Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 7-May-14 | |
Document Information [Line Items] | ' | ' |
Entity Registrant Name | 'BioFuel Energy Corp. | ' |
Entity Central Index Key | '0001373670 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Trading Symbol | 'BIOF | ' |
Entity Common Stock, Shares Outstanding | ' | 5,442,104 |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Document Fiscal Year Focus | '2014 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $10,091 | $12,605 |
Accounts receivable | 38 | 39 |
Prepaid expenses | 84 | 124 |
Deposits | 82 | 2,361 |
Total current assets | 10,295 | 15,129 |
Non-current assets: | ' | ' |
Property, plant and equipment, net | 64 | 71 |
Other assets | 0 | 22 |
Total non-current assets | 64 | 93 |
Assets held for sale | 24 | 432 |
Total assets | 10,383 | 15,654 |
Current liabilities: | ' | ' |
Accounts payable | 33 | 50 |
Other current liabilities | 102 | 4,262 |
Total current liabilities | 135 | 4,312 |
Liabilities held for sale | 0 | 289 |
Total liabilities | 135 | 4,601 |
Commitments and contingencies | ' | ' |
Equity | ' | ' |
Preferred stock, $0.01 par value; 5,000,000 shares authorized and no shares outstanding at March 31, 2014 and December 31, 2013 | 0 | 0 |
Common Stock Value | 54 | 54 |
Less common stock held in treasury, at cost, 40,481 shares at March 31, 2014 and December 31, 2013 | -4,316 | -4,316 |
Additional paid-in capital | 191,197 | 191,197 |
Accumulated deficit | -169,039 | -168,328 |
Total BioFuel Energy Corp. stockholders' equity | 17,904 | 18,615 |
Noncontrolling interest | -7,656 | -7,562 |
Total equity | 10,248 | 11,053 |
Total liabilities and equity | 10,383 | 15,654 |
Common Class B [Member] | ' | ' |
Equity | ' | ' |
Common Stock Value | $8 | $8 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets [Parenthetical] (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, shares outstanding | 5,482,585 | 5,482,585 |
Treasury shares | 40,481 | 40,481 |
Common Class B [Member] | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 3,750,000 | 3,750,000 |
Common stock, shares outstanding | 795,479 | 795,479 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenues | $100 | $0 |
General and administrative expenses: | ' | ' |
Compensation expense | -442 | -978 |
Other | -463 | -342 |
Operating loss | -805 | -1,320 |
Other income (expense) | 0 | 1 |
Loss from continuing operations before income taxes | -805 | -1,319 |
Income tax provision (benefit) | 0 | 0 |
Loss from continuing operations | -805 | -1,319 |
Discontinued operations: | ' | ' |
Loss from discontinued operations | 0 | -4,009 |
Income tax provision (benefit) | 0 | 0 |
Loss from discontinued operations | 0 | -4,009 |
Net loss | -805 | -5,328 |
Less: Net loss from continuing operations attributable to noncontrolling interest | 94 | 172 |
Less: Net loss from discontinued operations attributable to the noncontrolling interest | 0 | 521 |
Net loss attributable to BioFuel Energy Corp. common stockholders | -711 | -4,635 |
Amounts attributable to BioFuel Energy Corp.: | ' | ' |
Loss from continuing operations | -711 | -1,147 |
Loss from discontinued operations | 0 | -3,488 |
Net loss attributable to BioFuel Energy Corp. | ($711) | ($4,635) |
Basic and fully diluted loss per share attributable to BioFuel Energy Corp.: | ' | ' |
Continuing operations (in dollars per share) | ($0.13) | ($0.21) |
Discontinued operations (in dollars per share) | $0 | ($0.66) |
Total Earnings Per Share, Basic and Diluted (in dollars per share) | ($0.13) | ($0.87) |
Weighted average shares outstanding-basic and fully diluted (in shares) | 5,442 | 5,308 |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Equity (USD $) | Total | Common Stock [Member] | Common Class B [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Parent [Member] | Noncontrolling Interest [Member] |
In Thousands, except Share data | ||||||||
Balance at Dec. 31, 2012 | $55,110 | $54 | $8 | ($4,316) | $189,604 | ($129,120) | $56,230 | ($1,120) |
Balance (in Shares) at Dec. 31, 2012 | ' | 5,483,773 | 795,479 | ' | ' | ' | ' | ' |
Stock-based compensation | 1,593 | 0 | 0 | 0 | 1,593 | 0 | 1,593 | 0 |
Issuance of restricted stock, (net of forfeitures) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Issuance of restricted stock, (net of forfeitures) (in shares) | ' | -1,188 | 0 | ' | ' | ' | ' | ' |
Net loss | -45,650 | 0 | 0 | 0 | 0 | -39,208 | -39,208 | -6,442 |
Balance at Dec. 31, 2013 | 11,053 | 54 | 8 | -4,316 | 191,197 | -168,328 | 18,615 | -7,562 |
Balance (in shares) at Dec. 31, 2013 | ' | 5,482,585 | 795,479 | ' | ' | ' | ' | ' |
Net loss | -805 | 0 | 0 | 0 | 0 | -711 | -711 | -94 |
Balance at Mar. 31, 2014 | $10,248 | $54 | $8 | ($4,316) | $191,197 | ($169,039) | $17,904 | ($7,656) |
Balance (in shares) at Mar. 31, 2014 | ' | 5,482,585 | 795,479 | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flows from operating activities | ' | ' |
Net loss | ($805) | ($5,328) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 7 | 7,090 |
Stock-based compensation expense | 0 | 259 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | 1 | -6,290 |
Inventories | 0 | 1,403 |
Prepaid expenses | 41 | -72 |
Accounts payable | -306 | 2,151 |
Other current liabilities | -4,160 | 1,617 |
Other assets and liabilities | 2,465 | -11 |
Net cash provided by (used in) operating activities | -2,757 | 819 |
Cash flows from investing activities | ' | ' |
Purchases of property, plant and equipment | 0 | -499 |
Net cash used in investing activities | 0 | -499 |
Cash flows from financing activities | ' | ' |
Repayment of notes payable and capital leases | 0 | -28 |
Net cash used in financing activities | 0 | -28 |
Net increase (decrease) in cash and cash equivalents | -2,757 | 292 |
Cash and cash equivalents, beginning of period | 12,872 | 9,323 |
Cash and cash equivalents, end of period | 10,115 | 9,615 |
Cash paid for interest | $0 | $104 |
Organization_Nature_of_Busines
Organization, Nature of Business, and Basis of Presentation | 3 Months Ended | |
Mar. 31, 2014 | ||
Organization, Nature Of Business, and Liquidity Considerations [Abstract] | ' | |
Organization Nature Of Business And Liquidity Considerations [Text Block] | ' | |
1 | Organization, Nature of Business, and Basis of Presentation | |
Organization, Nature of Business, and Basis of Presentation | ||
BioFuel Energy Corp. (“we” or “the Company”) was incorporated as a Delaware corporation on April 11, 2006 to invest solely in BioFuel Energy, LLC (the “LLC”), a limited liability company organized on January 25, 2006 to build and operate ethanol production facilities in the Midwestern United States. The Company’s headquarters are located in Denver, Colorado. We are a shell company under federal securities laws and a holding company with no operations of our own. We are the sole managing member of the LLC, which is itself a holding company and indirectly owned all of our former operating assets. As the sole managing member of the LLC, the Company operates and controls all of the business and affairs of the LLC and its subsidiaries. | ||
