Aemetis (AMTX) 10-Q 10 May 18 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	Apr. 30, 2018
Document Document And Entity Information Abstract
Entity Registrant Name	AEMETIS, INC.
Entity Central Index Key	738,214
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		20,222,890
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,018

CONSOLIDATED CONDENSED BALANCE

CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 393	$ 428
Accounts receivable	1,969	2,219
Inventories	6,403	5,737
Prepaid expenses	1,770	2,435
Other current assets	787	643
Total current assets	11,322	11,462
Property, plant and equipment, net	78,506	78,837
Other assets	4,208	4,032
Total assets	94,036	94,331
Current liabilities:
Accounts payable	11,733	10,457
Current portion of long term debt	20,247	2,039
Short term borrowings	14,909	13,586
Mandatorily redeemable Series B convertible preferred stock	2,971	2,946
Accrued property taxes	3,966	3,677
Other current liabilities	3,941	3,311
Total current liabilities	57,767	36,016
Long term liabilities:
Senior secured notes	80,693	73,986
EB-5 notes	16,000	34,000
GAFI secured and revolving notes	24,480	24,351
Long term subordinated debt	5,861	5,824
Other long term liabilities	0	15
Total long term liabilities	127,034	138,176
Stockholders' deficit:
Series B convertible preferred stock, $0.001 par value; 7,235 authorized; 1,323 shares issued and outstanding each period, respectively (aggregate liquidation preference of $3,969 for each period)	1	1
Common stock, $0.001 par value; 40,000 authorized; 20,223 and 20,088 shares issued and outstanding, respectively	20	20
Additional paid-in capital	85,030	84,679
Accumulated deficit	(170,556)	(160,188)
Accumulated other comprehensive loss	(3,054)	(2,904)
Total stockholders' deficit attributable to Aemetis, Inc.	(88,559)	(78,392)
Non-controlling interest - GAFI	(2,206)	(1,469)
Total stockholders' deficit	(90,765)	(79,861)
Total liabilities and stockholders' deficit	$ 94,036	$ 94,331

CONSOLIDATED CONDENSED BALANCE3

CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Series B Preferred stock, par value	$ 0.001	$ 0.001
Series B Preferred stock, authorized	7,235	7,235
Series B Preferred stock, shares issued	1,323	1,323
Series B Preferred stock, shares outstanding	1,323	1,323
Aggregate liquidation preference	$ 3,969	$ 3,969
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	40,000	40,000
Common stock, shares issued	20,223	20,088
Common stock, shares outstanding	20,223	20,088

CONSOLIDATED CONDENSED STATEMEN

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Income Statement [Abstract]
Revenues	$ 43,018	$ 31,574
Cost of goods sold	41,152	32,161
Gross profit (loss)	1,866	(587)
Research and development expenses	62	86
Selling, general and administrative expenses	3,807	3,295
Operating loss	(2,003)	(3,968)
Interest expense
Interest rate expense	4,271	2,842
Amortization expense	4,757	1,683
Other expense	68	28
Loss before income taxes	(11,099)	(8,521)
Income tax expense	6	6
Net loss	(11,105)	(8,527)
Less: Net loss attributable to non-controlling interest	(737)	0
Net loss attributable to Aemetis, Inc.	(10,368)	(8,527)
Other comprehensive income (loss)
Foreign currency translation gain (loss)	(150)	369
Comprehensive loss	$ (11,255)	$ (8,158)
Net loss per common share attributable to Aemetis, Inc.
Basic	$ (0.51)	$ (0.43)
Diluted	$ (0.51)	$ (0.43)
Weighted average shares outstanding
Basic	20,184	19,776
Diluted	20,184	19,776

CONSOLIDATED CONDENSED STATEME5

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Operating activities:
Net loss	$ (11,105)	$ (8,527)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation	264	409
Stock issued for services	22	0
Depreciation	1,150	1,146
Debt related amortization expense	4,757	1,683
Intangibles and other amortization expense	35	33
Change in fair value of warrant liability	0	5
Changes in operating assets and liabilities:
Accounts receivable	241	569
Inventories	(750)	498
Prepaid expenses	664	(142)
Other current assets and other assets	(377)	1
Accounts payable	1,299	(303)
Accrued interest expense and fees, net of payments	2,897	1,977
Other liabilities	876	181
Net cash used in operating activities	(27)	(2,470)
Investing activities:
Capital expenditures	(996)	(44)
Net cash used in investing activities	(996)	(44)
Financing activities:
Proceeds from borrowings	5,204	3,043
Repayments of borrowings	(4,222)	(2,050)
Net cash provided by financing activities	982	993
Effect of exchange rate changes on cash and cash equivalents	6	266
Net cash and cash equivalents decrease for period	(35)	(1,255)
Cash and cash equivalents at beginning of period	428	1,486
Cash and cash equivalents at end of period	393	231
Supplemental disclosures of cash flow information, cash paid:
Interest paid	1,341	1,004
Income taxes paid	6	6
Supplemental disclosures of cash flow information, non-cash transactions:
Subordinated debt extension fees added to debt	340	340
Fair value of warrants issued to subordinated debt holders	65	174
Repurchase of common stock added to TEC promissory note	0	451
TEC promissory notes fees added to notes	110	149
Senior debt extension and waiver fees added to debt	$ 3,551	$ 3,846

