 Liabilities Accounts payable $ 21,072 Accrued and other liabilities 6,410 Derivative financial instruments 16,924 Short-term notes payable and other borrowings 374,492 Current maturities of long-term debt 38 Current liabilities of discontinued operations $ 418,936 Long-term debt $ 80 Other liabilities 2 Noncurrent liabilities of discontinued operations $ 82 |
Fair Value Disclosures (Tables)
Fair Value Disclosures (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Assets And Liabilities Fair Value | The company’s assets and liabilities by level are as follows (in thousands): Fair Value Measurements at September 30, 2019 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs (Level 1) (Level 2) Total Assets: Cash and cash equivalents $ 235,537 $ - $ 235,537 Restricted cash 18,502 - 18,502 Inventories carried at market - 62,230 62,230 Unrealized gains on derivatives - 13,089 13,089 Other assets 113 4 117 Total assets measured at fair value $ 254,152 $ 75,323 $ 329,475 Liabilities: Accounts payable (1) $ - $ 27,038 $ 27,038 Unrealized losses on derivatives - 14,564 14,564 Other - 1 1 Total liabilities measured at fair value $ - $ 41,603 $ 41,603 Fair Value Measurements at December 31, 2018 Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs (Level 1) (Level 2) Total Assets: Cash and cash equivalents $ 251,681 $ - $ 251,681 Restricted cash 31,603 - 31,603 Inventories carried at market - 111,960 111,960 Unrealized gains on derivatives - 9,976 9,976 Other assets 114 1 115 Cash, cash equivalents and restricted cash of discontinued operations (2) 34,911 - 34,911 Total assets measured at fair value $ 318,309 $ 121,937 $ 440,246 Liabilities: Accounts payable (1) $ - $ 16,573 $ 16,573 Unrealized losses on derivatives - 7,852 7,852 Other liabilities - 2 2 Total liabilities measured at fair value $ - $ 24,427 $ 24,427 (1) Accounts payable is generally stated at historical amounts with the exception of $ 27.0 million and $ 16.6 million at September 30, 2019 and December 31, 2018, respectively, related to certain delivered inventory for which the payable fluctuates based on changes in commodity prices. These payables are hybrid financial instruments for which the company has elected the fair value option. (2) Includes $ 2 thousand of cash and cash equivalents and $ 34.9 million of restricted cash which is classified as current assets of discontinued operations in the December 31, 2018 consolidated balance sheet. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information [Abstract] | |
Summary Of Financial Data | Three Months Ended September 30, Nine Months Ended September 30, 2019 (1) 2018 (1) 2019 (1) 2018 (1) Revenues: Ethanol production: Revenues from external customers $ 484,382 $ 576,475 $ 1,206,107 $ 1,735,546 Intersegment revenues 24 37 75 157 Total segment revenues 484,406 576,512 1,206,182 1,735,703 Agribusiness and energy services: Revenues from external customers 146,650 177,832 488,687 558,054 Intersegment revenues 7,293 9,150 19,432 26,346 Total segment revenues 153,943 186,982 508,119 584,400 Food and ingredients: Revenues from external customers - 33,443 1,451 102,277 Intersegment revenues - - - - Total segment revenues - 33,443 1,451 102,277 Partnership: Revenues from external customers 1,318 1,298 5,315 4,546 Intersegment revenues 18,836 24,472 56,751 72,949 Total segment revenues 20,154 25,770 62,066 77,495 Revenues including intersegment activity 658,503 822,707 1,777,818 2,499,875 Intersegment eliminations ( 26,153 ) ( 33,659 ) ( 76,258 ) ( 99,452 ) Revenues as reported $ 632,350 $ 789,048 $ 1,701,560 $ 2,400,423 (1) Revenues include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue transactions are now presented on a gross basis in product revenues. These revenue transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. Refer to Note 2 - Revenue , for further disaggregation of revenue by operating segment. Three Months Ended September 30, Nine Months Ended September 30, 2019 (1) 2018 (1) 2019 (1) 2018 (1) Cost of goods sold: Ethanol production $ 512,527 $ 560,719 $ 1,289,366 $ 1,706,891 Agribusiness and energy services 150,465 179,432 486,305 546,318 Food and ingredients 3 26,228 1,526 79,894 Partnership - - - - Intersegment eliminations ( 30,866 ) ( 33,299 ) ( 76,716 ) ( 99,189 ) $ 632,129 $ 733,080 $ 1,700,481 $ 2,233,914 (2) Cost of goods sold include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These cost of goods sold transactions are now presented gross in cost of goods sold. These cost of goods sold transactions total $ 5.5 million and $ 14.4 million for the three and nine months ended September 30, 2019, respectively, and $ 6.6 million and $ 21.0 million for the three and nine months ended September 30, 2018, respectively. Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Operating income (loss): Ethanol production $ ( 49,289 ) $ ( 15,961 ) $ ( 147,366 ) $ ( 60,704 ) Agribusiness and energy services ( 461 ) 2,850 9,184 22,080 Food and ingredients ( 6 ) 3,892 ( 76 ) 12,426 Partnership 12,322 16,725 38,029 48,214 Intersegment eliminations 4,738 ( 325 ) 533 ( 113 ) Corporate activities ( 9,669 ) ( 10,965 ) ( 27,952 ) ( 34,879 ) $ ( 42,365 ) $ ( 3,784 ) $ ( 127,648 ) $ ( 12,976 ) Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Depreciation and amortization: Ethanol production $ 15,547 $ 24,289 $ 46,324 $ 65,284 Agribusiness and energy services 541 675 1,642 1,923 Food and ingredients - 2,333 - 6,788 Partnership 991 1,120 2,747 3,406 Corporate activities 749 849 2,250 2,769 $ 17,828 $ 29,266 $ 52,963 $ 80,170 |
Summary Of Total Assets For Operating Segments | September 30, 2019 December 31, 2018 Total assets (1) : Ethanol production $ 873,793 $ 872,845 Agribusiness and energy services 368,146 399,633 Partnership 102,497 67,297 Corporate assets 354,371 334,236 Assets of discontinued operations - 552,459 Intersegment eliminations ( 6,736 ) ( 10,038 ) $ 1,692,071 $ 2,216,432 (1) Asset balances by segment exclude intercompany balances . |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventories [Abstract] | |
Schedule of Inventories | September 30, 2019 December 31, 2018 Finished goods $ 119,711 $ 99,566 Commodities held for sale 26,181 62,896 Raw materials 58,699 98,174 Work-in-process 13,640 12,680 Supplies and parts 32,383 29,284 $ 250,614 $ 302,600 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Schedule Of Fair Values Of Derivative Financial Instruments | Asset Derivatives' Liability Derivatives' Fair Value Fair Value September 30, 2019 (1) December 31, 2018 (2) September 30, 2019 December 31, 2018 Derivative financial instruments $ 13,089 $ 9,976 $ 14,564 $ 7,852 Other assets 4 1 - - Other liabilities - - 1 2 Total $ 13,093 $ 9,977 $ 14,565 $ 7,854 (1) At September 30, 2019, derivative financial instruments, as reflected on the balance sheet, includes net unrealized gains on exchange traded futures and options contracts of $ 16.5 million, which include $ 0.2 million of net unrealized losses on derivative financial instruments designated as cash flow hedging instruments. (2) At December 31, 2018, derivative financial instruments, as reflected on the balance sheet, includes net unrealized gains on exchange traded futures and options contracts of $ 16.3 million. |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | Effect of Derivative Instruments on Consolidated Balance Sheets, Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income The gains or losses recognized in income and other comprehensive income related to the company’s derivative financial instruments and the line items on the consolidated financial statements where they are reported are as follows (in thousands): Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income Three Months Ended September 30, Nine Months Ended September 30, into Income 2019 2018 2019 2018 Revenues $ - $ 4,766 $ - $ 3,648 Cost of goods sold - 1,331 - 1,258 Net income from discontinued operations, net of income taxes 66,700 ( 7,944 ) 48,797 ( 5,204 ) Net gain (loss) recognized in loss before tax $ 66,700 $ ( 1,847 ) $ 48,797 $ ( 298 ) Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives Gain (Loss) Recognized in Other Three Months Ended September 30, Nine Months Ended September 30, Comprehensive Income on Derivatives 2019 2018 2019 2018 Commodity contracts $ 33,244 $ ( 18,709 ) $ 67,425 $ ( 1,865 ) Amount of Gain or (Loss) Recognized in Income on Derivatives Derivatives Not Designated Location of Gain or (Loss) Recognized in Three Months Ended September 30, Nine Months Ended September 30, as Hedging Instruments Income on Derivatives 2019 2018 2019 2018 Commodity contracts Revenues $ 12,439 $ 2,491 $ ( 12,034 ) $ 6,135 Commodity contracts Costs of goods sold 5,465 9,987 ( 1,484 ) 12,550 Commodity contracts Net income from discontinued operations, net of income taxes ( 2,285 ) ( 3,595 ) ( 2,470 ) ( 1,716 ) Net gain (loss) recognized in loss before tax $ 15,619 $ 8,883 $ ( 15,988 ) $ 16,969 The following amounts were recorded on the consolidated balance sheets related to cumulative basis adjustments for the fair value hedged items (in thousands): September 30, 2019 December 31, 2018 Line Item in the Consolidated Balance Sheet in Which the Hedged Item is Included Carrying Amount of the Hedged Assets Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets Carrying Amount of the Hedged Assets Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets Inventories $ 41,356 $ ( 2,445 ) $ 89,188 $ 2,430 Effect of Cash Flow and Fair Value Hedge Accounting on the Statements of Operations The effect of cash flow and fair value hedges and the line items on the consolidated statements of operations where they are reported are as follows (in thousands): Location and Amount of Gain or (Loss) Recognized in Income on Cash Flow and Fair Value Hedging Relationships for the Three Months Ended September 30, 2019 2018 Revenue Cost of Goods Sold Income from Discontinued Operations, Net of Income Taxes Revenue Cost of Goods Sold Income from Discontinued Operations, Net of Income Taxes Gain (loss) on cash flow hedging relationships: Commodity contracts: Amount of gain (loss) reclassified from accumulated other comprehensive income into income $ - $ - $ 66,700 $ 4,766 $ 1,331 $ ( 7,944 ) Gain (loss) on fair value hedging relationships: Commodity contracts: Hedged item - 1,155 - - ( 346 ) - Derivatives designated as hedging instruments - ( 3,263 ) - - ( 186 ) - Total amounts of income and expense line items presented in the statement of operations in which the effects of cash flow or fair value hedges are recorded $ - $ ( 2,108 ) $ 66,700 $ 4,766 $ 799 $ ( 7,944 ) Location and Amount of Gain Recognized in Income on Cash Flow and Fair Value Hedging Relationships for the Nine Months Ended September 30, 2019 2018 Revenue Cost of Goods Sold Income from Discontinued Operations, Net of Income Taxes Revenue Cost of Goods Sold Income from Discontinued Operations, Net of Income Taxes Gain (loss) on cash flow hedging relationships: Commodity contracts: Amount of gain reclassified from accumulated other comprehensive income into income $ - $ - $ 48,797 $ 3,648 $ 1,258 $ ( 5,204 ) Gain (loss) on fair value hedging relationships: Commodity contracts: Hedged item - 324 - - 10,150 - Derivatives designated as hedging instruments - 1,168 - - ( 9,064 ) - Total amounts of income and expense line items presented in the statement of operations in which the effects of cash flow or fair value hedges are recorded $ - $ 1,492 $ 48,797 $ 3,648 $ 2,344 $ ( 5,204 ) |
Schedule Of Volumes of Open Commodity Derivative Positions [Member] | |
Schedule Of Open Position Derivative Financial Instruments | Exchange Traded (1) Non-Exchange Traded (2) Derivative Instruments Net Long & (Short) Long (Short) Unit of Measure Commodity Futures ( 12,185 ) Bushels Corn, Soybeans and Wheat Futures ( 4,620 ) (3) Bushels Corn Futures 136,206 Gallons Ethanol Futures ( 6,300 ) (4) Gallons Ethanol Futures ( 1,123 ) MmBTU Natural Gas Futures ( 11,045 ) (3) MmBTU Natural Gas Options 765 Bushels Corn and Soybeans Options ( 55,815 ) Gallons Ethanol Options 196 MmBTU Natural Gas Forwards 33,986 ( 518 ) Bushels Corn and Soybeans Forwards 23,970 ( 478,004 ) Gallons Ethanol Forwards 126 ( 730 ) Tons DDG Forwards 192 ( 54,313 ) Pounds Corn Oil Forwards 12,841 ( 3,095 ) MmBTU Natural Gas (1) Exchange traded futures and options are presented on a net long and (short) position basis. Options are presented on a delta-adjusted basis. (2) Non-exchange traded forwards are presented on a gross long and (short) position basis including both fixed-price and basis contracts. (3) Futures or non-exchange traded forwards used for fair value hedges. (4) Futures used for cash flow hedges. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt [Abstract] | |