The Company operated two dry-mill ethanol production facilities located in Wood River, Nebraska and Fairmont, Minnesota from June 2008 through November 22, 2013, which produced and sold ethanol and its related co-products, primarily distillers grain and corn oil. The Company’s ethanol plants were owned and operated by the operating subsidiaries of the LLC (“Operating Subsidiaries”). Those Operating Subsidiaries were party to a Credit Agreement (the “Senior Debt Facility”) with a group of lenders, and substantially all of the assets of the Operating Subsidiaries were pledged as collateral under the Senior Debt Facility. On November 22, 2013, the Company’s ethanol plants and all related assets were transferred to certain designees of the lenders (“Newco”) in full satisfaction of all outstanding obligations under the Senior Debt Facility. Newco simultaneously sold the ethanol plants to Green Plains Renewable Energy, Inc. The Company is currently providing engineering and/or business consulting services to a variety of next generation biofuel and bio-chemical companies. These services are expected to provide a negligible amount of revenue in 2014. | ||
On March 28, 2014, the Company received a preliminary non-binding proposal (the “Proposal”) from James R. Brickman (together with certain trusts and family members, the “Brickman Parties”) and Greenlight Capital, Inc. (together with affiliates, “Greenlight”), one of our principal stockholders and an investment management company co-founded by David Einhorn, one of our directors who serves as its President. Greenlight proposed a possible transaction pursuant to which one or more newly-formed, wholly-owned subsidiaries of ours would acquire all of the equity interests of JBGL Capital, LP and JBGL Builder Finance, LLC, and their direct and indirect subsidiaries (collectively, “JBGL”) for $275 million, payable in cash and shares of our common stock. JBGL is a series of real estate entities involved in the purchase and development of land for residential purposes, construction lending and home building operations. JBGL is currently owned and controlled by Greenlight and the Brickman Parties. The transactions set forth in the Proposal would result in Greenlight and the Brickman Parties owning 49.9% and 8.4%, respectively, of our outstanding common stock. | ||
In response to the Proposal, our Board of Directors established a special committee consisting of independent directors to evaluate the Proposal and alternatives for the Company. The special committee is authorized to retain independent advisors. There can be no assurance that the Proposal or any other transaction will be approved or completed. No further public disclosure regarding the Proposal is expected to be made until the special committee has completed its deliberations and provided the Board with its recommendation in respect of the Proposal. | ||
At March 31, 2014, the Company retained approximately $10.1 million in cash and cash equivalents on its consolidated balance sheet. As of March 31, 2014, the Company also retained federal net operating loss (“NOL”) carryforwards in the amount of $179.0 million, which have been fully reserved against. | ||
The accompanying consolidated financial statements have accounted for the disposition of the ethanol plants as discontinued operations. Prior year amounts have been reclassified to reflect the disposition of the ethanol plants being accounted for as discontinued operations. | ||
At March 31, 2014, the Company owned 87.3% of the LLC membership units with the remaining 12.7% owned by an individual and by certain investment funds affiliated with one of the original equity investors of the LLC. As a result, the Company consolidates the results of the LLC. The amount of income or loss allocable to the 12.7% holders is reported as noncontrolling interest in our consolidated statements of operations. The Class B common shares of the Company are held by the same individual and investment funds who held 795,479 membership units in the LLC as of March 31, 2014 that, together with the corresponding Class B shares, can be exchanged for newly issued shares of common stock of the Company on a one-for-one basis. The proportionate value of the LLC membership units held by the individual or investment funds other than the Company are recorded as noncontrolling interest on the consolidated balance sheets. | ||
Discontinued_Operations_Dispos
Discontinued Operations - Disposal of Ethanol Plants | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | ' | |||||||
2 | Discontinued Operations – Disposal of Ethanol Plants | |||||||
On November 22, 2013, the Company disposed of its ownership in its two ethanol plants. The operating loss for the three months ended March 31, 2013 is summarized as follows (in thousands): | ||||||||
Net sales | $ | 89,041 | ||||||
Cost of goods sold | 90,912 | |||||||
Gross loss | -1,871 | |||||||
General and administrative expenses | 1,712 | |||||||
Operating loss | -3,583 | |||||||
Other income (expense): | ||||||||
Other income | 1,459 | |||||||
Interest expense | -1,885 | |||||||
Loss before income taxes | -4,009 | |||||||
Income tax provision (benefit) | — | |||||||
Loss from discontinued operations | $ | -4,009 | ||||||
The carrying amounts of the assets and liabilities of the ethanol plants is summarized as follows (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 24 | $ | 267 | ||||
Prepaid expenses | — | 1 | ||||||
Other current assets | — | 164 | ||||||
Assets held for sale | $ | 24 | $ | 432 | ||||
Current liabilities: | ||||||||
Accounts payable | $ | — | $ | 289 | ||||
Liabilities held for sale | $ | — | $ | 289 | ||||
Revenue Recognition | ||||||||
During the time that the Company owned and operated its ethanol facilities, the Company sold its ethanol, distillers grain and corn oil products under the terms of marketing agreements. Revenue was recognized when risk of loss and title transferred upon shipment of ethanol, distillers grain or corn oil. In accordance with the marketing agreements, the Company recorded its revenues based on the amounts payable to us at the time of our sales of ethanol, distillers grain or corn oil. For our ethanol that was sold within the United States, the amount payable was equal to the average delivered price per gallon received by the marketing pool from Cargill Inc.’s (“Cargill”) customers, less average transportation and storage charges incurred by Cargill, and less a commission. We also sold a portion of our ethanol production to Cargill for export, which sales were shipped undenatured and were excluded from the marketing pool. For exported ethanol sales, the amount payable was equal to the contracted delivered price per gallon, less transportation and storage charges, and less a commission. The amount payable for distillers grain and corn oil was generally equal to the market price at the time of sale less a commission. | ||||||||
Cost of goods sold | ||||||||
During the time that the Company owned and operated its ethanol facilities, cost of goods sold primarily included costs of materials (primarily corn, natural gas, chemicals and denaturant), electricity, purchasing and receiving costs, inspection costs, shipping costs, lease costs, plant management, certain compensation costs and general facility overhead charges, including depreciation expense. | ||||||||
Concentrations of Credit Risk | ||||||||
During the time that the Company owned and operated its ethanol facilities, credit risk represented the accounting loss that would be recognized at the reporting date if counterparties failed completely to perform as contracted. Concentrations of credit risk, whether on- or off-balance sheet, that arose from financial instruments existed for groups of customers or counterparties when they had similar economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions described below. | ||||||||