1. Nature of Activities and Sum

1. Nature of Activities and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2018
Accounting Policies [Abstract]
1. Nature of Activities and Summary of Significant Accounting Policies	Nature of Activities Basis of Presentation and Consolidation In July 2017, Goodland Advanced Fuels, Inc. (GAFI) acquired a partially completed ethanol plant in Goodland, Kansas, and as part of the transaction, GAFI entered into a note purchase agreement (GAFI Note Purchase Agreement) for a revolving loan (GAFI Revolving Loan) and term loan (GAFI Term Loan, and together with the GAFI Revolving Loan, the GAFI Loans) with Third Eye Capital Corporation (Third Eye Capital). The arrangement provided Aemetis with both an option agreement (GAFI Option Agreement) to acquire all of the outstanding stock from GAFI at $0.01 per share, as well as the ability for Aemetis, and its subsidiary Aemetis Advanced Products Keyes, Inc. (AAPK), to borrow portions of the GAFI Revolving Loan. In exchange, Aemetis and AAPK each provided a limited guaranty (GAFI Limited Guaranty). GAFI is thinly capitalized by its sole shareholders, and dependent on the terms of the agreements with Third Eye Capital and Aemetis to support its own activities. Additionally, the combination of the GAFI Limited Guaranty and the GAFI Option Agreement provide sufficient basis for Aemetis to direct the activities of GAFI. Upon application of the consolidation guidance in ASC 810 Consolidation The accompanying consolidated condensed balance sheet as of March 31, 2018, the consolidated condensed statements of operations and comprehensive loss for the three months ended March 31, 2018 and 2017, and the consolidated condensed statements of cash flows for the three months ended March 31, 2018 and 2017 are unaudited. The consolidated condensed balance sheet as of December 31, 2017 was derived from the 2017 audited consolidated financial statements and notes thereto. The consolidated condensed financial statements in this report should be read in conjunction with the 2017 audited consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2017. The accompanying consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) and pursuant to the rules and regulations of the SEC. Certain information and footnote, disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the unaudited interim consolidated condensed financial statements for the three months ended March 31, 2018 and 2017 have been prepared on the same basis as the audited consolidated statements as of December 31, 2017 and reflect all adjustments, consisting primarily of normal recurring adjustments, necessary for the fair presentation of its statement of financial position, results of operations and cash flows. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the operating results for any subsequent quarter, for the full fiscal year or any future periods. Use of Estimates Revenue Recognition We derive revenue primarily from sales of ethanol and related co-products in North America, and biodiesel and refined glycerin in India based on the agreements and PO contracts. We assessed the following criteria under the guidance: i) identify the contracts with customer, ii) identify the performance obligation in the contract, iii) determine the transaction price, iv) allocate the transaction price to the performance obligations, and v) recognize revenue when the entity satisfies performance obligation. In North America we sell the majority of our production to one customer under a supply contract, with individual sales transactions occurring under this contract. Given the similarity of these transactions, we have assessed them as a portfolio of similar contracts. The performance obligation is satisfied by delivery of the physical product to the tank of J.D. Heiskell & Co. (J.D. Heiskell) or to one of their contracted trucking companies. At this point in time, the customer has the ability to direct the use of the product and receive substantially all of its benefits. The transaction price is determined based on daily market prices negotiated by Kinergy Marketing for ethanol and by A.L. Gilbert on WDG and corn oil. There is no transaction price allocation needed. The below table shows our sales in North America by product category: North America (in thousands) For the three months ended March 31, 2018 2017 Ethanol sales $ 28,212 $ 23,545 Wet distiller's grains sales 7,828 5,581 Other sales 1,136 827 37,176 29,953 In India where we sell product on purchase orders (written or verbal) or by contract with governmental or international parties, the performance obligation is satisfied by delivery and acceptance of the physical product. When contracts are sufficiently similar in nature, we have assessed these contracts as a portfolio of similar contracts as allowed under the practical expedient. Doing so does not result in a materially different outcome compared to individually accounting for each contract. All domestic and international deliveries are subject to certain specifications as identified in contracts. The transaction price is determined based on reference market prices for biodiesel and refined glycerin every day net of taxes. There is no transaction price allocation needed. India (in thousands) For the three months ended March 31, 2018 2017 Biodiesel sales $ 4,501 $ 833 Refined Glycerin sales 1,341 788 $ 5,842 $ 1,621 We also assessed principal versus agent criteria as we buy our feedstock from our customers and process and sell finished goods to those customers in some contractual agreements. In North America, we buy corn as feedstock in producing ethanol from our working capital partner J.D. Heiskell and we sell all ethanol, WDG, and corn oil produced in this process to J.D. Heiskell. Our finished goods tank is leased by J.D. Heiskell and they require us to transfer legal title to the product upon transfer of our finished ethanol to this location. We consider the purchase of corn as a cost of goods sold and the sale of ethanol upon transfer to the finished goods tank as revenue on the basis that (i) we control and bear the risk of gain or loss on the processing of corn which is purchased at market prices into ethanol and (ii) we have a legal title to the goods during the processing time. Revenues from sales of ethanol and its co-products are billed net of the related transportation and marketing charges. The transportation component is accounted for in cost of goods sold and the marketing component is accounted for in sales, general and administrative expense. Transportation and marketing charges are known within days of the transaction and are recorded at the actual amounts. The Company has elected an accounting policy under which these charges have been treated as fulfillment activities provided after control has transferred. As a result, these charges are recognized as expenses when revenue is recognized. Revenues are recorded at the gross invoiced amount. In India, we deal with few contracts where a customer provides feedstock and we process the feedstock into biodiesel and sell to the same customer. In this case, we hold the legal title to feedstock from our customers once it is in our premises. We control the processing of it to produce biodiesel based on contract terms and specifications. The pricing for both feedstock and biodiesel is set independently. We hold the title and risk to biodiesel as long as it resides on premises. Hence, we are the principal in both North America and India sales scenarios where our customer and vendor are the same. Based upon the timing of the transfer of control of our products to our customers, there are no contract assets or liabilities as of March 31, 2018. We have elected to adopt the practical expedient that allows for ignoring the significant financing component of a contract when estimating the transaction price when the transfer of promised goods to the customer and customer payment for such goods are expected to be within one year of contract inception. Further, we have elected to adopt the practical expedient in which incremental costs of obtaining a contract are expensed when the amortization period would otherwise be less than one year. Cost of Goods Sold Accounts Receivable. The Company maintains an allowance for doubtful accounts for balances that appear to have specific collection issues. The collection process is based on the age of the invoice and it requires attempted contacts with the customer at specified intervals. If, after a specified number of days, the Company has been unsuccessful in its collection efforts, a bad debt allowance is recorded for the balance in question. Delinquent accounts receivable are charged against the allowance for doubtful accounts once un-collectability has been determined. The factors considered in reaching this determination are the apparent financial condition of the customer and the Company’s success in contacting and negotiating with the customer. If the financial condition of the Company’s customers were to deteriorate, additional allowances may be required. We did not reserve any balance for allowances for doubtful accounts as of March 31, 2018 and December 31, 2017. Inventories Property, Plant and Equipment The Company evaluates the recoverability of long-lived assets with finite lives in accordance with ASC Subtopic 360-10-35 Property Plant and Equipment –Subsequent Measurements, Basic and Diluted Net Loss per Share. The following table shows the number of potentially dilutive shares excluded from the diluted net loss per share calculation as of March 31, 2018 and 2017: As of March 31, 2018 March 31, 2017 Series B preferred (post split basis) 132 133 Common stock options and warrants 2,857 2,613 Debt with conversion feature at $30 per share of common stock 1,208 1,168 Total number of potentially dilutive shares excluded from the diluted net loss per share calculation 4,197 3,914 Comprehensive Loss. Comprehensive Income Foreign Currency Translation/Transactions. Operating Segments. The “North America” operating segment includes the Company’s 60 million gallons per year capacity Keyes plant in Keyes, California, the GAFI plant in Goodland, Kansas and the research and development facility in St. Paul, Minnesota`. The “India” operating segment encompasses the Company’s 50 million gallon per year capacity Kakinada plant in Kakinada, India, the administrative offices in Hyderabad, India, and the holding companies in Nevada and Mauritius. Share-Based Compensation. Stock Compensation, Commitments and Contingencies. Contingencies Debt Modification Accounting Debt – Modification and Extinguishments We have evaluated the Limited Waiver and Amendment No. 14 to the Note Purchase Agreement, or Amendment No. 14, in accordance with ASC 470-60 Troubled Debt Restructuring. Convertible Instruments Recently Issued Accounting Pronouncements For a complete summary of the Company’s significant accounting policies, please refer to Note 1, “Nature of Activities and Summary of Significant Accounting Policies,” included with the Company’s audited financial statements and notes thereto for the years ended December 31, 2017 and 2016, filed with the Securities and Exchange Commission on March 29, 2018. There was no new accounting pronouncements issued applicable to the Company during the three months ended March 31, 2018.