Schedule Of The Components Of Long-Term Debt | The components of long-term debt are as follows (in thousands): September 30, 2019 December 31, 2018 Corporate: 3.25 % convertible notes due 2019 $ - $ 53,457 4.125 % convertible notes due 2022 147,562 142,708 4.00 % convertible notes due 2024 82,191 - Green Plains Partners: $ 200.0 million revolving credit facility (1) 132,000 134,000 $ 8.1 million promissory note 8,100 8,100 Other 16,602 17,804 Total face value of long-term debt 386,455 356,069 Unamortized debt issuance costs ( 5,167 ) ( 3,190 ) Less: current maturities of long-term debt ( 132,999 ) ( 54,769 ) Total long-term debt $ 248,289 $ 298,110 (1) The Green Plains Partners revolving credit facility is included in current maturities of long-term debt balance on the consolidated balance sheet as of September 30, 2019 as its maturity date is July 1, 2020. |
Schedule Of Short-term Notes Payable And Other Borrowings | The components of short-term notes payable and other borrowings are as follows: September 30, 2019 December 31, 2018 Green Plains Cattle: $ 500.0 million revolver (1) $ - $ - Green Plains Trade: $ 300.0 million revolver 119,625 108,485 Green Plains Grain: $ 100.0 million revolver 20,000 41,000 $ 50.0 million inventory financing 4,040 - Green Plains Commodity Management: $ 20.0 million hedge line 5,478 14,266 $ 149,143 $ 163,751 (1) As part of the GPCC disposition during the three months ended September 30, 2019, the December 31, 2018 outstanding balance of the Green Plains Cattle revolver of $ 374.5 million has been reclassified to current liabilities of discontinued operations. Refer to Note 3 – Acquisitions, Dispositions and Discontinued Operations for further discussion on discontinued operations. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Schedule of Non-Vest Stock Award and DSU Activity | Non-Vested Shares and Deferred Stock Units Weighted- Average Grant- Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-Vested at December 31, 2018 882,288 $ 19.12 Granted 497,118 15.40 Forfeited ( 83,811 ) 17.56 Vested ( 444,054 ) 18.33 Non-Vested at September 30, 2019 851,541 $ 17.52 1.7 |
The Weighted Average Assumptions Used by the Company in Applying the Monte Carlo Valuation Model for Performance Share Grants | FY 2019 Performance Awards FY 2018 Performance Awards Risk-free interest rate 2.45 % 2.44 % Dividend yield 3.13 % 2.64 % Expected volatility 41.69 % 45.11 % Monte Carlo valuation 99.62 % 97.39 % Closing stock price on the date of grant $ 15.34 $ 18.15 |
Schedule Of Non-Vested Performance Share Award Activity | Performance Shares Weighted- Average Grant- Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-Vested at December 31, 2018 134,022 $ 17.92 Granted 216,703 15.43 Forfeited ( 29,236 ) 16.23 Non-Vested at September 30, 2019 321,489 $ 16.39 2.1 |
Green Plains Partners LP [Member] | |
Schedule of Non-Vest Stock Award and DSU Activity | Non-Vested Shares and Deferred Stock Units Weighted- Average Grant- Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-Vested at December 31, 2018 18,582 $ 16.96 Granted 22,856 14.00 Vested ( 18,582 ) 16.96 Non-Vested at September 30, 2019 22,856 $ 14.00 0.8 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule Of Basic And Diluted Earnings Per Share | The basic and diluted EPS are calculated as follows (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Numerator: Net loss from continuing operations (1) $ ( 42,363 ) $ ( 12,936 ) $ ( 128,077 ) $ ( 49,415 ) Net income from discontinued operations 3,393 467 966 11,835 Net loss attributable to Green Plains $ ( 38,970 ) $ ( 12,469 ) $ ( 127,111 ) $ ( 37,580 ) Denominator: Weighted-average shares outstanding - basic 36,913 40,229 39,092 40,189 Dilutive effect of convertible debt and stock-based compensation (2) - - - - Weighted-average shares outstanding - diluted 36,913 40,229 39,092 40,189 EPS - basic and diluted: (3) EPS from continuing operations $ ( 1.15 ) $ ( 0.32 ) $ ( 3.28 ) $ ( 1.23 ) EPS from discontinued operations 0.09 0.01 0.03 0.29 EPS $ ( 1.06 ) $ ( 0.31 ) $ ( 3.25 ) $ ( 0.94 ) Anti-dilutive weighted-average convertible debt and stock-based compensation (2) 13,983 10,348 9,397 10,154 (1) Net loss from continuing operations can be recalculated from our consolidated statements of operations by taking the net loss from continuing operations including noncontrolling interest less net income attributable to noncontrolling interests. (2) The effect related to the company’s convertible debt and stock-based compensation awards have been excluded from diluted EPS for the periods presented as the inclusion of these shares would have been antidilutive. (3) GAAP requires the denominator used in the diluted net EPS calculation for discontinued operations to be the same as that of continuing operations, regardless of net earnings (loss) from continuing operations. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity [Abstract] | |
Schedule Of Stockholders' Equity | Accum. Total Additional Other Green Plains Non- Total Common Stock Paid-in Retained Comp. Treasury Stock Stockholders' Controlling Stockholders' Shares Amount Capital Earnings Income Shares Amount Equity Interests Equity Balance, January 1, 2019 46,638 $ 47 $ 696,222 $ 324,728 $ ( 16,016 ) 5,536 $ ( 58,162 ) $ 946,819 $ 116,170 $ 1,062,989 Net income (loss) - - - ( 42,799 ) - - - ( 42,799 ) 4,928 ( 37,871 ) Cash dividends and distributions declared - - - ( 4,847 ) - - - ( 4,847 ) ( 5,487 ) ( 10,334 ) Other comprehensive loss before reclassification - - - - ( 6,883 ) - - ( 6,883 ) - ( 6,883 ) Amounts reclassified from accumulated other comprehensive loss - - - - 10,376 - - 10,376 - 10,376 Other comprehensive income, net of tax - - - - 3,493 - - 3,493 - 3,493 Proceeds from disgorgement of shareholders short-swing profits, net (1) - - 5,023 - - - - 5,023 - 5,023 Stock-based compensation 284 - 428 - - - - 428 79 507 Balance, March 31, 2019 46,922 47 701,673 277,082 ( 12,523 ) 5,536 ( 58,162 ) 908,117 115,690 1,023,807 Net income (loss) - - - ( 45,342 ) - - - ( 45,342 ) 5,163 ( 40,179 ) Cash dividends and distributions declared - - - ( 4,871 ) - - - ( 4,871 ) ( 5,487 ) ( 10,358 ) Other comprehensive loss before reclassification - - - - 33,260 - - 33,260 - 33,260 Amounts reclassified from accumulated other comprehensive loss - - - - 3,440 - - 3,440 - 3,440 Other comprehensive income, net of tax - - - - 36,700 - - 36,700 - 36,700 Issuance of 4.00 % convertible notes due 2024, net of tax - - 22,537 - - - - 22,537 - 22,537 Settlement of 3.25 % convertible notes due 2019, net of tax - - ( 271 ) - - - - ( 271 ) - ( 271 ) Repurchase of common stock - - - - - 3,197 ( 39,870 ) ( 39,870 ) - ( 39,870 ) Stock-based compensation ( 3 ) - 2,129 - - - - 2,129 79 2,208 Balance, June 30, 2019 46,919 47 726,068 226,869 24,177 8,733 ( 98,032 ) 879,129 115,445 994,574 Net income (loss) - - - ( 38,970 ) - - - ( 38,970 ) 3,479 ( 35,491 ) Cash dividends and distributions declared - - - - - - - - ( 5,497 ) ( 5,497 ) Other comprehensive loss before reclassification - - - - 28,095 - - 28,095 - 28,095 Amounts reclassified from accumulated other comprehensive loss - - - - ( 53,255 ) - - ( 53,255 ) - ( 53,255 ) Other comprehensive income, net of tax - - - - ( 25,160 ) - - ( 25,160 ) - ( 25,160 ) Share of equity method investees other comprehensive loss arising during the period, net of tax - - - - ( 10,771 ) - - ( 10,771 ) - ( 10,771 ) Issuance of 4.00 % convertible notes due 2024, net of tax - - 2,231 - - - - 2,231 - 2,231 Repurchase of common stock - - - - - 1,663 ( 16,014 ) ( 16,014 ) ( 16,014 ) Stock-based compensation ( 4 ) - 2,509 - - - - 2,509 81 2,590 Balance, September 30, 2019 46,915 $ 47 $ 730,808 $ 187,899 $ ( 11,754 ) 10,396 $ ( 114,046 ) $ 792,954 $ 113,508 $ 906,462 Accum. Total Additional Other Green Plains Non- Total Common Stock Paid-in Retained Comp. Treasury Stock Stockholders' Controlling Stockholders' Shares Amount Capital Earnings Income Shares Amount Equity Interests Equity Balance, December 31, 2017 46,410 $ 46 $ 685,019 $ 325,411 $ ( 13,110 ) 5,326 $ ( 55,184 ) $ 942,182 $ 116,954 $ 1,059,136 Reclassification of certain tax effects from other comprehensive loss (2) - - - 2,787 ( 2,787 ) - - - - - Balance, January 1, 2018 46,410 46 685,019 328,198 ( 15,897 ) 5,326 ( 55,184 ) 942,182 116,954 1,059,136 Net income (loss) - - - ( 24,117 ) - - - ( 24,117 ) 4,662 ( 19,455 ) Cash dividends and distributions declared - - - ( 4,831 ) - - - ( 4,831 ) ( 5,420 ) ( 10,251 ) Other comprehensive income before reclassification - - - - 17,150 - - 17,150 - 17,150 Amounts reclassified from accumulated other comprehensive income - - - - ( 603 ) - - ( 603 ) - ( 603 ) Other comprehensive income net of tax - - - - 16,547 - - 16,547 - 16,547 Stock-based compensation 284 1 ( 512 ) - - - - ( 511 ) 60 ( 451 ) Stock options exercised 5 - 50 - - - - 50 - 50 Balance, March 31, 2018 46,699 47 684,557 299,250 650 5,326 ( 55,184 ) 929,320 116,256 1,045,576 Net income (loss) - - - ( 994 ) - - - ( 994 ) 4,745 3,751 Cash dividends and distributions declared - - - ( 4,851 ) - - - ( 4,851 ) ( 5,478 ) ( 10,329 ) Other comprehensive income before reclassification - - - - ( 4,277 ) - - ( 4,277 ) - ( 4,277 ) Amounts reclassified from accumulated other comprehensive income - - - - ( 581 ) - - ( 581 ) - ( 581 ) Other comprehensive income net of tax - - - - ( 4,858 ) - - ( 4,858 ) - ( 4,858 ) Exchange of 3.25 % convertible notes due 2018 - - - - - - 1 1 - 1 Stock-based compensation 52 - 2,812 - - - - 2,812 60 2,872 Stock options exercised 10 - 100 - - - - 100 - 100 Balance, June 30, 2018 46,761 47 687,469 293,405 ( 4,208 ) 5,326 ( 55,183 ) 921,530 115,583 1,037,113 Net income (loss) - - - ( 12,469 ) - - - ( 12,469 ) 5,050 ( 7,419 ) Cash dividends and distributions declared - - - ( 4,854 ) - - - ( 4,854 ) ( 5,487 ) ( 10,341 ) Other comprehensive income before reclassification - - - - ( 14,395 ) - - ( 14,395 ) - ( 14,395 ) Amounts reclassified from accumulated other comprehensive income - - - - 1,427 - - 1,427 - 1,427 Other comprehensive income net of tax - - - - ( 12,968 ) - - ( 12,968 ) - ( 12,968 ) Modification of 3.25 % convertible notes due 2019 - - 4,660 - - - - 4,660 4,660 Exchange of 3.25 % convertible notes due 2018 - - - - - - - - - - Stock-based compensation ( 15 ) - 3,014 - - - - 3,014 76 3,090 Stock options exercised - - - - - - - - - - Balance, September 30, 2018 46,746 $ 47 $ 695,143 $ 276,082 $ ( 17,176 ) 5,326 $ ( 55,183 ) $ 898,913 $ 115,222 $ 1,014,135 (1) During the three months ended March 31, 2019, the company received $ 6.7 million from a shareholder of the company for disgorgement of shareholder short-swing profits under Section 16(b) under the Exchange Act. The amount was recorded as an increase to additional paid-in capital, net of tax. (2) Effective January 1, 2018, the company early adopted the amended guidance in ASC 220, Income Statement – Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The amendment eliminates the stranded tax effects resulting from the Tax Cuts and Jobs Act and is intended to improve the usefulness of information reported. As a result, the company recorded a $ 2.8 million reclassification from accumulated other comprehensive income to retained earnings during the first quarter of 2018. |
Reclassification From Accumulated Other Comprehensive Income (Loss) | Three Months Ended September 30, Nine Months Ended September 30, Statements of Operations 2019 2018 2019 2018 Classification Gains (losses) on cash flow hedges: Commodity derivatives $ - $ 4,766 $ - $ 3,648 (1) Commodity derivatives - 1,331 - 1,258 (2) Total gains on cash flow hedges from continuing operations - 6,097 - 4,906 (3) Gains (losses) on cash flow hedges from discontinued operations, net of income taxes 53,255 ( 6,109 ) 39,439 ( 4,247 ) (4) Income tax expense - 1,415 - 902 (5) Amounts reclassified from accumulated other comprehensive income (loss) $ 53,255 $ ( 1,427 ) $ 39,439 $ ( 243 ) (1) Revenues (2) Costs of goods sold (3) Loss from continuing operations before income taxes and income (loss) from equity method investees (4) Net income from discontinued operations, net of income taxes (5) Income tax benefit |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments And Contingencies [Abstract] | |
Lease Standard Impact On Consolidated Balance Sheet | Balance at Adjustments Balance at December 31, Due to January 1, 2018 ASC 842 2019 (audited) Assets Operating lease right-of-use assets $ - $ 61,268 $ 61,268 Other assets 365 ( 365 ) - Liabilities Accounts payable 196 ( 196 ) - Operating lease current liabilities - 18,315 18,315 Operating lease long-term liabilities - 46,024 46,024 Other liabilities 3,240 ( 3,240 ) - |