During the three months ended March 31, 2013, the Operating Subsidiaries recorded sales to Cargill representing 73% of total net sales. The Operating Subsidiaries purchased corn, its largest cost component in producing ethanol, from Cargill. During the three months ended March 31, 2013, corn purchases from Cargill totaled $70.4 million. | ||||||||
Depreciation Expense | ||||||||
Depreciation expense related to the property, plant and equipment at the ethanol plants and included in loss from discontinued operations was $6,831,000 for the three months ended March 31, 2013. | ||||||||
Rent Expense | ||||||||
Rent expense related to the ethanol plants and included in loss from discontinued operations totaled $2,798,000 for the three months ended March 31, 2013. | ||||||||
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended | |
Mar. 31, 2014 | ||
Accounting Policies [Abstract] | ' | |
Significant Accounting Policies [Text Block] | ' | |
3 | Summary of Significant Accounting Policies | |
Principles of Consolidation and Noncontrolling Interest | ||
The accompanying consolidated financial statements include the Company, the LLC and its wholly-owned subsidiaries: BFE Holdings, LLC; BFE Operating Company, LLC; Buffalo Lake Energy, LLC; and Pioneer Trail Energy, LLC. All inter-company balances and transactions have been eliminated in consolidation. The Company treats all exchanges of LLC membership units for Company common stock as equity transactions, with any difference between the fair value of the Company’s common stock and the amount by which the noncontrolling interest is adjusted being recognized in equity. | ||
Use of Estimates | ||
Preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosures in the accompanying notes at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||
Revenue Recognition | ||
Our primary source of revenue is engineering and/or business consulting services that the Company is providing to certain next generation biofuel and bio-chemical companies. Consulting agreements are entered into which set forth the terms, including the rates charged, for all consulting services. Revenue is recognized and recorded at the time that the consulting services are performed and collectibility is reasonably assured. | ||
General and administrative expenses | ||
General and administrative expenses consist of salaries and benefits paid to our management and administrative employees, expenses relating to third party services, travel, office rent, marketing and other expenses, including certain expenses associated with being a public company, such as fees paid to our independent auditors associated with our annual audit and quarterly reviews, directors’ fees, and listing and transfer agent fees. | ||
Cash and Cash Equivalents | ||
Cash and cash equivalents include highly-liquid investments with an original maturity of three months or less. At March 31, 2014, we had $10.1 million of cash and cash equivalents invested in standard cash accounts held at two financial institutions, which is in excess of FDIC insurance limits. | ||
Property, Plant and Equipment | ||
Property, plant and equipment is comprised of office furniture and equipment at the Company’s headquarters and is recorded at cost. Depreciation on office furniture and equipment is computed by the straight line method over a range of three to ten years. | ||
Stock-Based Compensation | ||
Expense associated with stock-based awards and other forms of equity compensation is based on fair value at grant and recognized on a straight line basis in the financial statements over the requisite service period for those awards that are expected to vest. | ||
Income Taxes | ||
The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews historical and anticipated future pre-tax results of operations to determine whether the Company will be able to realize the benefit of its deferred tax assets. A valuation allowance is required to reduce the potential deferred tax asset when it is more likely than not that all or some portion of the potential deferred tax asset will not be realized due to the lack of sufficient taxable income. The Company establishes reserves for uncertain tax positions that reflect its best estimate of deductions and credits that may not be sustained on a more likely than not basis. As the Company has incurred tax losses since its inception and expects to continue to incur tax losses for the foreseeable future, we will continue to provide a valuation allowance against deferred tax assets until the Company believes that such assets will be realized. | ||
Fair Value of Financial Instruments | ||
The Company’s financial instruments, including cash and cash equivalents, accounts receivable, deposits, accounts payable, and severance payable are carried at cost, which approximates their fair value because of the short-term maturity of these instruments. | ||
Recent Accounting Pronouncements | ||
From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standards setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, our management believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements upon adoption. | ||
Property_Plant_and_Equipment
Property, Plant and Equipment | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment Disclosure [Text Block] | ' | |||||||
4 | Property, Plant and Equipment | |||||||
Property, plant and equipment, stated at cost, consist of the following at March 31, 2014 and December 31, 2013 (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Office furniture and equipment | $ | 788 | $ | 788 | ||||
Accumulated depreciation | -724 | -717 | ||||||
Property, plant and equipment, net | $ | 64 | $ | 71 | ||||
Depreciation expense related to property, plant and equipment was $7,000 and $10,000 for the three months ended March 31, 2014 and March 31, 2013, respectively. | ||||||||
Earnings_Per_Share
Earnings Per Share | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Earnings Per Share [Abstract] | ' | |||||||
Earnings Per Share [Text Block] | ' | |||||||
5 | Earnings Per Share | |||||||
Basic earnings per share are computed by dividing net income by the weighted average number of common shares outstanding during each period. Diluted earnings per share are calculated using the treasury stock method and includes the effect of all dilutive securities, including stock options, restricted stock and Class B common shares. For those periods in which the Company incurred a net loss, the inclusion of the potentially dilutive shares in the computation of diluted weighted average shares outstanding would have been anti-dilutive to the Company’s loss per share, and, accordingly, all potentially dilutive shares have been excluded from the computation of diluted weighted average shares outstanding in those periods. | ||||||||
For the three months ended March 31, 2014 and March 31, 2013, 64,541 shares and 69,349 shares, respectively, issuable upon the exercise of stock options were excluded from the computation of diluted earnings per share as their effect would have been anti-dilutive. | ||||||||
A summary of the reconciliation of basic weighted average shares outstanding to diluted weighted average shares outstanding follows: | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Weighted average common shares outstanding – basic | 5,442,104 | 5,308,161 | ||||||