2. Inventories

2. Inventories	3 Months Ended
	Mar. 31, 2018
Inventory Disclosure [Abstract]
2. Inventories	Inventories consist of the following: March 31, 2018 December 31, 2017 Raw materials $ 3,971 $ 2,829 Work-in-progress 1,949 1,605 Finished goods 483 1,303 Total inventories $ 6,403 $ 5,737

3. Property, Plant and Equipmen

3. Property, Plant and Equipment	3 Months Ended
	Mar. 31, 2018
Property, Plant and Equipment [Abstract]
3. Property, Plant and Equipment	Property, plant and equipment consist of the following: March 31, 2018 December 31, 2017 Land $ 2,736 $ 2,747 Plant and buildings 82,444 82,652 Furniture and fixtures 1,001 1,003 Machinery and equipment 3,954 3,972 Construction in progress 1,901 941 GAFI property, plant & equipment 15,408 15,408 Total gross property, plant & equipment 107,444 106,723 Less accumulated depreciation (28,938 ) (27,886 ) Total net property, plant & equipment $ 78,506 $ 78,837 Depreciation on the components of property, plant and equipment is calculated using the straight-line method over their estimated useful lives as follows: Years Plant and buildings 20 - 30 Machinery & equipment 5 - 7 Furniture & fixtures 3 - 5 For the three months ended March 31, 2018 and 2017, the Company recorded depreciation expense of $1.2 million and $1.1 million, respectively. Management is required to evaluate these long-lived assets for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Management determined there was no impairment on the long-lived assets during the three months ended March 31, 2018 and 2017.