Components Of Lease Expense | Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Lease expense Operating lease expense $ 4,944 $ 15,899 Variable lease expense (1) 250 643 Total lease expense $ 5,194 $ 16,542 (1) Represents amounts incurred in excess of the minimum payments required for the handling and unloading of railcars for a certain land lease, offset by railcar lease abatements provided by the lessor when railcars are out of service during periods of maintenance or upgrade. |
Supplemental Cash Flow Information Related To Operating Leases | Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 4,977 $ 15,913 Right-of-use assets obtained in exchange for lease obligations: 4,427 10,634 Operating leases Right-of-use assets and lease obligations derecognized due to lease modifications: Operating leases 1,405 1,405 |
Supplemental Balance Sheet Information Related To Operating Leases | September 30, 2019 Weighted average remaining lease term 6.7 years Weighted average discount rate 5.44 % |
Schedule of Aggregate Minimum Lease Payments | Year Ending December 31, Amount 2019 $ 5,272 2020 18,822 2021 10,885 2022 8,924 2023 5,707 Thereafter 21,864 Total 71,474 Less: Present value discount ( 12,378 ) Lease liabilities $ 59,096 |
Schedule of Aggregate Minimum Lease Payments Under ASC 840 | Year Ending December 31, Amount 2019 $ 23,552 2020 17,473 2021 9,812 2022 7,325 2023 3,594 Thereafter 28,542 Total $ 90,298 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity Method Investments [Abstract] | |
Summary Of Equity Method Investments | Ownership as of September 30, 2019 September 30, 2019 December 31, 2018 Green Plains Cattle Company LLC 50 % $ 63,066 $ - JGP Energy Partners LLC 50 % 25,145 25,362 Optimal Aqua LLC 50 % 640 704 NLR Energy Logistics LLC 50 % 4,178 3,648 Total $ 93,029 $ 29,714 |
Earnings From Equity Method Investments | Three Months Ended September 30, Nine Months Ended September 30 2019 2018 2019 2018 Green Plains Cattle Company LLC $ 504 $ - $ 504 $ - NLR Energy Logistics LLC 173 48 530 ( 82 ) All others ( 33 ) ( 298 ) ( 500 ) ( 407 ) Total income (loss) from equity method investments $ 644 $ ( 250 ) $ 534 $ ( 489 ) Distributions from equity method investments $ - $ - $ - $ - Earnings from equity method investments, net of distributions $ 644 $ ( 250 ) $ 534 $ ( 489 ) |
Summary Of Financial Information Of Equity Method Investment | One Month Ended September 30, 2019 Total revenues $ 86,932 Total operating expenses 85,925 Net income $ 1,007 September 30, 2019 Balance sheet: Current assets $ 452,604 Noncurrent assets 75,046 Current liabilities 401,034 Noncurrent liabilities 484 Net assets $ 126,132 |
Basis Of Presentation, Descri_3
Basis Of Presentation, Description Of Business And Summary Of Significant Accounting Policies (Narrative) (Details) $ in Thousands | Sep. 09, 2019 | Jul. 01, 2015 | Sep. 30, 2019USD ($) | Jun. 30, 2019segment | Sep. 30, 2019USD ($)segment | Dec. 31, 2018USD ($) | |
Variable Interest Entity [Line Items] | |||||||
Asset | [1] | $ 1,692,071 | $ 1,692,071 | $ 2,216,432 | |||
Total liabilities | 785,609 | $ 785,609 | 1,153,443 | ||||
Number of operating segments | segment | 4 | 4 | |||||
Administrative Service [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Revenues | 400 | ||||||
Green Plains Partners L.P. [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Asset | 102,500 | $ 102,500 | 67,300 | ||||
Total liabilities | $ 194,300 | $ 194,300 | $ 152,900 | ||||
BioProcess Algae [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Less than wholy owned subsidiary, parent ownership perecentage | 90.00% | ||||||
Green Plains Cattle Company LLC [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Percent membership interest sold | 50.00% | ||||||
IPO [Member] | Limited Partner [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Ownership interest, public, percentage | 48.90% | ||||||
IPO [Member] | Limited Partner [Member] | Parent Company [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Ownership interest, percentage | 49.10% | ||||||
IPO [Member] | General Partner [Member] | Parent Company [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Ownership interest, percentage | 2.00% | ||||||
[1] | Asset balances by segment exclude intercompany balances |
Revenue (Narrative) (Details)
Revenue (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2019 | |
Minimum [Member] | |
Disaggregation of Revenue [Line Items] | |
Revenue, Performance Obligation, Payment Terms | 10 days |
Maximum [Member] | |
Disaggregation of Revenue [Line Items] | |
Revenue, Performance Obligation, Payment Terms | 30 days |
Revenue (Disaggregatation Of Re
Revenue (Disaggregatation Of Revenue By Major Source) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | $ 18,752 | $ 86,594 | $ 57,096 | $ 277,322 |
Total revenues from contracts accounted for as derivatives | [1],[2] | 613,555 | 702,139 | 1,644,115 | 2,121,985 |
Leasing revenues under ASC 842 | [1],[3] | 43 | 315 | 349 | 1,116 |
Total Revenues | [1] | 632,350 | 789,048 | 1,701,560 | 2,400,423 |
Ethanol [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 291 | 620 | 3,391 | |
Total revenues from contracts accounted for as derivatives | [1],[2] | 501,301 | 533,499 | 1,271,146 | 1,655,813 |
Distillers Grains [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 16,455 | 55,370 | 47,860 | 176,690 |
Total revenues from contracts accounted for as derivatives | [1],[2] | 68,775 | 104,840 | 197,601 | 255,908 |
Corn Oil [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 19,817 | 31,774 | 60,309 | 87,171 |
Grain [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 19,058 | 23,951 | 59,278 | 67,585 |
Vinegar [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 29,032 | 90,229 | ||
Service Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 1,275 | 983 | 4,966 | 3,430 |
Other [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 1,022 | 918 | 3,650 | 3,582 |
Total revenues from contracts accounted for as derivatives | [1],[2] | 4,604 | 8,075 | 55,781 | 55,508 |
Ethanol Production [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 16,606 | 55,936 | 50,690 | 181,808 |
Total revenues from contracts accounted for as derivatives | [1],[2] | 467,800 | 520,576 | 1,155,492 | 1,553,895 |
Total Revenues | [1] | 484,406 | 576,512 | 1,206,182 | 1,735,703 |
Ethanol Production [Member] | Ethanol [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 291 | 620 | 3,391 | |
Total revenues from contracts accounted for as derivatives | [1],[2] | 389,847 | 440,333 | 946,390 | 1,333,989 |
Ethanol Production [Member] | Distillers Grains [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 16,455 | 55,370 | 47,860 | 176,690 |
Total revenues from contracts accounted for as derivatives | [1],[2] | 62,698 | 59,195 | 165,436 | 154,230 |
Ethanol Production [Member] | Corn Oil [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 14,308 | 17,088 | 35,915 | 52,690 |
Ethanol Production [Member] | Grain [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 2 | 30 | 138 | 500 |
Ethanol Production [Member] | Other [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 127 | 238 | 2,135 | 1,570 |
Total revenues from contracts accounted for as derivatives | [1],[2] | 945 | 3,930 | 7,613 | 12,486 |
Ethanol Production [Member] | Intersegment Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 24 | 37 | 75 | 157 |
Total Revenues | [1] | 24 | 37 | 75 | 157 |
Agribusiness and Energy Services [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 895 | 703 | 1,515 | 2,035 |
Total revenues from contracts accounted for as derivatives | [1],[2] | 153,048 | 186,279 | 506,604 | 582,365 |
Total Revenues | [1] | 153,943 | 186,982 | 508,119 | 584,400 |
Agribusiness and Energy Services [Member] | Ethanol [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 111,454 | 93,166 | 324,756 | 321,824 |
Agribusiness and Energy Services [Member] | Distillers Grains [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 6,077 | 45,645 | 32,165 | 101,678 |
Agribusiness and Energy Services [Member] | Corn Oil [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 5,509 | 10,275 | 22,943 | 22,433 |
Agribusiness and Energy Services [Member] | Grain [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 19,056 | 23,921 | 59,140 | 67,085 |
Agribusiness and Energy Services [Member] | Other [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 895 | 680 | 1,515 | 2,012 |
Total revenues from contracts accounted for as derivatives | [1],[2] | 3,659 | 4,145 | 48,168 | 43,022 |
Agribusiness and Energy Services [Member] | Intersegment Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 23 | 23 | ||
Total revenues from contracts accounted for as derivatives | [1],[2] | 7,293 | 9,127 | 19,432 | 26,323 |
Total Revenues | [1] | 7,293 | 9,150 | 19,432 | 26,346 |
Food And Ingredients [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 29,032 | 90,229 | ||
Total revenues from contracts accounted for as derivatives | [1],[2] | 4,411 | 1,451 | 12,048 | |
Total Revenues | [1] | 33,443 | 1,451 | 102,277 | |
Food And Ingredients [Member] | Corn Oil [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts accounted for as derivatives | [1],[2] | 4,411 | 1,451 | 12,048 | |
Food And Ingredients [Member] | Vinegar [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 29,032 | 90,229 | ||
Partnership [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 3,321 | 3,580 | 10,233 | 10,716 |
Leasing revenues under ASC 842 | [1],[3] | 16,833 | 22,190 | 51,833 | 66,779 |
Total Revenues | [1] | 20,154 | 25,770 | 62,066 | 77,495 |
Partnership [Member] | Service Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 1,275 | 983 | 4,966 | 3,430 |
Partnership [Member] | Intersegment Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | 2,046 | 2,597 | 5,267 | 7,286 |
Total Revenues | [1] | 18,836 | 24,472 | 56,751 | 72,949 |
Intersegment Eliminations [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | (2,070) | (2,657) | (5,342) | (7,466) |
Total revenues from contracts accounted for as derivatives | [1],[2] | (7,293) | (9,127) | (19,432) | (26,323) |
Leasing revenues under ASC 842 | [1],[3] | (16,790) | (21,875) | (51,484) | (65,663) |
Total Revenues | [1] | (26,153) | (33,659) | (76,258) | (99,452) |
Intersegment Eliminations [Member] | Intersegment Revenues [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenues from contracts with customers | [1] | (2,070) | (2,657) | (5,342) | (7,466) |
Total revenues from contracts accounted for as derivatives | [1],[2] | (7,293) | (9,127) | (19,432) | (26,323) |
Green Plains Cattle Company LLC [Member] | Cattle [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total Revenues | 5,500 | 6,700 | 14,500 | 21,100 | |
Discontinued Operations [Member] | Green Plains Cattle Company LLC [Member] | Cattle [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total Revenues | $ 5,500 | $ 6,700 | $ 14,500 | $ 21,100 | |
[1] | Revenues include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue transactions are now presented on a gross basis in product revenues. These revenue transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. | ||||
[2] | Revenues from contracts accounted for as derivatives represent physically settled derivative sales that are outside the scope of ASC 606, Revenue from Contracts with Customers (ASC 606), where the company recognizes revenue when control of the inventory is transferred within the meaning of ASC 606 as required by ASC 610-20, Gains and Losses from the Derecognition of Nonfinancial Assets . | ||||
[3] | Leasing revenues do not represent revenues recognized from contracts with customers under ASC 606, and are accounted for under ASC 842, Leases for 2019 and ASC 840, Leases for 2018. |
Acquisitions, Dispositions An_3
Acquisitions, Dispositions And Discontinued Operations (Narrative) (Details) $ in Thousands, shares in Millions | Sep. 09, 2019USD ($) | Nov. 27, 2018USD ($) | Nov. 15, 2018USD ($)propertyshares | Sep. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Aug. 01, 2018USD ($)item |
Business Acquisition [Line Items] | ||||||||
Reversal of accumulated other comprehensive income | $ 11,754 | $ 16,016 | ||||||
Asset Purchase Agreement With Bartlett Cattle Company, L.P. [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of cattle-feeding operations | item | 2 | |||||||
Feedlot capacity, head of cattle | item | 97,000 | |||||||
Property and equipment, net | $ 16,190 | |||||||
Working capital payment | $ 106,600 | |||||||
Working capital payments | $ 900 | |||||||