Potentially dilutive common stock equivalents: | ||||||||
Class B common shares | 795,479 | 795,479 | ||||||
Restricted stock | — | 135,131 | ||||||
795,479 | 930,610 | |||||||
6,237,583 | 6,238,771 | |||||||
Less anti-dilutive common stock equivalents | -795,479 | -930,610 | ||||||
Weighted average common shares outstanding – diluted | 5,442,104 | 5,308,161 | ||||||
Stockholders_Equity
Stockholders' Equity | 3 Months Ended | |
Mar. 31, 2014 | ||
Stockholders Equity Note [Abstract] | ' | |
Stockholders' Equity Note Disclosure [Text Block] | ' | |
6 | Stockholders’ Equity | |
Stock Repurchase Plan | ||
On October 15, 2007, the Company announced the adoption of a stock repurchase plan authorizing the repurchase of up to $ 7.5 million of the Company’s common stock. Purchases will be funded out of cash on hand and made from time to time in the open market. From the inception of the buyback program through March 31, 2014, the Company had repurchased 40,481 shares at an average price of $ 106.62 per share, leaving $ 3,184,000 available under the repurchase plan. The shares repurchased are being held as treasury stock. As of March 31, 2014, there were no plans to repurchase any additional shares. | ||
Cash Dividends | ||
The Company has not declared any cash dividends on its common stock and does not anticipate paying cash dividends in the foreseeable future. | ||
Rights Agreement | ||
On March 27, 2014, the Board of Directors (the “Board”) of the Company declared a dividend of one preferred share purchase right (a “Right”) for each outstanding share of common stock of the Company, to purchase from the Company one one-thousandth of a share of Series B Junior Participating Preferred Stock, par value $0.01 per share, of the Company at a price of $13.50 per one one-thousandth of a share of Preferred Stock, subject to adjustment as provided in the Rights Agreement. The Rights will expire upon the triggering of certain events, but in no event later than March 27, 2017. The Rights are initially not exercisable but will become exercisable upon certain triggering events occurring, such as any person or group becoming the beneficial owner of 4.99% or more of the outstanding common stock of the Company. The dividend was payable to stockholders of record at the close of business on April 7, 2014. The Board adopted the Rights Agreement to protect the Company from a possible limitation on the Company’s ability to use its net operating loss carryforwards and other future tax benefits, which may be used to reduce potential future income tax obligations. | ||
StockBased_Compensation
Stock-Based Compensation | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | ' | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | |||||||||||||
7 | Stock-Based Compensation | |||||||||||||
The following table summarizes the stock-based compensation expense incurred by the Company (in thousands): | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Stock options | $ | — | $ | 90 | ||||||||||
Restricted stock | — | 169 | ||||||||||||
Total | $ | — | $ | 259 | ||||||||||
2007 Equity Incentive Compensation Plan | ||||||||||||||
Immediately prior to the Company’s initial public offering, the Company adopted the 2007 Equity Incentive Compensation Plan (“2007 Plan”). The 2007 Plan provides for the grant of options intended to qualify as incentive stock options, non-qualified stock options, stock appreciation rights or restricted stock awards and any other equity-based or equity-related awards. The 2007 Plan is administered by the Compensation Committee of the Board of Directors. Subject to adjustment for changes in capitalization, the aggregate number of shares that may be delivered pursuant to awards under the 2007 Plan is currently 355,000. The term of the 2007 Plan is ten years, expiring in June 2017. | ||||||||||||||
Stock Options — Except as otherwise directed by the Compensation Committee, the exercise price for options cannot be less than the fair market value of our common stock on the grant date. Other than the stock options issued to Directors, the options will generally vest and become exercisable with respect to 30%, 30% and 40% of the shares of our common stock subject to such options on each of the first three anniversaries of the grant date. Compensation expense related to these options is expensed on a straight line basis over the three year service period. Options issued to Directors generally vest and become exercisable on the first anniversary of the grant date. All stock options have a five year term from the date of grant. During the three months ended March 31, 2014 and March 31, 2013, the Company did not issue any stock options under the 2007 Plan. | ||||||||||||||
A summary of stock option activity under the 2007 Plan as of March 31, 2014, and the changes during the three months ended March 31, 2014 is as follows: | ||||||||||||||
Shares | Weighted | Weighted | Aggregate | |||||||||||
Average | Average | Intrinsic | ||||||||||||
Exercise | Remaining | Value | ||||||||||||
Price | Life | |||||||||||||
(years) | ||||||||||||||
Options outstanding, January 1, 2014 | 65,481 | $ | 58.94 | |||||||||||
Granted | — | — | ||||||||||||
Exercised | — | — | ||||||||||||
Forfeited | -940 | 55.2 | ||||||||||||
Options outstanding, March 31, 2014 | 64,541 | $ | 58.99 | 0.8 | $ | 0 | ||||||||
Options exercisable, March 31, 2014 | 64,541 | $ | 58.99 | 0.8 | $ | 0 | ||||||||
Restricted Stock — Other than restricted stock issued to Directors, the restricted stock issued will generally vest in equal increments of 25% on each of the first four anniversaries of the grant date. Compensation expense related to restricted stock issued is expensed on a straight line basis over the four year vesting period. Restricted stock issued to Directors generally vests on the first anniversary of the grant date with compensation expense being expensed on a straight line basis over the one year vesting period. During the three months ended March 31, 2014 and March 31, 2013, the Company did not grant any restricted stock shares under the 2007 Plan. | ||||||||||||||
Under the Company’s Change of Control Plan, 97,852 shares of unvested restricted stock automatically vested due to the disposition of the Company’s ethanol plants therefore there is no restricted stock currently outstanding. After considering the stock option and restricted stock awards issued and outstanding, the Company had 115,493 shares of common stock available for future grant under our 2007 Plan at March 31, 2014. | ||||||||||||||
Income_Taxes
Income Taxes | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Income Tax Disclosure [Abstract] | ' | |||||||
Income Tax Disclosure [Text Block] | ' | |||||||
8 | Income Taxes | |||||||
The Company has not recognized any income tax provision (benefit) for the three months ended March 31, 2014, and March 31, 2013 due to continuing losses from operations. | ||||||||
The U.S. statutory federal income tax rate is reconciled to the Company’s effective income tax rate as follows (in thousands): | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Tax benefit at 35% federal statutory rate | $ | 282 | $ | 1,865 | ||||
State tax benefit, net of federal benefit | 24 | 27 | ||||||
Noncontrolling interest | -36 | -246 | ||||||
Valuation allowance | -1,454 | -1,537 | ||||||
Other | 1,184 | -109 | ||||||
Total | $ | — | $ | — | ||||