4. Debt

4. Debt	3 Months Ended
	Mar. 31, 2018
Debt Disclosure [Abstract]
4. Debt	Debt consists of the following: March 31, 2018 December 31, 2017 Third Eye Capital term notes $ 7,024 $ 6,931 Third Eye Capital revolving credit facility 38,523 35,371 Third Eye Capital revenue participation term notes 11,794 11,636 Third Eye Capital acquisition term notes 23,352 20,048 Third Eye Capital promissory note 2,287 - Cilion shareholder seller notes payable 5,861 5,824 Subordinated notes 9,016 8,725 EB-5 long term promissory notes 36,247 36,039 Unsecured working capital loans 3,606 4,861 GAFI Term and Revolving loans 24,480 24,351 Total debt 162,190 153,786 Less current portion of debt 35,156 15,625 Total long term debt $ 127,034 $ 138,161 On July 6, 2012, Aemetis, Inc. and Aemetis Advanced Fuels Keyes, Inc. (AAFK), entered into an Amended and Restated Note Purchase Agreement with Third Eye Capital (the Note Purchase Agreement). Pursuant to the Note Purchase Agreement, Third Eye Capital extended credit in the form of (i) senior secured term loans in an aggregate principal amount of approximately $7.2 million to replace existing notes held by Third Eye Capital (the Term Notes); (ii) senior secured revolving loans in an aggregate principal amount of $18.0 million (Revolving Credit Facility); (iii) senior secured term loans in the principal amount of $10.0 million to convert the prior revenue participation agreement to a note (Revenue Participation Term Notes); and (iv) senior secured term loans in an aggregate principal amount of $15.0 million (Acquisition Term Notes) used to fund the cash portion of the acquisition of Cilion, Inc. (the Term Notes, Revolving Credit Facility, Revenue Participation Term Notes and Acquisition Term Notes are referred to herein collectively as the Original Third Eye Capital Notes). On January 4, 2018, a Promissory Note (the January 2018 Note) for $160 thousand was advanced by Third Eye Capital to Aemetis, Inc., as a short-term credit facility for working capital and other general corporate purposes with an interest rate of 14% per annum maturing on the earlier of (a) receipt of proceeds from any financing, refinancing, or other similar transaction, (b) extension of credit by payee, as lender or as agent on behalf of certain lenders, to the Company or its affiliates, or (c) April 1, 2018. In consideration of the January 2018 Note, $10 thousand of the total proceeds were paid to Third Eye Capital as financing charges. As of March 31, 2018, the outstanding balance of principal and interest on the January 2018 note was $162 thousand. On April 1, 2018, the January 2018 Note was paid in full. On February 27 2018, a Promissory Note (the February 2018 Note, together with the Original Third Eye Capital Notes, the Third Eye Capital Notes) for $2.1 million was advanced by Third Eye Capital to Aemetis, Inc., as a short-term credit facility for working capital and other general corporate purposes with an interest rate of 14% per annum maturing on the earlier of (a) receipt of proceeds from any financing, refinancing, or other similar transaction, (b) extension of credit by payee, as lender or as agent on behalf of certain lenders, to the Company or its affiliates, or (c) April 30, 2018. In consideration of the February 2018 Note, $0.1 million of the total proceeds were paid to Third Eye Capital as financing charges. As of March 31, 2018, the outstanding balance of principal and interest on the February 2018 note was $2.1 million. On March 27, 2018, Third Eye Capital agreed to Limited Waiver and Amendment No. 14 to the Note Purchase Agreement, or Amendment No. 14, to: (i) extend the maturity date of the Third Eye Capital Notes two years to April 1, 2020 in exchange for an amendment fee consisting of 6% (3% per year) of the outstanding note balance in the form of an increase in the fee payable in the event of a redemption of the Third Eye Capital Notes (as defined in the Note Purchase Agreement); (ii) provide that the maturity date may be further extended at our election to April 1, 2021 in exchange for an extension fee of 5%; (iii) provide for an optional waiver of the ratio of note indebtedness covenant until January 1, 2019 with the payment of a waiver fee of $0.25 million; and (iv) remove the redemption fee described in (i) above from the calculation of the ratio of note indebtedness covenant. In addition to the fee discussed in (i), as consideration for such amendment and waiver, the borrowers also agreed to pay Third Eye Capital an amendment and waiver fee of $0.5 million to be added to the outstanding principal balance of the Revolving Credit Facility. We have evaluated Amendment No. 14 in accordance with ASC 470-60 Troubled Debt Restructuring. Troubled Debt Restructuring On March 27, 2018, Third Eye Capital agreed to a one-year reserve liquidity facility governed by a promissory note, payable in the principal amount of up to six million dollars. Borrowings under the facility are available from March 27, 2018 until maturity on April 1, 2019. Interest on borrowed amounts accrues at a rate of 30% per annum, paid monthly in arrears, or 40% if an event of default has occurred and continues. The outstanding principal balance of the indebtedness evidenced by the promissory note, plus any accrued but unpaid interest and any other sums due thereunder, shall be due and payable in full at the earlier to occur of (a) the closing of any new debt or equity financing, refinancing or other similar transaction between Third Eye Capital or any fund or entity arranged by them and the Company or its affiliates, (b) receipt by the Company or its affiliates of proceeds from any sale, merger, equity or debt financing, refinancing or other similar transaction from any third party and (c) April 1, 2019. The promissory note is secured by liens and security interests upon the property and assets of the Company. If any amounts are drawn under the facility, the Company will pay a non-refundable fee in the amount of $0.2 million payable from the proceeds of the first drawing under the facility. As of March 31, 2018, no draws were outstanding on this Note. Terms of Third Eye Capital Notes A. Term Notes B. Revolving Credit Facility C. Revenue Participation Term Notes D. Acquisition Term Notes D. Reserve Liquidity Notes The Third Eye Capital Notes contain various covenants, including but not limited to, debt to plant value ratio, minimum production requirements, and restrictions on capital expenditures. The terms of the Third Eye Capital Notes allow the lender to accelerate the maturity in the occurrence of any event that could reasonably be expected to have a material adverse effect, such as any change in the business, operations, or financial condition. The