Fleischmanns Vinegar Company [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Working capital payments | $ 300 | $ 300 | ||||||
Gain (Loss) on Disposition of Assets | $ 58,200 | |||||||
Disposal Of Assets, Transaction Costs | 7,400 | |||||||
Assets to be disposed of in the sale | $ 354,000 | |||||||
Bluffton Lakota And Riga Ethanol Plants [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Consideration paid for business acquisition | $ 120,900 | |||||||
Working capital payments | $ 3,400 | |||||||
Gain (Loss) on Disposition of Assets | 92,200 | |||||||
Disposal Of Assets, Transaction Costs | $ 4,200 | |||||||
Number of ethanol plants | property | 3 | |||||||
Assets to be disposed of in the sale | $ 323,200 | |||||||
Partners' Capital Account, Units | shares | 8.7 | |||||||
General Partner's Interest Percent | 2.00% | |||||||
Disposal Group, Including Discontinued Operation, Additional Consideration | $ 2,700 | |||||||
Green Plains Cattle Company LLC [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Consideration paid for business acquisition | $ 77,200 | |||||||
Gain (Loss) on Disposition of Assets | $ 0 | |||||||
Percent membership interest sold | 50.00% | |||||||
General Partner [Member] | Bluffton Lakota And Riga Ethanol Plants [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Partners' Capital Account, Units | shares | 0.2 | |||||||
Corporate Activities [Member] | Bluffton Lakota And Riga Ethanol Plants [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Gain (Loss) on Disposition of Assets | $ 89,500 | |||||||
Disposal Of Assets, Transaction Costs | 3,700 | |||||||
Partnership [Member] | Bluffton Lakota And Riga Ethanol Plants [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Gain (Loss) on Disposition of Assets | 2,700 | |||||||
Disposal Of Assets, Transaction Costs | $ 500 |
Acquisitions, Dispositions An_4
Acquisitions, Dispositions And Discontinued Operations (Schedule Of Identifiable Assets Acquired And Liabilities Assumed) (Details) - Asset Purchase Agreement With Bartlett Cattle Company, L.P. [Member] $ in Thousands | Aug. 01, 2018USD ($) |
Business Acquisition [Line Items] | |
Accounts receivable | $ 1,897 |
Inventory | 104,809 |
Property and equipment, net | 16,190 |
Current liabilities | (118) |
Total identifiable net assets | $ 122,778 |
Acquisitions, Dispositions An_5
Acquisitions, Dispositions And Discontinued Operations (Amount Of Identifiable Assets Disposed And Liabilities Relinquished) (Details) - USD ($) $ in Thousands | Sep. 01, 2019 | Dec. 31, 2018 | Nov. 27, 2018 | Nov. 15, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Current liabilities | $ (418,936) | |||
Fleischmanns Vinegar Company [Member] | Disposal Group, Not Discontinued Operations [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash | $ 2,107 | |||
Accounts receivable, net | 16,142 | |||
Inventory | 15,167 | |||
Prepaid expenses and other | 853 | |||
Property and equipment | 64,552 | |||
Other assets | 79,389 | |||
Current liabilities | (8,837) | |||
Deferred tax liabilities | (26,617) | |||
Total identifiable net assets disposed | 142,756 | |||
Goodwill | 142,002 | |||
Net assets disposed | $ 284,758 | |||
Bluffton Lakota And Riga Ethanol Plants [Member] | Disposal Group, Not Discontinued Operations [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Inventory | $ 36,812 | |||
Prepaid expenses and other | 189 | |||
Property and equipment | 184,970 | |||
Other assets | 1,717 | |||
Current liabilities | (746) | |||
Other liabilities | (4,706) | |||
Total identifiable net assets disposed | 218,236 | |||
Goodwill | 6,188 | |||
Net assets disposed | $ 224,424 | |||
Green Plains Cattle Company LLC [Member] | Disposal Group, Not Discontinued Operations [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash | $ 2 | |||
Accounts receivable, net | 17,920 | |||
Inventory | 387,534 | |||
Derivative financial instruments | 48,189 | |||
Property and equipment | 71,678 | |||
Other assets | 2,291 | |||
Current liabilities | (49,297) | |||
Short-term notes payable and other borrowings | (38) | |||
Current maturities of long-term debt | (324,028) | |||
Long-term debt | (80) | |||
Other liabilities | (403) | |||
Total identifiable net assets disposed | $ 153,768 |
Acquisitions, Dispositions An_6
Acquisitions, Dispositions And Discontinued Operations (Assets And Liabilities Attributable To Discontinued Operations) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Current assets of discontinued operations | $ 479,399 |
Noncurrent assets held for sale | 73,060 |
Disposal Group, Including Discontinued Operation, Liabilities, Current, Total | 418,936 |
Noncurrent liabilities held for sale | 82 |
Green Plains Cattle Company LLC [Member] | Discontinued Operations [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Cash and cash equivalents | 2 |
Restricted cash | 34,909 |
Accounts receivable, net of allowances | 11,860 |
Inventories | 432,283 |
Prepaid expenses and other | 345 |
Current assets of discontinued operations | 479,399 |
Property and equipment, net of accumulated depreciation and amortization | 71,341 |
Other assets | 1,719 |
Noncurrent assets held for sale | 73,060 |
Accounts payable | 21,072 |
Accrued and other liabilities | 6,410 |
Derivative financial instruments | 16,924 |
Short-term notes payable and other borrowings | 374,492 |
Current maturities of long-term debt | 38 |
Disposal Group, Including Discontinued Operation, Liabilities, Current, Total | 418,936 |
Long-term debt | 80 |
Other liabilities | 2 |
Noncurrent liabilities held for sale | $ 82 |
Acquisitions, Dispositions An_7
Acquisitions, Dispositions And Discontinued Operations (Summarized Results Of Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net income (loss) | $ 3,393 | $ 467 | $ 966 | $ 11,835 | |
Revenues | [1] | 632,350 | 789,048 | 1,701,560 | 2,400,423 |
Discontinued Operations [Member] | Green Plains Cattle Company LLC [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Product revenues | 160,113 | 217,708 | 638,122 | 652,950 | |
Cost of goods sold (excluding depreciation and amortization expenses reflected below) | 150,214 | 209,922 | 614,671 | 622,461 | |
Selling, general and administrative | 1,472 | 1,906 | 5,931 | 5,184 | |
Depreciation and amortization expenses | 1,004 | 1,447 | 4,199 | 3,840 | |
Total costs and expenses | 152,690 | 213,275 | 624,801 | 631,485 | |
Operating income | 7,423 | 4,433 | 13,321 | 21,465 | |
Interest income | 42 | 45 | 182 | 83 | |
Income expense | (3,001) | (3,696) | (12,417) | (9,218) | |
Other, net | 2,591 | ||||
Total other expense | (2,959) | (3,651) | (12,235) | (6,544) | |
Income before income taxes | 4,464 | 782 | 1,086 | 14,921 | |
Income tax expense | (1,071) | (315) | (120) | (3,086) | |
Net income (loss) | 3,393 | 467 | 966 | 11,835 | |
Cattle [Member] | Green Plains Cattle Company LLC [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Revenues | 5,500 | 6,700 | 14,500 | 21,100 | |
Cattle [Member] | Discontinued Operations [Member] | Green Plains Cattle Company LLC [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Revenues | $ 5,500 | $ 6,700 | $ 14,500 | $ 21,100 | |
[1] | Revenues include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue transactions are now presented on a gross basis in product revenues. These revenue transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. |
Fair Value Disclosures (Narrati
Fair Value Disclosures (Narrative) (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value Disclosures [Abstract] | ||
Fair value of debt | $ 530.4 | $ 516.6 |
Fair value of accounts receivable | $ 64.3 | $ 88.5 |
Fair Value Disclosures (Schedul
Fair Value Disclosures (Schedule Of Assets And Liabilities Fair Value) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | ||
Assets: | ||||
Cash and cash equivalents | $ 235,537 | $ 251,681 | ||
Restricted cash | 18,502 | 31,603 | [1] | |
Inventories carried at market | 62,230 | 111,960 | ||
Unrealized gains on derivatives | 13,089 | 9,976 | ||
Other assets | 117 | 115 | ||
Cash, cash equivalents and restricted cash of discontinued operations | 34,911 | |||
Total assets measured at fair value | 329,475 | 440,246 | ||
Liabilities: | ||||
Accounts payable | [2] | 27,038 | 16,573 | |
Unrealized losses on derivatives | 14,564 | 7,852 | ||
Other liabilities | 1 | 2 | ||
Total liabilities measured at fair value | 41,603 | 24,427 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||||
Assets: | ||||
Cash and cash equivalents | 235,537 | 251,681 | ||
Restricted cash | 18,502 | 31,603 | [1] | |
Other assets | 113 | 114 | ||
Cash, cash equivalents and restricted cash of discontinued operations | 34,911 | |||
Total assets measured at fair value | 254,152 | 318,309 | ||
Significant Other Observable Inputs (Level 2) [Member] | ||||
Assets: | ||||
Inventories carried at market | 62,230 | 111,960 | ||
Unrealized gains on derivatives | 13,089 | 9,976 | ||
Other assets | 4 | 1 | ||
Total assets measured at fair value | 75,323 | 121,937 | ||
Liabilities: | ||||
Accounts payable | [2] | 27,038 | 16,573 | |
Unrealized losses on derivatives | 14,564 | 7,852 | ||
Other liabilities | 1 | 2 | ||
Total liabilities measured at fair value | $ 41,603 | 24,427 | ||
Green Plains Cattle Company LLC [Member] | Discontinued Operations [Member] | ||||
Liabilities: | ||||
Cash and cash equivalents | 2 | |||
Restricted cash classified as current assets of discontinued operations | $ 34,909 | |||
[1] | Includes $ 2 thousand of cash and cash equivalents and $ 34.9 million of restricted cash which is classified as current assets of discontinued operations in the December 31, 2018 consolidated balance sheet. | |||
[2] | Accounts payable is generally stated at historical amounts with the exception of $ 27.0 million and $ 16.6 million at September 30, 2019 and December 31, 2018, respectively, related to certain delivered inventory for which the payable fluctuates based on changes in commodity prices. These payables are hybrid financial instruments for which the company has elected the fair value option. (2) Includes $ 2 thousand of cash and cash equivalents and $ 34.9 million of restricted cash which is classified as current assets of discontinued operations in the December 31, 2018 consolidated balance sheet. |
Segment Information (Narrative)
Segment Information (Narrative) (Details) - segment | 6 Months Ended | 9 Months Ended |
Jun. 30, 2019 | Sep. 30, 2019 | |
Segment Information [Abstract] | ||
Number of operating segments | 4 | 4 |
Segment Information (Summary Of
Segment Information (Summary Of Financial Data) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | $ 632,350 | $ 789,048 | $ 1,701,560 | $ 2,400,423 |
Cost of goods sold | 632,129 | 733,080 | 1,700,481 | 2,233,914 | |
Operating income (loss) | (42,365) | (3,784) | (127,648) | (12,976) | |
Depreciation and amortization | 17,828 | 29,266 | 52,963 | 80,170 | |
Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 658,503 | 822,707 | 1,777,818 | 2,499,875 |
Intersegment Eliminations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | (26,153) | (33,659) | (76,258) | (99,452) |
Cost of goods sold | (30,866) | (33,299) | (76,716) | (99,189) | |
Operating income (loss) | 4,738 | (325) | 533 | (113) | |
Ethanol Production [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 484,406 | 576,512 | 1,206,182 | 1,735,703 |
Ethanol Production [Member] | Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 484,382 | 576,475 | 1,206,107 | 1,735,546 |
Cost of goods sold | 512,527 | 560,719 | 1,289,366 | 1,706,891 | |
Operating income (loss) | (49,289) | (15,961) | (147,366) | (60,704) | |
Depreciation and amortization | 15,547 | 24,289 | 46,324 | 65,284 | |
Agribusiness and Energy Services [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 153,943 | 186,982 | 508,119 | 584,400 |
Agribusiness and Energy Services [Member] | Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 146,650 | 177,832 | 488,687 | 558,054 |
Cost of goods sold | 150,465 | 179,432 | 486,305 | 546,318 | |
Operating income (loss) | (461) | 2,850 | 9,184 | 22,080 | |
Depreciation and amortization | 541 | 675 | 1,642 | 1,923 | |
Food And Ingredients [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 33,443 | 1,451 | 102,277 | |
Food And Ingredients [Member] | Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 33,443 | 1,451 | 102,277 | |
Cost of goods sold | 3 | 26,228 | 1,526 | 79,894 | |
Operating income (loss) | (6) | 3,892 | (76) | 12,426 | |
Depreciation and amortization | 2,333 | 6,788 | |||
Partnership [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 20,154 | 25,770 | 62,066 | 77,495 |