The effects of temporary differences and other items that give rise to deferred tax assets and liabilities are presented below (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Deferred tax assets: | ||||||||
Capitalized start up costs | $ | 25 | $ | 24 | ||||
Stock-based compensation | 622 | 622 | ||||||
Net operating loss carryover | 62,642 | 62,372 | ||||||
Other | 19 | 18 | ||||||
Deferred tax assets | 63,308 | 63,036 | ||||||
Valuation allowance | -62,565 | -61,111 | ||||||
Deferred tax liabilities: | ||||||||
Property, plant and equipment | -46 | -11 | ||||||
Investment in partnership | -697 | -1,914 | ||||||
Deferred tax liabilities | -743 | -1,925 | ||||||
Net deferred tax asset | $ | — | $ | — | ||||
The Company assesses the recoverability of deferred tax assets and the need for a valuation allowance on an ongoing basis. In making this assessment, management considers all available positive and negative evidence to determine whether it is more likely than not that some portion or all of the deferred tax assets will be realized in future periods. This assessment requires significant judgment and estimates involving current and deferred income taxes, tax attributes relating to the interpretation of various tax laws, historical bases of tax attributes associated with certain assets and limitations surrounding the realization of deferred tax assets. | ||||||||
As of March 31, 2014, the net operating loss carryforward was $179.0 million, which will begin to expire if not used by December 31, 2029. The U.S. federal statute of limitations remains open for our 2010 and subsequent tax years. | ||||||||
Employee_Benefits
Employee Benefits | 3 Months Ended | |
Mar. 31, 2014 | ||
Compensation and Retirement Disclosure [Abstract] | ' | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | ' | |
9 | Employee Benefits | |
401K Plan | ||
The LLC sponsors a 401(k) profit sharing and savings plan for its employees. Employee participation in this plan is voluntary and the LLC matches 50% of eligible employee contributions, up to an amount equal to 3% of employee compensation, on a biweekly basis. For the three months ended March 31, 2014 and March 31, 2013, contributions to the plan by the LLC totaled $9,000 and $20,000, respectively. | ||
Severance | ||
The LLC adopted a Change of Control Plan (the “COC Plan”) in November 2006. As a result of the disposition of the Company’s ethanol plants, a change of control under the COC Plan occurred, and therefore as of December 31, 2013 the Company accrued $4,180,000 in other current liabilities related to certain change of control severance payments owed to its corporate employees, which payments were made in the first quarter of 2014. | ||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | |
Mar. 31, 2014 | ||
Commitments and Contingencies Disclosure [Abstract] | ' | |
Commitments and Contingencies Disclosure [Text Block] | ' | |
10 | Commitments and Contingencies | |
In October 2013, the LLC entered into a ten month lease that began November 1, 2013 for office space for its corporate headquarters. The monthly rent expense of $11,000 is being recognized on a straight line basis over the term of the lease. | ||
Rent expense totaled $46,000 and $63,000 for the three months ended March 31, 2014 and March 31, 2013, respectively. | ||
The Company is not currently a party to any material legal, administrative or regulatory proceedings that have arisen in the ordinary course of business or otherwise that would result in loss contingencies. | ||
Noncontrolling_Interest
Noncontrolling Interest | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Noncontrolling Interest [Abstract] | ' | |||||||
Noncontrolling Interest Disclosure [Text Block] | ' | |||||||
11 | Noncontrolling Interest | |||||||
Noncontrolling interest consists of equity issued to members of the LLC upon the Company’s initial public offering in June 2007. As provided in the LLC agreement, the exchange ratio of the various existing classes of equity of the LLC for the single class of equity at the time of the Company’s initial public offering was based on the Company’s initial public offering price of $ 210.00 per share and the resulting implied valuation of the Company. The exchange resulted in the issuance of 897,903 LLC membership units and Class B common shares. Each LLC membership unit combined with a share of Class B common stock is exchangeable at the holder’s option into one share of Company common stock. The LLC may make distributions to members as determined by the Company. | ||||||||
At the time of its initial public offering, the Company owned 28.9% of the LLC membership units of the LLC. At March 31, 2014, the Company owned 87.3% of the LLC membership units. The noncontrolling interest will continue to be reported until all Class B common shares and LLC membership units have been exchanged for the Company’s common stock. | ||||||||
The table below shows the effects of the changes in BioFuel Energy Corp.’s ownership interest in the LLC on the equity attributable to BioFuel Energy Corp.’s common stockholders for the three months ended March 31, 2014 and March 31, 2013 (in thousands): | ||||||||
Net Loss Attributable to BioFuel Energy Corp.’s Common Stockholders and | ||||||||
Transfers from the Noncontrolling Interest | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Net loss attributable to BioFuel Energy Corp. | $ | -711 | $ | -4,635 | ||||
Increase in BioFuel Energy Corp. stockholders equity from | — | — | ||||||
issuance of common shares in exchange for Class B | ||||||||
common shares and units of BioFuel Energy, LLC | ||||||||
Change in equity from net loss attributable to BioFuel Energy | $ | -711 | $ | -4,635 | ||||
Corp. and transfers from noncontrolling interest | ||||||||
Tax Benefit Sharing Agreement | ||||||||
Membership units in the LLC combined with the related Class B common shares held by the historical equity investors may be exchanged in the future for shares of our common stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The LLC will make an election under Section 754 of the IRS Code effective for each taxable year in which an exchange of membership units and Class B shares for common shares occurs, which may result in an adjustment to the tax basis of the assets owned by the LLC at the time of the exchange. Increases in tax basis, if any, would reduce the amount of tax that the Company would otherwise be required to pay in the future, although the IRS may challenge all or part of the tax basis increases, and a court could sustain such a challenge. The Company has entered into tax benefit sharing agreements with its historical LLC investors that will provide for a sharing of these tax benefits, if any, between the Company and the historical LLC equity investors. Under these agreements, the Company will make a payment to an exchanging LLC member of 85% of the amount of cash savings, if any, in U.S. federal, state and local income taxes the Company actually realizes as a result of this increase in tax basis. The Company and its common stockholders will benefit from the remaining 15% of cash savings, if any, in income taxes realized. For purposes of the tax benefit sharing agreement, cash savings in income tax will be computed by comparing the Company’s actual income tax liability to the amount of such taxes the Company would have been required to pay had there been no increase in the tax basis in the assets of the LLC as a result of the exchanges. The term of the tax benefit sharing agreement commenced on the Company’s initial public offering in June 2007 and will continue until all such tax benefits have been utilized or expired, unless a change of control occurs and the Company exercises its resulting right to terminate the tax benefit sharing agreement for an amount based on agreed payments remaining to be made under the agreement. | ||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Principles Of Consolidation and Noncontrolling Interest [Policy Text Block] | ' |