Third Eye Capital Notes are secured by first priority liens on all real and personal property of, and assignment of proceeds from all government grants and guarantees from Aemetis, Inc. The Third Eye Capital Notes all contain cross-collateral and cross-default provisions. McAfee Capital, LLC (McAfee Capital), owned by Eric McAfee, the Company’s Chairman and CEO, provided a guaranty of payment and performance secured by all of its Company shares. In addition, Eric McAfee provided a blanket lien on substantially all of his personal assets, and McAfee Capital provided a guarantee in the amount of $8.0 million. Cilion shareholder seller notes payable Subordinated Notes On January 1, 2018, the Subordinated Notes were amended to extend the maturity date until the earlier of (i) June 30, 2018; (ii) completion of an equity financing by AAFK or Aemetis in an amount of not less than $25.0 million; or (iii) after the occurrence of an Event of Default, including failure to pay interest or principal when due and breaches of note covenants. A 10% cash extension fee was paid by adding the fee to the balance of the new note and warrants to purchase 113 thousand shares of common stock were granted with a term of two years and an exercise price of $0.01 per share. We evaluated the January 1, 2018 amendment and the refinancing terms of the Subordinated Notes and applied modification accounting treatment in accordance with ASC 470-50 Debt – Modification and Extinguishment At March 31, 2018 and December 31, 2017, the Company had, in aggregate, $9.0 million and $8.7 million in principal and interest outstanding, respectively, under the Subordinated Notes. On January 14, 2013, Laird Cagan, a related party, loaned $0.1 million through a promissory note with a five percent annualized interest rate and the right to exercise 5 thousand warrants exercisable at $0.01 per share. On December 12, 2017, Company issued 165,375 shares of common stock to extinguish this promissory note. EB-5 long-term promissory notes Advanced BioEnergy, LP arranges investments with foreign investors, who each make loans to the Keyes plant in increments of $0.5 million. The Company has sold an aggregate principal amount of $36.0 million of EB-5 Notes under the EB-5 Phase I funding since 2012 to the date of this filing. As of March 31, 2018, $34.5 million has been released from the escrow amount to the Company. As of April 26, 2018, $0.5 million of the remaining amount has been released to the Company from escrow, with $0.5 million remaining in escrow and $0.5 million to be funded to escrow. As of March 31, 2018, $34.5 million in principal and $1.7 million in accrued interest was outstanding on the EB-5 Notes. Out of the $36.2 million total outstanding, $20.2 million will be due within a year. On October 16, 2016, the Company launched its EB-5 Phase II funding, with plans to issue $50.0 million in additional EB-5 Notes on substantially similar terms and conditions as those issued under the Company’s EB-5 Phase I funding to refinance indebtedness and capital expenditures of Aemetis, Inc. and Goodland Advanced Fuels, Inc. Unsecured working capital loans In November 2008, the Company entered into an operating agreement with Secunderabad Oils Limited (“Secunderabad Oils”). The 2008 agreement provided the working capital and had the first priority lien on assets in return for 30% of the plant’s monthly net operating profit. These expenses were recognized as operational support charges by the Company in the financials. All terms of the 2008 agreement with Secunderabad Oils were terminated to amend the agreement as below. On July 15, 2017, the agreement with Secunderabad Oils was amended to provide the working capital funds for British Petroleum business operations (“BP Operations”) only in the form of inter-corporate deposit for an amount of approximately $2.3 million for a period of 95 days at 14.75% per annum interest rate. Secunderabad Oils has a second priority lien on the assets of the Company’s Kakinada plant after this agreement. During the three months ended March 31, 2018 and 2017, the Company made principal and interest payments to Secunderabad Oils of approximately $1.4 million and $0.5 million, respectively. As of March 31, 2018 and December 31, 2017, the Company had nil and $1.3 million outstanding under this agreement, respectively. Variable Interest Entity (GAFI) Term loan and Revolving loan On July 10, 2017, GAFI entered into the GAFI Note Purchase Agreement with Third Eye Capital and the noteholders made a party thereto from time to time (the GAFI Noteholders). See “Part I, Item 1. Financial Statements – Note 5. Variable Interest Entity.” Pursuant to the GAFI Note Purchase Agreement, the GAFI Noteholders agreed, subject to the terms and conditions of the GAFI Note Purchase Agreement and relying on each of the representations and warranties set forth therein, to make (i) the GAFI Term Loan in an aggregate amount of fifteen million dollars and (ii) the GAFI Revolving Loan in an amount not to exceed ten million dollars in the aggregate. The interest rate per annum applicable to the GAFI Term Loan is equal to 10%. The interest rate per annum applicable to the GAFI Revolving Loan is the greater of the Prime Rate plus seven and three quarters percent (7.75%) and twelve percent (12%). The maturity date of the GAFI Loans is July 10, 2019. The maturity date may be extended at the option of GAFI for up to two additional one-year periods upon prior written notice and upon satisfaction of certain conditions and the payment of a renewal fee for such extension. An initial advance under the GAFI Revolving Loan was made for $2.2 million as a prepayment of interest on the GAFI Term Loan for the first eighteen months of interest payments. In addition, a fee of $1.0 million was paid in consideration to the Noteholders. As of March 31, 2018 and December 31, 2017, GAFI had $15.0 million outstanding on the term loan and $10.0 million on the revolving loan with $0.1 million interest paid in arrears respectively. GAFI, the Company and its subsidiary AAPK also entered into separate intercompany revolving promissory notes (the GAFI Intercompany Notes), dated July 10, 2017, pursuant to which GAFI may, from time to time, lend a portion of the proceeds of the GAFI Revolving Loan borrowed under the GAFI Note Purchase Agreement. As of March 31, 2018 and December 31, 2017, the Company and AAPK had a $5.5 million and $5.7 million outstanding on the GAFI Intercompany Notes. Scheduled debt repayments for the Company’s loan obligations follow: Twelve months ended Mar 31, Debt Repayments 2019 $ 35,156 2020 29,605 2021 95,386 2022 4,000 2023 111 Total debt 164,258 Discounts (2,068 ) Total debt, net of discounts $ 162,190