Partnership [Member] | Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 1,318 | 1,298 | 5,315 | 4,546 |
Operating income (loss) | 12,322 | 16,725 | 38,029 | 48,214 | |
Depreciation and amortization | 991 | 1,120 | 2,747 | 3,406 | |
Corporate Activities [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating income (loss) | (9,669) | (10,965) | (27,952) | (34,879) | |
Depreciation and amortization | 749 | 849 | 2,250 | 2,769 | |
Intersegment Revenues [Member] | Ethanol Production [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 24 | 37 | 75 | 157 |
Intersegment Revenues [Member] | Agribusiness and Energy Services [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 7,293 | 9,150 | 19,432 | 26,346 |
Intersegment Revenues [Member] | Partnership [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 18,836 | 24,472 | 56,751 | 72,949 |
Green Plains Cattle Company LLC [Member] | Cattle [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 5,500 | 6,700 | 14,500 | 21,100 | |
Cost of goods sold | $ 5,500 | $ 6,600 | $ 14,400 | $ 21,000 | |
[1] | Revenues include certain items which were previously considered intercompany transactions prior to the disposition of GPCC and therefore eliminated upon consolidation. These revenue transactions are now presented on a gross basis in product revenues. These revenue transactions total $ 5.5 million and $ 14.5 million for the three and nine months ended September 30, 2019, respectively, and $ 6.7 million and $ 21.1 million for the three and nine months ended September 30, 2018, respectively. |
Segment Information (Summary _2
Segment Information (Summary Of Total Assets For Operating Segments) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Total assets | [1] | $ 1,692,071 | $ 2,216,432 |
Corporate Assets [Member] | |||
Segment Reporting Information [Line Items] | |||
Total assets | [1] | 354,371 | 334,236 |
Operating Segments [Member] | Ethanol Production [Member] | |||
Segment Reporting Information [Line Items] | |||
Total assets | [1] | 873,793 | 872,845 |
Operating Segments [Member] | Agribusiness and Energy Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total assets | [1] | 368,146 | 399,633 |
Operating Segments [Member] | Partnership [Member] | |||
Segment Reporting Information [Line Items] | |||
Total assets | [1] | 102,497 | 67,297 |
Intersegment Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Total assets | [1] | $ (6,736) | (10,038) |
Discontinued Operations [Member] | |||
Segment Reporting Information [Line Items] | |||
Total assets | [1] | $ 552,459 | |
[1] | Asset balances by segment exclude intercompany balances |
Inventories (Schedule Of Invent
Inventories (Schedule Of Inventories) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Inventories [Abstract] | ||
Finished goods | $ 119,711 | $ 99,566 |
Commodities held for sale | 26,181 | 62,896 |
Raw materials | 58,699 | 98,174 |
Work-in-process | 13,640 | 12,680 |
Supplies and parts | 32,383 | 29,284 |
Inventories | $ 250,614 | $ 302,600 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2019item | |
Goodwill [Abstract] | |
Number of reporting units | 2 |
Derivative Financial Instrume_3
Derivative Financial Instruments (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Derivative Financial Instruments [Abstract] | ||||
Net unrealized gains on exchange traded futures and options contracts | $ 11,800 | |||
Gain or loss from discontinuing cash flow hedge treatment | $ 0 | $ 0 | 0 | $ 0 |
Gain or loss from discontinuing fair value hedge treatment | 0 | 0 | 0 | 0 |
Energy trading contracts, gain (loss) | $ 2,100 | $ 1,600 | $ 11,400 | $ 12,400 |
Derivative Financial Instrume_4
Derivative Financial Instruments (Schedule Of Fair Values Of Derivative Financial Instruments) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Dec. 31, 2018 | |||
Derivatives, Fair Value [Line Items] | ||||
Asset Derivatives, Fair Value | $ 13,093 | [1] | $ 9,977 | [2] |
Liability Derivatives, Fair Value | 14,565 | 7,854 | ||
Net unrealized losses on cash flow hedges | 200 | |||
Unrealized Gain (Loss) on Commodity Contracts | 16,500 | 16,300 | ||
Derivative Financial Instruments [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Asset Derivatives, Fair Value | 13,089 | [1] | 9,976 | [2] |
Liability Derivatives, Fair Value | 14,564 | 7,852 | ||
Other Assets [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Asset Derivatives, Fair Value | 4 | [1] | 1 | [2] |
Other Liabilities [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Liability Derivatives, Fair Value | $ 1 | $ 2 | ||
[1] | At September 30, 2019, derivative financial instruments, as reflected on the balance sheet, includes net unrealized gains on exchange traded futures and options contracts of $ 16.5 million, which include $ 0.2 million of net unrealized losses on derivative financial instruments designated as cash flow hedging instruments. | |||
[2] | At December 31, 2018, derivative financial instruments, as reflected on the balance sheet, includes net unrealized gains on exchange traded futures and options contracts of $ 16.3 million. |
Derivative Financial Instrume_5
Derivative Financial Instruments (Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income | $ 66,700 | $ (1,847) | $ 48,797 | $ (298) | |
Carrying Amount of the Hedged Assets, Inventories | 41,356 | 41,356 | $ 89,188 | ||
Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Assets | (2,445) | (2,445) | $ 2,430 | ||
Not Designated as Hedging Instrument [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Recognized in Income on Derivatives | 15,619 | 8,883 | (15,988) | 16,969 | |
Revenue [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income | 4,766 | 3,648 | |||
Gains (Losses) Due to Ineffectiveness of Cash Flow Hedges | 4,766 | 3,648 | |||
Cost of Goods Sold [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income | 1,331 | 1,258 | |||
Gains (Losses) Due to Ineffectiveness of Cash Flow Hedges | (2,108) | 799 | 1,492 | 2,344 | |
Net Income From Discontinued Operations, Net Of Income Taxes [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income | 66,700 | (7,944) | 48,797 | (5,204) | |
Gains (Losses) Due to Ineffectiveness of Cash Flow Hedges | 66,700 | (7,944) | 48,797 | (5,204) | |
Commodity Contracts [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Loss Recognized in Other Comprehensive Income on Derivatives | 33,244 | (18,709) | 67,425 | (1,865) | |
Commodity Contracts [Member] | Revenue [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Recognized in Income on Derivatives | 12,439 | 2,491 | (12,034) | 6,135 | |
Commodity Contracts [Member] | Cost of Goods Sold [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Recognized in Income on Derivatives | 5,465 | 9,987 | (1,484) | 12,550 | |
Commodity Contracts [Member] | Net Income From Discontinued Operations, Net Of Income Taxes [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain or (Loss) Recognized in Income on Derivatives | (2,285) | (3,595) | (2,470) | (1,716) | |
Commodity Contracts [Member] | Fair Value Hedging [Member] | Cost of Goods Sold [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gains (Losses) Due to Ineffectiveness of Cash Flow Hedges | 1,155 | (346) | 324 | 10,150 | |
Commodity Contracts [Member] | Fair Value Hedging [Member] | Cost of Goods Sold [Member] | Designated as Hedging Instrument [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gains (Losses) Due to Ineffectiveness of Cash Flow Hedges | $ (3,263) | $ (186) | $ 1,168 | $ (9,064) |
Derivative Financial Instrume_6
Derivative Financial Instruments (Schedule Of Open Position Derivative Financial Instruments) (Details) contract in Thousands | Sep. 30, 2019contract | |
Corn And Soybeans [Member] | Exchange Traded [Member] | Long [Member] | Options [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 765 | [1],[2] |
Corn And Soybeans [Member] | Non-Exchange Traded [Member] | Long [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 33,986 | [3] |
Corn And Soybeans [Member] | Non-Exchange Traded [Member] | Short [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 518 | [3] |
Corn [Member] | Exchange Traded [Member] | Long [Member] | Futures [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 4,620 | [1],[2],[4] |
Corn [Member] | Exchange Traded [Member] | Short [Member] | Futures [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 136,206 | [1],[2] |
Corn, Soybeans And Wheat [Member] | Exchange Traded [Member] | Short [Member] | Futures [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 12,185 | [1],[2] |
Ethanol [Member] | Exchange Traded [Member] | Short [Member] | Futures [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 6,300 | [1],[2] |
Ethanol [Member] | Exchange Traded [Member] | Short [Member] | Options [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 55,815 | [1],[2] |
Ethanol [Member] | Non-Exchange Traded [Member] | Long [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 23,970 | [3] |
Ethanol [Member] | Non-Exchange Traded [Member] | Short [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 478,004 | [3] |
Natural Gas [Member] | Exchange Traded [Member] | Long [Member] | Options [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 196 | [1],[2] |
Natural Gas [Member] | Exchange Traded [Member] | Short [Member] | Futures [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 11,045 | [1],[2],[4] |
Natural Gas [Member] | Non-Exchange Traded [Member] | Long [Member] | Futures [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 1,123 | [1],[2] |
Natural Gas [Member] | Non-Exchange Traded [Member] | Long [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 12,841 | [3] |
Natural Gas [Member] | Non-Exchange Traded [Member] | Short [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 3,095 | [3] |
DDG [Member] | Non-Exchange Traded [Member] | Long [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 126 | [3] |
DDG [Member] | Non-Exchange Traded [Member] | Short [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 730 | [3] |
Corn Oil [Member] | Non-Exchange Traded [Member] | Long [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 192 | [3] |
Corn Oil [Member] | Non-Exchange Traded [Member] | Short [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Derivative, Open Commodity Derivative Positions | 54,313 | [3] |
[1] | Exchange traded futures and options are presented on a net long and (short) position basis. Options are presented on a delta-adjusted basis. | |
[2] | Futures used for cash flow hedges. | |
[3] | Non-exchange traded forwards are presented on a gross long and (short) position basis including both fixed-price and basis contracts. | |
[4] | Futures or non-exchange traded forwards used for fair value hedges. |
Debt (Narrative - Corporate Act
Debt (Narrative - Corporate Activities) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Aug. 31, 2016 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jul. 19, 2019 | Jun. 30, 2019 | Jun. 21, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||||||||
Payments of principal on long-term debt | $ 68,235,000 | $ 62,537,000 | |||||||
Non-cash adjustment to additional paid-in capital | $ 4,660,000 | ||||||||
Corporate Activities [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of 3.25% convertible notes due 2018 | $ 1,600,000 | ||||||||
Interest Expense, Debt | 1,600,000 | ||||||||
Unamortized debt issuance costs | $ 100,000 | $ 100,000 | |||||||
4.00% Convertible Notes Due 2024 [Member] | Corporate Activities [Member] | Convertible Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 105,000,000 | ||||||||
Interest rate, stated percentage | 4.00% | 4.00% | 4.00% | 4.00% | |||||
Debt Instrument, Maturity Date | Jul. 1, 2024 | ||||||||
Common stock for conversion, shares | 64.1540 | ||||||||
Debt Instrument Convertible Conversion Price Benchmark1 | $ 1,000 | ||||||||
Debt conversion price | $ 15.59 | $ 15.59 | |||||||
Debt Conversion, Sale Price Of Common Stock Percent, Minimum | 140.00% | 140.00% | |||||||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||||||||
Debt Instrument, Additional Aggregate Principal Amount | $ 10,000,000 | ||||||||
3.25% Convertible Notes Due 2019 [Member] | Convertible Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate, stated percentage | 3.25% | 3.25% | |||||||
3.25% Convertible Notes Due 2019 [Member] | Corporate Activities [Member] | Convertible Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate, stated percentage | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | |||
Payments of principal on long-term debt | $ 57,800,000 | ||||||||
Outstanding amount repurchased | $ 56,800,000 | $ 56,800,000 | |||||||