Principles of Consolidation and Noncontrolling Interest | |
The accompanying consolidated financial statements include the Company, the LLC and its wholly-owned subsidiaries: BFE Holdings, LLC; BFE Operating Company, LLC; Buffalo Lake Energy, LLC; and Pioneer Trail Energy, LLC. All inter-company balances and transactions have been eliminated in consolidation. The Company treats all exchanges of LLC membership units for Company common stock as equity transactions, with any difference between the fair value of the Company’s common stock and the amount by which the noncontrolling interest is adjusted being recognized in equity. | |
Use of Estimates, Policy [Policy Text Block] | ' |
Use of Estimates | |
Preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosures in the accompanying notes at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Revenue Recognition, Policy [Policy Text Block] | ' |
Revenue Recognition | |
Our primary source of revenue is engineering and/or business consulting services that the Company is providing to certain next generation biofuel and bio-chemical companies. Consulting agreements are entered into which set forth the terms, including the rates charged, for all consulting services. Revenue is recognized and recorded at the time that the consulting services are performed and collectibility is reasonably assured. | |
Selling, General and Administrative Expenses, Policy [Policy Text Block] | ' |
General and administrative expenses | |
General and administrative expenses consist of salaries and benefits paid to our management and administrative employees, expenses relating to third party services, travel, office rent, marketing and other expenses, including certain expenses associated with being a public company, such as fees paid to our independent auditors associated with our annual audit and quarterly reviews, directors’ fees, and listing and transfer agent fees. | |
Cash and Cash Equivalents, Policy [Policy Text Block] | ' |
Cash and Cash Equivalents | |
Cash and cash equivalents include highly-liquid investments with an original maturity of three months or less. At March 31, 2014, we had $10.1 million of cash and cash equivalents invested in standard cash accounts held at two financial institutions, which is in excess of FDIC insurance limits. | |
Property, Plant and Equipment, Policy [Policy Text Block] | ' |
Property, Plant and Equipment | |
Property, plant and equipment is comprised of office furniture and equipment at the Company’s headquarters and is recorded at cost. Depreciation on office furniture and equipment is computed by the straight line method over a range of three to ten years. | |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' |
Stock-Based Compensation | |
Expense associated with stock-based awards and other forms of equity compensation is based on fair value at grant and recognized on a straight line basis in the financial statements over the requisite service period for those awards that are expected to vest. | |
Income Tax, Policy [Policy Text Block] | ' |
Income Taxes | |
The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews historical and anticipated future pre-tax results of operations to determine whether the Company will be able to realize the benefit of its deferred tax assets. A valuation allowance is required to reduce the potential deferred tax asset when it is more likely than not that all or some portion of the potential deferred tax asset will not be realized due to the lack of sufficient taxable income. The Company establishes reserves for uncertain tax positions that reflect its best estimate of deductions and credits that may not be sustained on a more likely than not basis. As the Company has incurred tax losses since its inception and expects to continue to incur tax losses for the foreseeable future, we will continue to provide a valuation allowance against deferred tax assets until the Company believes that such assets will be realized. | |
Fair Value of Financial Instruments, Policy [Policy Text Block] | ' |
Fair Value of Financial Instruments | |
The Company’s financial instruments, including cash and cash equivalents, accounts receivable, deposits, accounts payable, and severance payable are carried at cost, which approximates their fair value because of the short-term maturity of these instruments. | |
Recent Accounting Pronouncements [Policy Text Block] | ' |
Recent Accounting Pronouncements | |
From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standards setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, our management believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements upon adoption. | |
Discontinued_Operations_Dispos1
Discontinued Operations - Disposal of Ethanol Plants (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Discontinued Operations and Disposal Groups [Abstract] | ' | |||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | ' | |||||||
The operating loss for the three months ended March 31, 2013 is summarized as follows (in thousands): | ||||||||
Net sales | $ | 89,041 | ||||||
Cost of goods sold | 90,912 | |||||||
Gross loss | -1,871 | |||||||
General and administrative expenses | 1,712 | |||||||
Operating loss | -3,583 | |||||||
Other income (expense): | ||||||||
Other income | 1,459 | |||||||
Interest expense | -1,885 | |||||||
Loss before income taxes | -4,009 | |||||||
Income tax provision (benefit) | — | |||||||
Loss from discontinued operations | $ | -4,009 | ||||||
The carrying amounts of the assets and liabilities of the ethanol plants is summarized as follows (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 24 | $ | 267 | ||||
Prepaid expenses | — | 1 | ||||||
Other current assets | — | 164 | ||||||
Assets held for sale | $ | 24 | $ | 432 | ||||
Current liabilities: | ||||||||
Accounts payable | $ | — | $ | 289 | ||||
Liabilities held for sale | $ | — | $ | 289 | ||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant and Equipment [Table Text Block] | ' | |||||||
Property, plant and equipment, stated at cost, consist of the following at March 31, 2014 and December 31, 2013 (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Office furniture and equipment | $ | 788 | $ | 788 | ||||
Accumulated depreciation | -724 | -717 | ||||||
Property, plant and equipment, net | $ | 64 | $ | 71 | ||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Earnings Per Share [Abstract] | ' | |||||||
Weighted Average Number Of Shares Outstanding Reconciliation [Table Text Block] | ' | |||||||
A summary of the reconciliation of basic weighted average shares outstanding to diluted weighted average shares outstanding follows: | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Weighted average common shares outstanding – basic | 5,442,104 | 5,308,161 | ||||||
Potentially dilutive common stock equivalents: | ||||||||
Class B common shares | 795,479 | 795,479 | ||||||