5. Variable Interest Entity

5. Variable Interest Entity	3 Months Ended
	Mar. 31, 2018
Variable Interest Entity
5. Variable Interest Entity	GAFI was formed to acquire the partially completed Goodland ethanol plant in Goodland, Kansas. GAFI entered into the GAFI Note Purchase Agreement with Third Eye Capital to acquire the plant. GAFI, the Company and its subsidiary AAPK also entered into separate GAFI Intercompany Notes, pursuant to which GAFI may, from time to time, lend a portion of the proceeds of the GAFI Revolving Loan incurred under the GAFI Note Purchase Agreement. Aemetis, Inc. and AAPK (in such capacity, the GAFI Guarantors) also agreed to enter into a limited guaranty (the GAFI Limited Guaranty). Pursuant to the GAFI Limited Guaranty, the Guarantors agreed to guarantee the prompt payment and performance of all unpaid principal and interest on the GAFI Loans and all other obligations and liabilities of GAFI to the GAFI Noteholders in connection with the GAFI Note Purchase Agreement. The obligations of the GAFI Guarantors pursuant to the GAFI Limited Guaranty are secured by a first priority lien over all assets of the GAFI Guarantors pursuant to separate general security agreements entered into by each GAFI Guarantor. The aggregate obligations and liabilities of each GAFI Guarantor is limited to the sum of (i) the aggregate amount advanced by GAFI to such GAFI Guarantor under and in accordance with the GAFI Intercompany Notes and (ii) the obligation of the GAFI Guarantor pursuant to its indemnity and expense obligations under the GAFI Limited Guaranty prior to the date on which the option under the GAFI Option Agreement is exercised. Additionally, on July 10, 2017, the Company entered into the GAFI Option Agreement by and between GAFI and the sole shareholder of GAFI, pursuant to which the Company was granted an irrevocable option to purchase all, but not less than all, of the capital stock of GAFI for an aggregate purchase price equal to $0.01 per share for a total purchase price of $10.00 (such option, the GAFI Option). The GAFI Option provides for automatic triggering in the event of certain default circumstances. After the automatic exercise upon default, the GAFI Limited Guaranty no longer applies and the GAFI Guarantors are responsible for the outstanding balances of the GAFI Term Loan and the GAFI Revolving Loan. Additionally, Third Eye Capital was granted a warrant for the purchase of 250 shares, representing 20% of the outstanding shares of GAFI, for a period of 10 years at an exercise price of $0.01 per share. The sole shareholder of GAFI received 100,000 common stock of the Company as consideration. On July 10, 2017, the Company issued the 100,000 shares and recognized $0.1 million of stock compensation expense during the year ended December 31, 2017. After consideration of the above agreements, we concluded that GAFI did not have sufficient equity to finance its activities without additional subordinated financial support. Additionally, GAFI’s shareholder did not have a controlling financial interest in the entity. Hence, we concluded that GAFI is a VIE. The primary beneficiary of a VIE is the party that has both the power to direct the activities that most significantly affect the economic performance of the VIE and the obligation to absorb losses or receive benefits that could potentially be significant to the VIE. In determining whether the Company is the primary beneficiary, a number of factors are considered, including the structure of the entity, contractual provisions that grant any additional rights to influence or control the economic performance of the VIE, and obligation to absorb significant losses. Through providing the GAFI Limited Guaranty and signing the GAFI Option Agreement, the Company took the risks related to operations, financing the Goodland plant, and agreed to meet the financial covenants for GAFI to be in existence. Based upon this assessment, the Company has the power to direct the activities of GAFI and has been determined to be the primary beneficiary of GAFI and accordingly, the assets, liabilities, and operations of GAFI are consolidated into those of the Company. The following are the Balance Sheet and Statement of Operations of GAFI: Goodland Advanced Fuels, Inc. As of March 31, 2018 Assets Current assets: Cash and cash equivalents $ 194 Prepaid expenses 1,184 Total current assets 1,378 Property, plant and equipment 15,408 Promissory note receivable from Aemetis 5,488 Total assets $ 22,274 Liabilities and stockholders' deficit Secured and revolving notes $ 24,480 Total liabilities 24,480 Accumulated deficit (2,206 ) Total liabilities and stockholder deficit $ 22,274 Goodland Advanced Fuels, Inc. Statement of Operations Three months ended March 31, 2018 Selling, general and administrative expenses $ 98 Operating loss (98 ) Interest expense Interest rate expense 678 Amortization expense 125 Other (income) expense (164 ) Net loss $ (737 ) As of March 31, 2018, the Company had outstanding balance of $5.5 million under the Intercompany Revolving Notes. In the consolidation process, these intercompany borrowings and interest thereon were eliminated.