Debt Instrument, Maturity Date | Oct. 1, 2019 | ||||||||
4.125% Convertible Notes Due 2022 [Member] | Corporate Activities [Member] | Convertible Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, face amount | $ 170,000,000 | ||||||||
Interest rate, stated percentage | 4.125% | 4.125% | 4.125% | 4.125% | |||||
Debt conversion, principal amounts for integral multiples | $ 1,000 | ||||||||
Common stock for conversion, shares | 35.7143 | ||||||||
Debt conversion price | $ 28 | ||||||||
Conversion price percentage | 140.00% | ||||||||
Principal amount of notes, percentage | 100.00% | 100.00% |
Debt (Narrative - Agribusiness
Debt (Narrative - Agribusiness And Energy Services Segment) (Details) item in Millions | 9 Months Ended | ||
Sep. 30, 2019USD ($)item | Jun. 28, 2019USD ($) | Dec. 31, 2018USD ($) | |
Debt Instrument [Line Items] | |||
Short-term notes payable and other borrowings | $ 149,143,000 | $ 163,751,000 | |
Long-term debt, net | 386,455,000 | $ 356,069,000 | |
Green Plains Grain [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, net | $ 0 | ||
Agribusiness and Energy Services [Member] | Revolving Credit Facility [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 3.00% | ||
Agribusiness and Energy Services [Member] | Green Plains Grain [Member] | |||
Debt Instrument [Line Items] | |||
Minimum working capital required for compliance | $ 18,000,000 | ||
Percent Of Sum Of Total Commitment Plus Aggregate Seasonal Line Commitments | 18.00% | ||
Minimum Net Worth Required For Compliance, Percent | 21.00% | ||
Fixed charge coverage ratio | 1.25 | ||
Annual leverage ratio | 6 | ||
Maximum Capital Expenditures Per Year Under Agreement | $ 8,000,000 | ||
Maximum Unused Amounts For Capital Expenditures Under Agreements | $ 8,000,000 | ||
Number of bushels of corn | item | 0.9 | ||
Debt Instrument, Collateral Amount | $ 3,800,000 | ||
Agribusiness and Energy Services [Member] | Green Plains Grain [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 100,000,000 | $ 125,000,000 | |
Additional amounts available under facility, accordion feature | 75,000,000 | ||
Line of credit, maximum borrowing capacity | 225,000,000 | ||
Maximum Long Term Indebtness Benchmark Under Agreement | $ 10,000,000 | ||
Maximum Long Term Debt Capitalization Under Agreement | 40.00% | ||
Agribusiness and Energy Services [Member] | Green Plains Grain [Member] | Revolving Credit Facility [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 2.00% | ||
Agribusiness and Energy Services [Member] | Green Plains Grain [Member] | Revolving Credit Facility [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Unused capacity fee, percentage | 0.375% | ||
Agribusiness and Energy Services [Member] | Green Plains Grain [Member] | Revolving Credit Facility [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Unused capacity fee, percentage | 0.50% | ||
Agribusiness and Energy Services [Member] | Green Plains Grain [Member] | Seasonal Borrowings [Member] | |||
Debt Instrument [Line Items] | |||
Additional amounts available under facility, accordion feature | $ 50,000,000 | ||
Agribusiness and Energy Services [Member] | Green Plains Trade [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Additional amounts available under facility, accordion feature | 70,000,000 | ||
Line of credit, maximum borrowing capacity | 300,000,000 | ||
Minimum working capital required for compliance | $ 1,500,000 | ||
Fixed charge coverage ratio | 1.15 | ||
Allowable dividends as percentage of net profit before taxes | 50.00% | ||
Undrawn availability of revolving credit facility on a pro forma basis | $ 10,000,000 | ||
Availability Benchmark Period Under Agreement | 30 days | ||
Unused capacity fee, percentage | 0.375% | ||
Agribusiness and Energy Services [Member] | Green Plains Trade [Member] | Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Maturity Date | Jul. 28, 2022 | ||
Line of credit, maximum borrowing capacity | $ 285,000,000 | ||
Agribusiness and Energy Services [Member] | Green Plains Trade [Member] | Credit Facility [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 2.25% | ||
Agribusiness and Energy Services [Member] | Green Plains Trade [Member] | First-in-last-out (FILO) Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit, maximum borrowing capacity | $ 15,000,000 | ||
Agribusiness and Energy Services [Member] | Green Plains Trade [Member] | First-in-last-out (FILO) Credit Facility [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 3.25% | ||
Agribusiness and Energy Services [Member] | Green Plains Commodity Management [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Maturity Date | Apr. 30, 2023 | ||
Line of credit, maximum borrowing capacity | $ 20,000,000 | ||
Agribusiness and Energy Services [Member] | Green Plains Commodity Management [Member] | Revolving Credit Facility [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 1.75% | ||
$50.0 Million Inventory Financing [Member] | Green Plains Grain [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 50,000,000 | ||
Short-term notes payable and other borrowings | 4,040,000 | ||
$50.0 Million Inventory Financing [Member] | Agribusiness and Energy Services [Member] | Green Plains Grain [Member] | |||
Debt Instrument [Line Items] | |||
Short-term notes payable and other borrowings | $ 4,000,000 |
Debt (Narrative - Food And Ingr
Debt (Narrative - Food And Ingredients Segment, Partnership Segment, Covenant Compliance, And Restricted Net Assets) (Details) | Aug. 28, 2019USD ($) | Aug. 27, 2019 | Sep. 30, 2019USD ($) |
Debt Instrument [Line Items] | |||
Restricted assets | $ 63,500,000 | ||
Food And Ingredients Segment [Member] | Green Plains Cattle [Member] | |||
Debt Instrument [Line Items] | |||
Change in control percentage benchmark | 35.00% | 100.00% | |
Food And Ingredients Segment [Member] | Green Plains Cattle [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit, maximum borrowing capacity | $ 500,000,000 | ||
Partnership [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit, maximum borrowing capacity | 200,000,000 | ||
Additional amounts available under facility, accordion feature | $ 20,000,000 | ||
Debt maturity dates | Jul. 1, 2020 | ||
Net leverage ratio | 3.50 | ||
Interest coverage ratio | 2.75 | ||
Consolidated Leverage Ratio Numerator | $ 5,000,000 | ||
Consolidated Leverage Ratio Denominator | $ 30,000,000 | ||
Partnership [Member] | Revolving Credit Facility [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Unused capacity fee, percentage | 0.35% | ||
Partnership [Member] | Revolving Credit Facility [Member] | Minimum [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 2.25% | ||
Partnership [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 1.25% | ||
Partnership [Member] | Revolving Credit Facility [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Unused capacity fee, percentage | 0.50% | ||
Partnership [Member] | Revolving Credit Facility [Member] | Maximum [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 3.00% | ||
Partnership [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate, basis spread on variable rate, percentage | 2.00% | ||
Partnership [Member] | Birmingham BioEnergy Partners LLC Member] | Notes Payable to Banks [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 8,100,000 | ||
Financing Receivable, after Allowance for Credit Loss, Noncurrent | 8,100,000 | ||
Debt Instrument, Periodic Payment | 200,000 | ||
Debt Instrument Right To Call | $ 8,100,000 | ||
Tax Credits, Statutory Life | 7 years | ||
Tax Credit Carryforward, Amount | $ 5,000,000 |
Debt (Schedule Of The Component
Debt (Schedule Of The Components Of Long-Term Debt) (Details) - USD ($) | Sep. 30, 2019 | Jul. 19, 2019 | Jun. 30, 2019 | Jun. 21, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Aug. 31, 2016 | |
Debt Instrument [Line Items] | ||||||||
Total face value of long-term debt | $ 386,455,000 | $ 356,069,000 | ||||||
Unamortized debt issuance costs | (5,167,000) | (3,190,000) | ||||||
Less: current portion of long-term debt | (132,999,000) | (54,769,000) | ||||||
Total long-term debt | $ 248,289,000 | 298,110,000 | ||||||
Convertible Notes [Member] | 3.25% Convertible Notes Due 2019 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate, stated percentage | 3.25% | |||||||
Convertible Notes [Member] | 3.25% Convertible Notes Due 2019 [Member] | Corporate Activities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total face value of long-term debt | $ 53,457,000 | |||||||
Interest rate, stated percentage | 3.25% | 3.25% | 3.25% | 3.25% | ||||
Convertible Notes [Member] | 4.125% Convertible Notes Due 2022 [Member] | Corporate Activities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total face value of long-term debt | $ 147,562,000 | $ 142,708,000 | ||||||
Interest rate, stated percentage | 4.125% | 4.125% | 4.125% | |||||
Debt instrument, face amount | $ 170,000,000 | |||||||
Convertible Notes [Member] | 4.00% Convertible Notes Due 2024 [Member] | Corporate Activities [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total face value of long-term debt | $ 82,191,000 | $ 115,000,000 | ||||||
Interest rate, stated percentage | 4.00% | 4.00% | 4.00% | |||||
Debt instrument, face amount | $ 105,000,000 | |||||||
Other Debt Obligations [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total face value of long-term debt | $ 16,602,000 | $ 17,804,000 | ||||||
Partnership [Member] | Revolving Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total face value of long-term debt | [1] | 132,000,000 | 134,000,000 | |||||
Debt instrument, face amount | 200,000,000 | |||||||
Partnership [Member] | $8.1 Million Promissory Note [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total face value of long-term debt | 8,100,000 | 8,100,000 | ||||||
Debt instrument, face amount | $ 8,100,000 | $ 8,100,000 | ||||||
[1] | The Green Plains Partners revolving credit facility is included in current maturities of long-term debt balance on the consolidated balance sheet as of September 30, 2019 as its maturity date is July 1, 2020. |
Debt (Schedule Of Short-term No
Debt (Schedule Of Short-term Notes Payable And Other Borrowings) (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
Short-term notes payable and other borrowings | $ 149,143,000 | $ 163,751,000 | |
Current liabilities of discontinued operations | 418,936,000 | ||
Green Plains Cattle [Member] | $500.0 Million Revolver [Member] | |||
Debt Instrument [Line Items] | |||
Short-term notes payable and other borrowings | [1] | ||
Debt instrument, face amount | 500,000,000 | 500,000,000 | |
Green Plains Grain [Member] | $100.0 Million Revolver [Member] | |||
Debt Instrument [Line Items] | |||
Short-term notes payable and other borrowings | 20,000,000 | 41,000,000 | |
Debt instrument, face amount | 100,000,000 | 100,000,000 | |
Green Plains Grain [Member] | $50.0 Million Inventory Financing [Member] | |||
Debt Instrument [Line Items] | |||
Short-term notes payable and other borrowings | 4,040,000 | ||
Debt instrument, face amount | 50,000,000 | ||
Green Plains Trade [Member] | $300.0 Million Revolver [Member] | |||
Debt Instrument [Line Items] | |||
Short-term notes payable and other borrowings | 119,625,000 | 108,485,000 | |
Debt instrument, face amount | 300,000,000 | 300,000,000 | |
Green Plains Commodity Management [Member] | $20.0 Million Hedge Line [Member] | |||
Debt Instrument [Line Items] | |||
Short-term notes payable and other borrowings | 5,478,000 | 14,266,000 | |
Debt instrument, face amount | $ 20,000,000 | 20,000,000 | |
Restatement Adjustment [Member] | Green Plains Cattle [Member] | $500.0 Million Revolver [Member] | |||
Debt Instrument [Line Items] | |||
Current liabilities of discontinued operations | $ 374,500,000 | ||
[1] | As part of the GPCC disposition during the three months ended September 30, 2019, the December 31, 2018 outstanding balance of the Green Plains Cattle revolver of $ 374.5 million has been reclassified to current liabilities of discontinued operations. Refer to Note 3 – Acquisitions, Dispositions and Discontinued Operations for further discussion on discontinued operations. |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares or units authorized | 4,110,000 | 4,110,000 | |||
Compensation costs expensed | $ 2.6 | $ 3.3 | $ 7.4 | $ 8.7 | |
Unrecognized compensation costs | $ 13.6 | $ 13.6 | |||
Compensation expected to be recognized, weighted-average period in years | 1 year 9 months 18 days | ||||
Potential tax benefit, percentage | 24.80% | ||||
Green Plains Partners LP 2015 Long-Term Incentive Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares or units authorized | 2,500,000 | 2,500,000 | |||
Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercisable stock options outstanding | 128,750 | 128,750 | |||
Weighted average exercise price | $ 12.72 | $ 12.72 | |||
Outstanding, Weighted Average Remaining Contractual Term | 2 months 12 days | ||||
Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Target Percentage | 100.00% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized, Achievement of Maximum Goals | 482,234 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Achievement of Maximum Goals Percentage | 150.00% | ||||
Non-vested, shares outstanding | 321,489 | 321,489 | 134,022 | ||
Performance Shares [Member] | Share-based Compensation Award, Tranche Two [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | ||||
Performance Shares, Predetermined RONA [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||||
Performance Shares, Predetermined RONA [Member] | Share-based Compensation Award, Tranche One [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% |
Stock-Based Compensation (Sched
Stock-Based Compensation (Schedule Of Non-Vested Stock Award And DSU Activity) (Details) - Restricted Stock [Member] | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested, shares or units | shares | 882,288 |
Non-vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 19.12 |
Granted, shares or units | shares | 497,118 |
Granted, Weighted-Average Grant-Date Fair Value | $ / shares | $ 15.40 |
Forfeited, shares or units | shares | (83,811) |
Forfeited, Weighted-Average Grant-Date Fair Value | $ / shares | $ 17.56 |
Vested, shares or units | shares | (444,054) |
Vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 18.33 |
Non-vested, shares or units | shares | 851,541 |
Non-vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 17.52 |
Non-vested, Weighted-Average Remaining Vesting Term (in years) | 1 year 8 months 12 days |
Stock-Based Compensation (The W
Stock-Based Compensation (The Weighted Average Assumptions Used by the Company in Applying the Monte Carlo Valuation Model for Performance Share Grants) (Details) - Performance Shares [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 2.45% | 2.44% |
Dividend yield | 3.13% | 2.64% |
Expected volatility | 41.69% | 45.11% |
Monte Carlo valuation | 99.62% | 97.39% |
Closing stock price on the date of grant | $ 15.34 | $ 18.15 |
Stock-Based Compensation (Sch_2
Stock-Based Compensation (Schedule Of Non-Vested Performance Share Award Activity) (Details) | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested, shares or units | shares | 134,022 |
Non-vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 17.92 |
Granted, shares or units | shares | 216,703 |
Granted, Weighted-Average Grant-Date Fair Value | $ / shares | $ 15.43 |
Forfeited, shares or units | shares | (29,236) |
Forfeited, Weighted-Average Grant-Date Fair Value | $ / shares | $ 16.23 |
Non-vested, shares or units | shares | 321,489 |
Non-vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 16.39 |
Non-vested, Weighted-Average Remaining Vesting Term (in years) | 2 years 1 month 6 days |
Green Plains Partners LP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested, shares or units | shares | 18,582 |
Non-vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 16.96 |
Granted, shares or units | shares | 22,856 |
Granted, Weighted-Average Grant-Date Fair Value | $ / shares | $ 14 |
Vested, shares or units | shares | (18,582) |
Vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 16.96 |
Non-vested, shares or units | shares | 22,856 |
Non-vested, Weighted-Average Grant-Date Fair Value | $ / shares | $ 14 |
Non-vested, Weighted-Average Remaining Vesting Term (in years) | 9 months 18 days |
Earnings Per Share (Schedule Of
Earnings Per Share (Schedule Of Basic And Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Earnings Per Share [Abstract] | |||||
Net loss from continuing operations | [1] | $ (42,363) | $ (12,936) | $ (128,077) | $ (49,415) |
Net income from discontinued operations, net of income taxes | 3,393 | 467 | 966 | 11,835 | |
Net loss attributable to Green Plains | $ (38,970) | $ (12,469) | $ (127,111) | $ (37,580) | |
Weighted average shares outstanding - basic | 36,913 | 40,229 | 39,092 | 40,189 | |
Dilutive effect of convertible debt and stock-based compensation | [2] | 0 | 0 | 0 | 0 |
Weighted average shares outstanding - diluted | 36,913 | 40,229 | 39,092 | 40,189 | |
EPS from continuing operations | [3] | $ (1.15) | $ (0.32) | $ (3.28) | $ (1.23) |
EPS from discontinued operations | [3] | 0.09 | 0.01 | 0.03 | 0.29 |
Net loss attributable to Green Plains | [3] | $ (1.06) | $ (0.31) | $ (3.25) | $ (0.94) |
Anti-dilutive weighted-average convertible debt and stock-based compensation | [2] | 13,983 | 10,348 | 9,397 | 10,154 |
[1] | Net loss from continuing operations can be recalculated from our consolidated statements of operations by taking the net loss from continuing operations including noncontrolling interest less net income attributable to noncontrolling interests. | ||||
[2] | The effect related to the company’s convertible debt and stock-based compensation awards have been excluded from diluted EPS for the periods presented as the inclusion of these shares would have been antidilutive. | ||||
[3] | GAAP requires the denominator used in the diluted net EPS calculation for discontinued operations to be the same as that of continuing operations, regardless of net earnings (loss) from continuing operations. |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule Of Stockholders' Equity) (Details) - USD ($) shares in Thousands, $ in Thousands | Jan. 01, 2018 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 21, 2019 | Dec. 31, 2018 | |
Stockholders' Equity [Line Items] | ||||||||||||
Beginning balance | $ 1,059,136 | $ 994,574 | $ 1,023,807 | $ 1,062,989 | $ 1,037,113 | $ 1,045,576 | $ 1,059,136 | $ 1,062,989 | $ 1,059,136 | |||
Net income (loss) | (35,491) | (40,179) | (37,871) | (7,419) | 3,751 | (19,455) | (113,541) | (23,123) | ||||
Cash dividends and distributions declared | (5,497) | (10,358) | (10,334) | (10,341) | (10,329) | (10,251) | ||||||
Other comprehensive loss before reclassification | 28,095 | 33,260 | (6,883) | (14,395) | (4,277) | 17,150 | ||||||
Amounts reclassified from accumulated other comprehensive loss | (53,255) | 3,440 | 10,376 | 1,427 | (581) | (603) | ||||||
Total other comprehensive income (loss), net of tax | (35,931) | 36,700 | 3,493 | (12,968) | (4,858) | 16,547 | 4,262 | (1,279) | ||||
Other comprehensive income, net of tax | (25,160) | (12,968) | 15,033 | (1,279) | ||||||||
Proceeds from disgorgement of shareholders short-swing profits, net | [1] | 5,023 | ||||||||||
Share of equity method investees other comprehensive loss arising during the period, net of tax | (10,771) | |||||||||||
Issuance of 4.00% convertible notes due 2024, net of tax | 2,231 | 22,537 | ||||||||||
Modification of 3.25% convertible notes due 2019 | 4,660 | |||||||||||
Settlement of 3.25% convertible notes due 2018/9, net of tax | (271) | 1 | ||||||||||
Repurchase of common stock | (16,014) | (39,870) | ||||||||||
Stock-based compensation | 2,590 | 2,208 | 507 | 3,090 | 2,872 | (451) | ||||||
Stock options exercised | 100 | 50 | ||||||||||
Ending balance | 1,059,136 | 906,462 | 994,574 | 1,023,807 | 1,014,135 | 1,037,113 | 1,045,576 | 906,462 | 1,014,135 | |||
Proceeds from a shareholder of the company for disgorgement of shareholder short-swing profits | 6,700 | |||||||||||
Common Stock [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Beginning balance | $ 46 | $ 47 | $ 47 | $ 47 | $ 47 | $ 47 | $ 46 | $ 47 | $ 46 | |||
Beginning balance, Shares | 46,410 | 46,919 | 46,922 | 46,638 | 46,761 | 46,699 | 46,410 | 46,638 | 46,410 | |||
Stock-based compensation, Shares | (4) | (3) | 284 | (15) | 52 | 284 | ||||||
Stock-based compensation | $ 1 | |||||||||||
Stock options exercised, Shares | 5 | |||||||||||
Stock options exercised | $ 10 | |||||||||||
Ending balance, Shares | 46,410 | 46,915 | 46,919 | 46,922 | 46,746 | 46,761 | 46,699 | 46,915 | 46,746 | |||
Ending balance | $ 46 | $ 47 | $ 47 | $ 47 | $ 47 | $ 47 | $ 47 | $ 47 | $ 47 | |||
Additional Paid-In Capital [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Beginning balance | 685,019 | 726,068 | 701,673 | 696,222 | 687,469 | 684,557 | 685,019 | 696,222 | 685,019 | |||
Proceeds from disgorgement of shareholders short-swing profits, net | [1] | 5,023 | ||||||||||
Issuance of 4.00% convertible notes due 2024, net of tax | 2,231 | 22,537 | ||||||||||
Modification of 3.25% convertible notes due 2019 | 4,660 | |||||||||||
Settlement of 3.25% convertible notes due 2018/9, net of tax | (271) | |||||||||||
Stock-based compensation | 2,509 | 2,129 | 428 | 3,014 | 2,812 | |||||||
Stock-based compensation | (512) | |||||||||||
Stock options exercised | 100 | 50 | ||||||||||
Ending balance | 685,019 | 730,808 | 726,068 | 701,673 | 695,143 | 687,469 | 684,557 | 730,808 | 695,143 | |||
Retained Earnings [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Beginning balance | 325,411 | 226,869 | 277,082 | 324,728 | 293,405 | 299,250 | 325,411 | 324,728 | 325,411 | |||
Reclassification from accumulated other comprehensive income to retained earnings | [2] | 2,787 | ||||||||||
Net income (loss) | (38,970) | (45,342) | (42,799) | (12,469) | (994) | (24,117) | ||||||
Cash dividends and distributions declared | (4,871) | (4,847) | (4,854) | (4,851) | (4,831) | |||||||
Ending balance | 328,198 | 187,899 | 226,869 | 277,082 | 276,082 | 293,405 | 299,250 | 187,899 | 276,082 | |||
Accum. Other Comp. Income [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Beginning balance | (13,110) | 24,177 | (12,523) | (16,016) | (4,208) | 650 | (13,110) | (16,016) | (13,110) | |||
Reclassification from accumulated other comprehensive income to retained earnings | [2] | (2,787) | ||||||||||
Other comprehensive loss before reclassification | 28,095 | 33,260 | (6,883) | (14,395) | (4,277) | 17,150 | ||||||
Amounts reclassified from accumulated other comprehensive loss | (53,255) | 3,440 | 10,376 | 1,427 | (581) | (603) | ||||||
Total other comprehensive income (loss), net of tax | 36,700 | 3,493 | (12,968) | (4,858) | 16,547 | |||||||
Other comprehensive income, net of tax | (25,160) | |||||||||||
Share of equity method investees other comprehensive loss arising during the period, net of tax | (10,771) | |||||||||||
Ending balance | (15,897) | (11,754) | 24,177 | (12,523) | (17,176) | (4,208) | 650 | (11,754) | (17,176) | |||
Treasury Stock [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Beginning balance | $ (55,184) | $ (98,032) | $ (58,162) | $ (58,162) | $ (55,183) | $ (55,184) | $ (55,184) | $ (58,162) | $ (55,184) | |||
Beginning balance, Shares | 5,326 | 8,733 | 5,536 | 5,536 | 5,326 | 5,326 | 5,326 | 5,536 | 5,326 | |||
Settlement of 3.25% convertible notes due 2018/9, net of tax | $ 1 | |||||||||||
Repurchase of common stock | $ (16,014) | $ (39,870) | ||||||||||
Repurchase of common stock, Shares | 1,663 | 3,197 | ||||||||||
Ending balance, Shares | 5,326 | 10,396 | 8,733 | 5,536 | 5,326 | 5,326 | 5,326 | 10,396 | 5,326 | |||
Ending balance | $ (55,184) | $ (114,046) | $ (98,032) | $ (58,162) | $ (55,183) | $ (55,183) | $ (55,184) | $ (114,046) | $ (55,183) | |||
Total Green Plains Stockholders' Equity [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Beginning balance | 942,182 | 879,129 | 908,117 | 946,819 | 921,530 | 929,320 | 942,182 | 946,819 | 942,182 | |||
Net income (loss) | (38,970) | (45,342) | (42,799) | (12,469) | (994) | (24,117) | ||||||
Cash dividends and distributions declared | (4,871) | (4,847) | (4,854) | (4,851) | (4,831) | |||||||
Other comprehensive loss before reclassification | 28,095 | 33,260 | (6,883) | (14,395) | (4,277) | 17,150 | ||||||
Amounts reclassified from accumulated other comprehensive loss | (53,255) | 3,440 | 10,376 | 1,427 | (581) | (603) | ||||||
Total other comprehensive income (loss), net of tax | 36,700 | 3,493 | (12,968) | (4,858) | 16,547 | |||||||
Other comprehensive income, net of tax | (25,160) | |||||||||||
Proceeds from disgorgement of shareholders short-swing profits, net | [1] | 5,023 | ||||||||||
Share of equity method investees other comprehensive loss arising during the period, net of tax | (10,771) | |||||||||||
Issuance of 4.00% convertible notes due 2024, net of tax | 2,231 | 22,537 | ||||||||||
Modification of 3.25% convertible notes due 2019 | 4,660 | |||||||||||
Settlement of 3.25% convertible notes due 2018/9, net of tax | (271) | 1 | ||||||||||
Repurchase of common stock | (16,014) | (39,870) | ||||||||||
Stock-based compensation | 2,509 | 2,129 | 428 | 3,014 | 2,812 | (511) | ||||||