Restricted stock | — | 135,131 | ||||||
795,479 | 930,610 | |||||||
6,237,583 | 6,238,771 | |||||||
Less anti-dilutive common stock equivalents | -795,479 | -930,610 | ||||||
Weighted average common shares outstanding – diluted | 5,442,104 | 5,308,161 | ||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | ' | |||||||||||||
Schedule of Share-based Compensation, Activity [Table Text Block] | ' | |||||||||||||
The following table summarizes the stock-based compensation expense incurred by the Company (in thousands): | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Stock options | $ | — | $ | 90 | ||||||||||
Restricted stock | — | 169 | ||||||||||||
Total | $ | — | $ | 259 | ||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | ' | |||||||||||||
A summary of stock option activity under the 2007 Plan as of March 31, 2014, and the changes during the three months ended March 31, 2014 is as follows: | ||||||||||||||
Shares | Weighted | Weighted | Aggregate | |||||||||||
Average | Average | Intrinsic | ||||||||||||
Exercise | Remaining | Value | ||||||||||||
Price | Life | |||||||||||||
(years) | ||||||||||||||
Options outstanding, January 1, 2014 | 65,481 | $ | 58.94 | |||||||||||
Granted | — | — | ||||||||||||
Exercised | — | — | ||||||||||||
Forfeited | -940 | 55.2 | ||||||||||||
Options outstanding, March 31, 2014 | 64,541 | $ | 58.99 | 0.8 | $ | 0 | ||||||||
Options exercisable, March 31, 2014 | 64,541 | $ | 58.99 | 0.8 | $ | 0 | ||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Income Tax Disclosure [Abstract] | ' | |||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | ' | |||||||
The U.S. statutory federal income tax rate is reconciled to the Company’s effective income tax rate as follows (in thousands): | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Tax benefit at 35% federal statutory rate | $ | 282 | $ | 1,865 | ||||
State tax benefit, net of federal benefit | 24 | 27 | ||||||
Noncontrolling interest | -36 | -246 | ||||||
Valuation allowance | -1,454 | -1,537 | ||||||
Other | 1,184 | -109 | ||||||
Total | $ | — | $ | — | ||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | |||||||
The effects of temporary differences and other items that give rise to deferred tax assets and liabilities are presented below (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Deferred tax assets: | ||||||||
Capitalized start up costs | $ | 25 | $ | 24 | ||||
Stock-based compensation | 622 | 622 | ||||||
Net operating loss carryover | 62,642 | 62,372 | ||||||
Other | 19 | 18 | ||||||
Deferred tax assets | 63,308 | 63,036 | ||||||
Valuation allowance | -62,565 | -61,111 | ||||||
Deferred tax liabilities: | ||||||||
Property, plant and equipment | -46 | -11 | ||||||
Investment in partnership | -697 | -1,914 | ||||||
Deferred tax liabilities | -743 | -1,925 | ||||||
Net deferred tax asset | $ | — | $ | — | ||||
Noncontrolling_Interest_Tables
Noncontrolling Interest (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Noncontrolling Interest [Abstract] | ' | |||||||
Schedule Of Net Income Loss Attributable To Parent And Transfers From Noncontrolling Interest [Table Text Block] | ' | |||||||
The table below shows the effects of the changes in BioFuel Energy Corp.’s ownership interest in the LLC on the equity attributable to BioFuel Energy Corp.’s common stockholders for the three months ended March 31, 2014 and March 31, 2013 (in thousands): | ||||||||
Net Loss Attributable to BioFuel Energy Corp.’s Common Stockholders and | ||||||||
Transfers from the Noncontrolling Interest | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Net loss attributable to BioFuel Energy Corp. | $ | -711 | $ | -4,635 | ||||
Increase in BioFuel Energy Corp. stockholders equity from | — | — | ||||||
issuance of common shares in exchange for Class B | ||||||||
common shares and units of BioFuel Energy, LLC | ||||||||
Change in equity from net loss attributable to BioFuel Energy | $ | -711 | $ | -4,635 | ||||
Corp. and transfers from noncontrolling interest | ||||||||
Organization_Nature_of_Busines1
Organization, Nature of Business, and Basis of Presentation (Details Textual) (USD $) | 3 Months Ended | |||||||
Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Mar. 28, 2014 | Mar. 28, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | |
Greenlight [Member] | Brickman Parties [Member] | Common Class B [Member] | Common Class B [Member] | |||||
Organization Nature Of Business And Liquidity Considerations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage Of Owned Of Subsidiaries Membership Units | 87.30% | ' | ' | ' | ' | ' | ' | ' |
Remaining Percentage Of Owned By Investment Funds Affiliates | 12.70% | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares outstanding | 5,482,585 | 5,482,585 | ' | ' | ' | ' | 795,479 | 795,479 |
Business Acquisition, Payable In Cash And Shares | ' | ' | ' | ' | $275,000,000 | ' | ' | ' |
Common Stock, Owning Percentage | ' | ' | ' | ' | 49.90% | 8.40% | ' | ' |
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations, Beginning Balance | 10,115,000 | 12,872,000 | 9,615,000 | 9,323,000 | ' | ' | ' | ' |
Operating Loss Carryforwards | $179,000,000 | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling Interest, Ownership Percentage | 12.70% | ' | ' | ' | ' | ' | ' | ' |
Discontinued_Operations_Dispos2
Discontinued Operations - Disposal of Ethanol Plants (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Net sales | $89,041 | ' | ' |
Cost of goods sold | 90,912 | ' | ' |
Gross loss | -1,871 | ' | ' |
General and administrative expenses | 1,712 | ' | ' |
Operating loss | -3,583 | ' | ' |
Other income (expense): | ' | ' | ' |
Other income | 1,459 | ' | ' |
Interest expense | -1,885 | ' | ' |
Loss before income taxes | -4,009 | ' | ' |
Income tax provision (benefit) | 0 | ' | ' |
Loss from discontinued operations | -4,009 | ' | ' |
Current assets: | ' | ' | ' |
Cash and cash equivalents | ' | 24 | 267 |
Prepaid expenses | ' | 0 | 1 |
Other current assets | ' | 0 | 164 |
Assets held for sale | ' | 24 | 432 |
Current liabilities: | ' | ' | ' |
Accounts payable | ' | 0 | 289 |
Liabilities held for sale | ' | $0 | $289 |
Discontinued_Operations_Dispos3
Discontinued Operations - Disposal of Ethanol Plants (Details Textual) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' |
Operating Leases, Rent Expense | $46,000 | $63,000 |
Ethanol Plants [Member] | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' |
Depreciation | ' | 6,831,000 |
Operating Leases, Rent Expense | ' | 2,798,000 |
Sales Revenue, Goods, Net [Member] | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' |
Concentration Risk Percentage During Period | ' | 73.00% |
Cargill [Member] | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' |
Cost of Purchased Oil and Gas | ' | $70,400,000 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details Textual) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounting Policies [Line Items] | ' | ' |
Cash and cash equivalents | $10,091 | $12,605 |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Office furniture and equipment | $788 | $788 |
Accumulated depreciation | -724 | -717 |
Property, plant and equipment, net | $64 | $71 |
Property_Plant_and_Equipment_D1
Property, Plant and Equipment (Details Textual) (Discontinued Operation [Member], USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Discontinued Operation [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Depreciation | $7,000 | $10,000 |