6. Stock-Based Compensation

6. Stock-Based Compensation	3 Months Ended
	Mar. 31, 2018
Stockholders' deficit:
6. Stock Based Compensation	Plan Stock Options Aemetis authorized the issuance of 3.2 million shares of common stock under its Zymetis 2006 Stock Plan and Amended and Restated 2007 Stock Plan (together, the Company Stock Plans), which include both incentive and non-statutory stock options. These options generally expire five to ten years from the date of grant with a general vesting term of 1/12th every three months and are exercisable at any time after vesting subject to continuation of employment. 725 thousand stock option grants were issued on January 18, 2018 for employees and Directors under the Company Stock Plans. As of March 31, 2018, 2.5 million options are outstanding under the Company Stock Plans. Inducement Equity Plan Options In March 2015, the Directors of the Company approved an Inducement Equity Plan authorizing the issuance of 0.1 million non-statutory options to purchase common stock. As of March 31, 2018, 35 thousand options are outstanding under the Inducement Equity Plan. Common Stock Reserved for Issuance The following is a summary of awards granted under the above Plans: Shares Available for Grant Number of Shares Outstanding Weighted-Average Exercise Price Balance as of December 31, 2017 196 2,189 $ 2.70 Authorized 655 - - Granted (725 ) 725 0.70 Exercised - (2 ) 0.67 Forfeited/expired 340 (340 ) 4.69 Balance as of March 31, 2018 466 2,572 $ 1.87 As of March 31, 2018, there were 1.5 million options vested under all the above stock plans. Stock-based compensation for employees Stock-based compensation is accounted for in accordance with the provisions of ASC 718 Compensation-Stock Compensation, which requires the measurement and recognition of compensation expense for all stock-based awards made to employees and directors based on estimated fair values on the grant date. We estimate the fair value of stock-based awards on the date of grant using the Black-Scholes option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods using the straight-line method. For the three months ended March 31, 2018 and 2017, the Company recorded option expense in the amount of $264 thousand and $409 thousand, respectively. Valuation and Expense Information All issuances of stock options or other issuances of equity instruments to employees as the consideration for services received by us are accounted for based on the fair value of the equity instrument issued. The fair value of options granted to employees is estimated on the grant date using the Black-Scholes option valuation model. This valuation model for stock based compensation expense requires us to make assumptions and judgments about the variables used in the calculation, including the fair value of our common stock, the expected term (the period of time that the options granted are expected to be outstanding), the volatility of our common stock, a risk-free interest rate, and expected dividends. Under ASU 2016-09 Improvements to Employee Share-Based Payments Accounting There were 725 thousand options granted during the three months ended March 31, 2018. The weighted average fair value calculations for options granted during the three months ended March 31, 2018 and 2017 are based on the following assumptions: For the three months ended March 31, Description 2018 2017 Dividend-yield 0 % 0 % Risk-free interest rate 2.52 % 2.28 % Expected volatility 81.46 % 74.83 % Expected life (years) 6.48 7 Market value per share on grant date $ 0.70 $ 1.72 Fair value per share on grant date $ 0.50 $ 1.21 As of March 31, 2018, the Company had $1.0 million of total unrecognized compensation expense for employees which the Company will amortize over the 1.8 years of weighted average remaining term.

7. Agreements

7. Agreements	3 Months Ended
	Mar. 31, 2018
Agreements
7. Agreements	Working Capital Arrangement. The J.D. Heiskell sales and purchases activity associated with the Purchasing Agreement, the Corn Procurement and Working Capital Agreement during the three months ended March 31, 2018, and 2017 were as follows: As of and for the three months ended March 31, 2018 2017 Ethanol sales $ 28,212 $ 23,545 Wet distiller's grains sales 7,828 5,581 Corn oil sales 923 798 Corn/milo purchases 27,745 23,468 Accounts receivable 1,193 336 Accounts payable 2,573 1,616 As of March 31, 2018, the Company entered into forward purchase contracts for approximately 54 thousand tons of corn, which is the principal raw material for ethanol production. The delivery of this grain will be expected through June 2018. Ethanol and Wet Distillers Grains Marketing Arrangement. As of March 31, 2018, the Company has forward sales commitments for approximately 67 thousand tons of WDG. These committed sales will be expected through June 2018. Unrealized gains and losses on forward contracts and commitments, in which delivery has not occurred, are deemed “normal purchases and normal sales”, and therefore are not marked to market in the Company’s financial statements, but are subject to a lower of cost or market assessment.

8. Segment Information

8. Segment Information	3 Months Ended
	Mar. 31, 2018
Segment Reporting [Abstract]
8. Segment Information	Aemetis recognizes two reportable geographic segments: “North America” and “India.” The “North America” operating segment includes the Company’s 60 million gallons per year capacity Keyes plant in Keyes, California, the GAFI plant in Goodland, Kansas and the research and development facility in St. Paul, Minnesota. As the Company’s technology gains market acceptance, this business segment will also include its domestic commercial application of cellulosic ethanol technology, its plant construction projects and any acquisitions of ethanol or ethanol related technology facilities in North America. The “India” operating segment encompasses the Company’s 50 million gallon per year capacity Kakinada plant in Kakinada, India, the administrative offices in Hyderabad, India, and the holding companies in Nevada and Mauritius. Summarized financial information by reportable segment for the three months ended March 31, 2018 and 2017 follows: Three months ended March 31, 2018 North America India Total Consolidated Revenues $ 37,176 $ 5,842 $ 43,018 Cost of goods sold 35,982 5,170 41,152 Gross profit 1,194 672 1,866 Expenses Research and development expenses 62 - 62 Selling, general and administrative expenses 3,515 292 3,807 Interest rate expense 8,884 144 9,028 Other expense 45 23 68 Income (loss) before income taxes $ (11,312 ) $ 213 $ (11,099 ) Capital expenditures $ 490 $ 506 $ 996 Depreciation 992 158 1,150 Three months ended March 31, 2017 North America India Total Consolidated Revenues $ 29,953 $ 1,621 $ 31,574 Cost of goods sold 30,649 1,512 32,161 Gross profit (loss) (696 ) 109 (587 ) Expenses Research and development expenses 86 - 86 Selling, general and administrative expenses 3,024 271 3,295 Interest expense (income) 4,557 (32 ) 4,525 Other expense (income) 49 (21 ) 28 Loss before income taxes $ (8,412 ) $ (109 ) $ (8,521 ) Capital expenditures $ 43 $ 1 $ 44 Depreciation 998 148 1,146 North America. India Total assets by segment consist of the following: As of March 31, December 31, 2018 2017 North America $ 79,400 $ 80,479 India 14,636 13,852 Total Assets $ 94,036 $ 94,331