Stock options exercised | 100 | 50 | ||||||||||
Ending balance | 942,182 | 792,954 | 879,129 | 908,117 | 898,913 | 921,530 | 929,320 | 792,954 | 898,913 | |||
Noncontrolling Interests [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Beginning balance | 116,954 | 115,445 | 115,690 | 116,170 | 115,583 | 116,256 | 116,954 | 116,170 | 116,954 | |||
Net income (loss) | 3,479 | 5,163 | 4,928 | 5,050 | 4,745 | 4,662 | ||||||
Cash dividends and distributions declared | (5,497) | (5,487) | (5,487) | (5,487) | (5,478) | (5,420) | ||||||
Stock-based compensation | 81 | 79 | 79 | 76 | 60 | 60 | ||||||
Ending balance | $ 116,954 | $ 113,508 | $ 115,445 | $ 115,690 | $ 115,222 | $ 115,583 | $ 116,256 | $ 113,508 | $ 115,222 | |||
Convertible Notes [Member] | 3.25% Convertible Notes Due 2018 [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Interest rate, stated percentage | 3.25% | 3.25% | ||||||||||
Convertible Notes [Member] | 3.25% Convertible Notes Due 2019 [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Interest rate, stated percentage | 3.25% | 3.25% | ||||||||||
Corporate Activities [Member] | Convertible Notes [Member] | 3.25% Convertible Notes Due 2018 [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Interest rate, stated percentage | 3.25% | 3.25% | 3.25% | |||||||||
Corporate Activities [Member] | Convertible Notes [Member] | 4.00% Convertible Notes Due 2024 [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Interest rate, stated percentage | 4.00% | 4.00% | 4.00% | 4.00% | ||||||||
Corporate Activities [Member] | Convertible Notes [Member] | 3.25% Convertible Notes Due 2019 [Member] | ||||||||||||
Stockholders' Equity [Line Items] | ||||||||||||
Interest rate, stated percentage | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | 3.25% | ||||||
[1] | During the three months ended March 31, 2019, the company received $ 6.7 million from a shareholder of the company for disgorgement of shareholder short-swing profits under Section 16(b) under the Exchange Act. The amount was recorded as an increase to additional paid-in capital, net of tax. | |||||||||||
[2] | Effective January 1, 2018, the company early adopted the amended guidance in ASC 220, Income Statement – Reporting Comprehensive Income: Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The amendment eliminates the stranded tax effects resulting from the Tax Cuts and Jobs Act and is intended to improve the usefulness of information reported. As a result, the company recorded a $ 2.8 million reclassification from accumulated other comprehensive income to retained earnings during the first quarter of 2018. |
Stockholders' Equity (Reclassif
Stockholders' Equity (Reclassification From Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||
Income tax benefit | $ (12,530) | $ (14,973) | $ (40,692) | $ (34,524) | |||||
Net loss | (35,491) | $ (40,179) | $ (37,871) | (7,419) | $ 3,751 | $ (19,455) | (113,541) | (23,123) | |
Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | |||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||
Loss from continuing operations before income taxes and income (loss) from equity method investees | [1] | 6,097 | 4,906 | ||||||
Net income from discontinued operations, net of taxes | [2] | 53,255 | (6,109) | 39,439 | (4,247) | ||||
Income tax benefit | [3] | 1,415 | 902 | ||||||
Net loss | $ 53,255 | (1,427) | $ 39,439 | (243) | |||||
Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Commodity Contracts [Member] | |||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||
Revenues | [4] | 4,766 | 3,648 | ||||||
Cost of goods sold | [5] | $ 1,331 | $ 1,258 | ||||||
[1] | Loss from continuing operations before income taxes and income (loss) from equity method investees | ||||||||
[2] | Net income from discontinued operations, net of income taxes | ||||||||
[3] | Income tax benefit | ||||||||
[4] | Revenues | ||||||||
[5] | Costs of goods sold |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Income Taxes [Abstract] | |||||
Income tax benefit | $ 12,530 | $ 14,973 | $ 40,692 | $ 34,524 | |
Unrecognized tax benefits | $ 51,600 | $ 51,600 | $ 51,600 |
Commitments And Contingencies_2
Commitments And Contingencies (Narrative) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Trading Activity, Gains and Losses, Net [Line Items] | ||||
Asset | [1] | $ 1,692,071 | $ 2,216,432 | |
Liabilities | 785,609 | $ 1,153,443 | ||
Contracted future purchases | $ 271,700 | |||
Minimum [Member] | ||||
Trading Activity, Gains and Losses, Net [Line Items] | ||||
Lessee, Operating Lease, Term of Contract | 1 year | |||
Maximum [Member] | ||||
Trading Activity, Gains and Losses, Net [Line Items] | ||||
Lessee, Operating Lease, Term of Contract | 18 years 2 months 12 days | |||
Restatement Adjustment [Member] | Accounting Standards Update 2016-02 [Member] | ||||
Trading Activity, Gains and Losses, Net [Line Items] | ||||
Asset | $ 60,900 | |||
Liabilities | $ 60,900 | |||
[1] | Asset balances by segment exclude intercompany balances |
Commitments And Contingencies_3
Commitments And Contingencies (Lease Standard Impact On Consolidated Balance Sheet) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | $ 56,437 | $ 0 | |
Operating lease current liabilities | 16,954 | 0 | |
Operating lease long-term liabilities | $ 42,142 | 0 | |
Accounting Standards Update 2016-02 [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | $ 61,268 | ||
Operating lease current liabilities | 18,315 | ||
Operating lease long-term liabilities | 46,024 | ||
Accounting Standards Update 2016-02 [Member] | Previously Reported [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Other assets | 365 | ||
Accounts payable | 196 | ||
Other liabilities | $ 3,240 | ||
Accounting Standards Update 2016-02 [Member] | Restatement Adjustment [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | 61,268 | ||
Other assets | (365) | ||
Accounts payable | (196) | ||
Operating lease current liabilities | 18,315 | ||
Operating lease long-term liabilities | 46,024 | ||
Other liabilities | $ (3,240) |
Commitments And Contingencies_4
Commitments And Contingencies (Components Of Lease Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | ||
Commitments And Contingencies [Abstract] | |||
Operating lease expense | $ 4,944 | $ 15,899 | |
Variable lease expense | [1] | 250 | 643 |
Total lease expense | $ 5,194 | $ 16,542 | |
[1] | Represents amounts incurred in excess of the minimum payments required for the handling and unloading of railcars for a certain land lease, offset by railcar lease abatements provided by the lessor when railcars are out of service during periods of maintenance or upgrade. |
Commitments And Contingencies_5
Commitments And Contingencies (Supplemental Cash Flow Information Related To Operating Leases) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | |
Commitments And Contingencies [Abstract] | ||
Operating cash flows from operating leases | $ 4,977 | $ 15,913 |
Right-of-use assets obtained in exchange for lease obligations: Operating leases | 4,427 | 10,634 |
Right-of-use assets and lease obligations derecognized due to lease modifications: Operating leases | $ 1,405 | $ 1,405 |
Commitments And Contingencies_6
Commitments And Contingencies (Supplemental Balance Sheet Information Related To Operating Leases) (Details) | Sep. 30, 2019 |
Commitments And Contingencies [Abstract] | |
Weighted average remaining lease term, Operating leases | 6 years 8 months 12 days |
Weighted average discount rate, Operating leases | 5.44% |
Commitments And Contingencies_7
Commitments And Contingencies (Schedule of Aggregate Minimum Lease Payments) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Commitments And Contingencies [Abstract] | |
2019 | $ 5,272 |
2020 | 18,822 |
2021 | 10,885 |
2022 | 8,924 |
2023 | 5,707 |
Thereafter | 21,864 |
Total | 71,474 |
Less: Present value discount | (12,378) |
Lease liabilities | $ 59,096 |
Commitments And Contingencies_8
Commitments And Contingencies (Schedule of Aggregate Minimum Lease Payments Under ASC 840) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Commitments And Contingencies [Abstract] | |
2019 | $ 23,552 |
2020 | 17,473 |
2021 | 9,812 |
2022 | 7,325 |
2023 | 3,594 |
Thereafter | 28,542 |
Total | $ 90,298 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)item | Sep. 30, 2018USD ($) | |
Related Party Transaction [Line Items] | ||||
Revenues and cost of goods sold subsequent to disposition | $ 700,000 | $ 700,000 | ||
Green Plains Cattle [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amount paid on behalf of third party | 500,000 | |||
Reduction in selling, general and administrative expenses | $ 100,000 | |||
Board of Directors Chairman [Member] | Aircraft Lease [Member] | ||||
Related Party Transaction [Line Items] | ||||
Number of related party transaction agreements | item | 2 | |||
Number of leased aircrafts | item | 2 | |||
Aircraft lease amount payable, per month | $ 9,766 | |||
Aircraft hours available each year under lease | 125 hours | |||
Cash payments | $ 37,000 | $ 39,000 | $ 106,000 | $ 126,000 |
Equity Method Investments (Narr
Equity Method Investments (Narrative) (Details) - item | Sep. 09, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Green Plains Cattle Company LLC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Disposal Groups Including Discontinued Operations, Percent Sold | 50.00% | ||
Number of cattle capacity to support | 355,000 | ||
Number of bushels of gain storage capacity | 11,700,000 | ||
Equity method investment, ownership interest | 50.00% | 50.00% | |
JGP Energy Partners LLC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership interest | 50.00% | 50.00% | |
Optimal Aqua LLC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership interest | 50.00% | 50.00% | |
NLR Energy Logistics LLC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, ownership interest | 50.00% | 50.00% | |
Number Of Units Cars, Area Capacity | 110 | 110 | |
Number Of Barrels Of Storage | 100,000 | 100,000 |
Equity Method Investments (Summ
Equity Method Investments (Summary Of Equity Method Investments) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Schedule of Equity Method Investments [Line Items] | ||
Investment balance in joint venture | $ 93,029 | $ 29,714 |
Green Plains Cattle Company LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Investment balance in joint venture | $ 63,066 | |
Equity method investment, ownership interest | 50.00% | 50.00% |
JGP Energy Partners LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Investment balance in joint venture | $ 25,145 | $ 25,362 |
Equity method investment, ownership interest | 50.00% | 50.00% |
Optimal Aqua LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Investment balance in joint venture | $ 640 | $ 704 |
Equity method investment, ownership interest | 50.00% | 50.00% |
NLR Energy Logistics LLC [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Investment balance in joint venture | $ 4,178 | $ 3,648 |
Equity method investment, ownership interest | 50.00% | 50.00% |
Equity Method Investments (Earn
Equity Method Investments (Earnings From Equity Method Investments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Schedule of Equity Method Investments [Line Items] | ||||
Total income (loss) from equity method investments | $ 644 | $ (250) | $ 534 | $ (489) |
Earnings from equity method investments, net of distributions | 644 | (250) | 534 | (489) |
Green Plains Cattle Company LLC [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total income (loss) from equity method investments | 504 | 504 | ||
NLR Energy Logistics LLC [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total income (loss) from equity method investments | 173 | 48 | 530 | (82) |
All Others [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Total income (loss) from equity method investments | $ (33) | $ (298) | $ (500) | $ (407) |
Equity Method Investments (Su_2
Equity Method Investments (Summary Of Statement Of Operations Data Of Equity Method Investee) (Details) $ in Thousands | 1 Months Ended |
Sep. 30, 2019USD ($) | |
Equity Method Investments [Abstract] | |
Total revenues | $ 86,932 |
Total operating expenses | 85,925 |
Net income | $ 1,007 |
Equity Method Investments (Su_3
Equity Method Investments (Summary Of Balance Sheet Of Equity Method Investment) (Details) - Green Plains Cattle Company LLC [Member] $ in Thousands | Sep. 30, 2019USD ($) |
Schedule of Equity Method Investments [Line Items] | |
Current assets | $ 452,604 |
Noncurrent assets | 75,046 |
Current liabilities | 401,034 |
Noncurrent liabilities | 484 |
Net assets | $ 126,132 |