Earnings_Per_Share_Details
Earnings Per Share (Details) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Earnings Per Share [Line Items] | ' | ' |
Weighted average common shares outstanding - basic (in shares) | 5,442,104 | 5,308,161 |
Potentially dilutive common stock equivalents: | ' | ' |
Class B common shares | 795,479 | 795,479 |
Restricted stock | 0 | 135,131 |
Weighted Average Number Diluted Shares Outstanding Adjustment, Total | 795,479 | 930,610 |
Weighted Average Number Of Shares Outstanding, Basic Including Potentially Dilutive Common Stock Equivalents | 6,237,583 | 6,238,771 |
Less anti-dilutive common stock equivalents | -795,479 | -930,610 |
Weighted average common shares outstanding - diluted (in shares) | 5,442,104 | 5,308,161 |
Earnings_Per_Share_Details_Tex
Earnings Per Share (Details Textual) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Earnings Per Share [Line Items] | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 64,541 | 69,349 |
Stockholders_Equity_Details_Te
Stockholders' Equity (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2014 | Dec. 31, 2007 | Dec. 31, 2013 | Mar. 27, 2014 | |
Series B Junior Participating Preferred Stock [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ' | ' | ' | ' |
Treasury shares | 40,481 | ' | 40,481 | ' |
Treasury Stock Acquired, Average Cost Per Share | $106.62 | ' | ' | ' |
Amount Available Under Stock Repurchase Plan | $3,184,000 | $7,500,000 | ' | ' |
Share Purchase Price | ' | ' | ' | $13.50 |
Preferred Stock, Par or Stated Value Per Share | $0.01 | ' | $0.01 | $0.01 |
Beneficial Ownership Percentage | ' | ' | ' | 4.99% |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock options | $0 | $90 |
Restricted stock | 0 | 169 |
Total | $0 | $259 |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 1) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Share Based Compensation Stock Options Activity [Line Items] | ' |
Shares Options outstanding, January 1, 2014 (in shares) | 65,481 |
Shares Granted (in shares) | 0 |
Shares Exercised (in shares) | 0 |
Shares Forfeited (in shares) | -940 |
Shares Options outstanding, March 31, 2014 (in shares) | 64,541 |
Shares Options exercisable, March 31, 2014 (in shares) | 64,541 |
Weighted Average Exercise Price Options outstanding, January 1, 2014 (in dollars per share) | $58.94 |
Weighted Average Exercise Price Granted (in dollars per share) | $0 |
Weighted Average Exercise Price Exercised (in dollars per share) | $0 |
Weighted Average Exercise Price Forfeited (in dollars per share) | $55.20 |
Weighted Average Exercise Price Options outstanding, March 31, 2014 (in dollars per share) | $58.99 |
Weighted Average Exercise Price Options exercisable, March 31, 2014 (in dollars per share) | $58.99 |
Weighted Average Remaining Life (years) Options outstanding, March 31, 2014 | '9 months 18 days |
Weighted Average Remaining Life (years) Options exercisable, March 31, 2014 | '9 months 18 days |
Aggregate Intrinsic Value Options outstanding, March 31, 2014 | $0 |
Aggregate Intrinsic Value Options exercisable, March 31, 2014 | $0 |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details Textual) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Employee Stock Option [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | 'five year |
Percentage Of Stock Options Vested Of Common Stock On First Anniversaries Of Grant Date | 30.00% |
Percentage Of Stock Options Vested Of Common Stock On Second Anniversaries Of Grant Date | 30.00% |
Percentage Of Stock Options Vested Of Common Stock On Third Anniversaries Of Grant Date | 40.00% |
Equity Incentive Compensation Plan 2007 [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 355,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | 'ten years |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 115,493 |
Share-based Compensation Arrangement by Share-based Payment Award, Description | 'June 2017 |
Restricted Stock [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | 'four year |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 97,852 |
Percentage Of Restricted Stock Vest In Equal Increments On Each Of First Four Anniversaries | 25.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | '1 year |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Taxes [Line Items] | ' | ' |
Tax benefit at 35% federal statutory rate | $282 | $1,865 |
State tax benefit, net of federal benefit | 24 | 27 |
Noncontrolling interest | -36 | -246 |
Valuation allowance | -1,454 | -1,537 |
Other | 1,184 | -109 |
Total | $0 | $0 |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
Capitalized start up costs | $25 | $24 |
Stock-based compensation | 622 | 622 |
Net operating loss carryover | 62,642 | 62,372 |
Other | 19 | 18 |
Deferred tax assets | 63,308 | 63,036 |
Valuation allowance | -62,565 | -61,111 |
Deferred tax liabilities: | ' | ' |
Property, plant and equipment | -46 | -11 |
Investment in partnership | -697 | -1,914 |
Deferred tax liabilities | -743 | -1,925 |
Net deferred tax asset | $0 | $0 |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Taxes [Line Items] | ' | ' |
Operating Loss Carryforwards | $179 | ' |
Operating Loss Carryforwards, Expiration Date | 31-Dec-29 | ' |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate | 35.00% | 35.00% |
Employee_Benefits_Details_Text
Employee Benefits (Details Textual) (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Employee Benefits [Line Items] | ' | ' | ' |
Description Of Employee Participation In Employee Benefit Plans | 'The LLC sponsors a 401(k) profit sharing and savings plan for its employees. Employee participation in this plan is voluntary and the LLC matches 50% of eligible employee contributions, up to an amount equal to 3% of employee compensation, on a biweekly basis. | ' | ' |
Defined Benefit Plan, Contributions by Plan Participants | $9,000 | $20,000 | ' |
Accrued Liabilities and Other Liabilities, Total | ' | ' | $4,180,000 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Commitments and Contingencies [Line Items] | ' | ' | ' |
Operating Leases, Rent Expense | $46,000 | $63,000 | ' |
Monthly Lease And Rental Expense | ' | ' | $11,000 |
Noncontrolling_Interest_Detail
Noncontrolling Interest (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Noncontrolling Interest [Line Items] | ' | ' |
Net loss attributable to BioFuel Energy Corp. | ($711) | ($4,635) |
Increase in BioFuel Energy Corp. stockholders equity from issuance of common shares in exchange for Class B common shares and units of BioFuel Energy, LLC | 0 | 0 |
Change in equity from net loss attributable to BioFuel Energy Corp. and transfers from noncontrolling interest | ($711) | ($4,635) |
Noncontrolling_Interest_Detail1
Noncontrolling Interest (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2014 | Dec. 31, 2007 | |
Noncontrolling Interest [Line Items] | ' | ' |
Initial Public Offering Price Per Share | ' | $210 |
Equity Method Investment, Ownership Percentage | 28.90% | ' |
Percentage Of Owned Of Subsidiaries Membership Units | 87.30% | ' |
Percentage Of Payment To Exchanging Llc Member In Cash Savings Under Tax Benefit Sharing Agreement | 85.00% | ' |
Remaining Percentage Of Payment To Exchanging Llc Member In Cash Savings Under Tax Benefit Sharing Agreement | 15.00% | ' |
Common Class B [Member] | ' | ' |
Noncontrolling Interest [Line Items] | ' | ' |
Membership Units To Be Issued | 897,903 | ' |