9. Related Party Transactions

9. Related Party Transactions	3 Months Ended
	Mar. 31, 2018
Related Party Transactions [Abstract]
9. Related Party Transactions	The Company owes Eric McAfee, the Company’s Chairman and CEO, and McAfee Capital, owned by Eric McAfee, $0.4 million in connection with employment agreements and expense reimbursements previously accrued as salaries expense and accrued liabilities. The balance accrued related to these employment agreements was $0.4 million as of March 31, 2018 and December 31, 2017. For the three months ended March 31, 2018 and 2017, the Company expensed $9 thousand and $17 thousand, respectively, to reimburse actual expenses incurred for McAfee Capital and related entities. The Company previously prepaid $0.2 million to Redwood Capital, a company controlled by Eric McAfee, for the Company’s use of flight time on a corporate jet. As of March 31, 2018, $0.1 million remained as a prepaid expense related to Redwood Capital. As consideration for the reaffirmation of guarantees required by Amendment No. 13 to the Note Purchase Agreement, which the Company entered into with Third Eye Capital on March 1, 2017, the Company also agreed to pay $0.2 million in consideration to McAfee Capital in exchange for its willingness to provide the guarantees. The balance of $304 thousand and $342 thousand for guarantee fee remained as accrued liability as of March 31, 2018 and December 31, 2017 respectively.

10. Management's Plan

10. Management's Plan	3 Months Ended
	Mar. 31, 2018
Notes to Financial Statements
10. Management's Plan	The accompanying financial statements have been prepared contemplating the realization of assets and satisfaction of liabilities in the normal course of business. The Company has been required to remit substantially all excess cash from operations to the senior lender and it is therefore reliant on the senior lender to provide additional funding when required. In order to meet its obligations during the next 12 months, the company will need to either refinance the Company’s debt or receive the continued cooperation of the senior lender. This dependence on the senior lender raises substantial doubt about the entity’s ability to continue as a going concern. The Company plans to pursue the following strategies to improve the course of the business: ● Operate the Keyes plant and continue to improve operational performance, including the adoption of new technologies or process changes that allow for energy efficiency, cost reduction or revenue enhancements to the current operations. ● Expand the ethanol sold at the Keyes plant to include the cellulosic ethanol to be generated at a cellulosic ethanol production facility in nearby Riverbank, California (the Riverbank Cellulosic Ethanol Facility), and to utilize lower cost, non-food advanced feedstocks to significantly increase margins. ● Monetize the CO2 produced at the Keyes plant by executing on the agreement with Linde for the delivery of gas to their neighboring facility to be built during 2018. ● Rely on the approval of a $125M U.S. Department of Agriculture loan guarantee to raise the funds necessary to construct and operate the Riverbank Cellulosic Ethanol Facility using the licensed technology from LanzaTech Technology (Lanza Tech) and InEnTec Technology (InEnTec) to generate federal and state carbon credits available for ultra-low carbon fuels. ● Secure higher volumes of shipments of fuels at the India plant by developing the sales channels, including, expanding the existing domestic markets, extending international sales by supplying large oil companies (primarily the BP Singapore Agreement during 2017), and exporting fuel into the European Union and United States biodiesel markets to capture valuable low carbon fuel credits. ● Continue to locate funding for existing and new business opportunities through a combination of working with our senior lender, restructuring existing loan agreements, selling the current offering for $50 million from the Phase II EB-5 program, or by vendor financing arrangements. Management believes that through the above actions, the Company will have the ability to generate capital liquidity to carry out the business plan for 2018.

1. Nature of Activities and S16

1. Nature of Activities and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2018
Proceeds from borrowing under secured debt facilities
Nature of Activities	Nature of Activities
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation In July 2017, Goodland Advanced Fuels, Inc. (GAFI) acquired a partially completed ethanol plant in Goodland, Kansas, and as part of the transaction, GAFI entered into a note purchase agreement (GAFI Note Purchase Agreement) for a revolving loan (GAFI Revolving Loan) and term loan (GAFI Term Loan, and together with the GAFI Revolving Loan, the GAFI Loans) with Third Eye Capital Corporation (Third Eye Capital). The arrangement provided Aemetis with both an option agreement (GAFI Option Agreement) to acquire all of the outstanding stock from GAFI at $0.01 per share, as well as the ability for Aemetis, and its subsidiary Aemetis Advanced Products Keyes, Inc. (AAPK), to borrow portions of the GAFI Revolving Loan. In exchange, Aemetis and AAPK each provided a limited guaranty (GAFI Limited Guaranty). GAFI is thinly capitalized by its sole shareholders, and dependent on the terms of the agreements with Third Eye Capital and Aemetis to support its own activities. Additionally, the combination of the GAFI Limited Guaranty and the GAFI Option Agreement provide sufficient basis for Aemetis to direct the activities of GAFI. Upon application of the consolidation guidance in ASC 810 Consolidation The accompanying consolidated condensed balance sheet as of March 31, 2018, the consolidated condensed statements of operations and comprehensive loss for the three months ended March 31, 2018 and 2017, and the consolidated condensed statements of cash flows for the three months ended March 31, 2018 and 2017 are unaudited. The consolidated condensed balance sheet as of December 31, 2017 was derived from the 2017 audited consolidated financial statements and notes thereto. The consolidated condensed financial statements in this report should be read in conjunction with the 2017 audited consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2017. The accompanying consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) and pursuant to the rules and regulations of the SEC. Certain information and footnote, disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the unaudited interim consolidated condensed financial statements for the three months ended March 31, 2018 and 2017 have been prepared on the same basis as the audited consolidated statements as of December 31, 2017 and reflect all adjustments, consisting primarily of normal recurring adjustments, necessary for the fair presentation of its statement of financial position, results of operations and cash flows. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the operating results for any subsequent quarter, for the full fiscal year or any future periods.
Use of Estimates	Use of Estimates
Revenue Recognition	Revenue Recognition We derive revenue primarily from sales of ethanol and related co-products in North America, and biodiesel and refined glycerin in India based on the agreements and PO contracts. We assessed the following criteria under the guidance: i) identify the contracts with customer, ii) identify the performance obligation in the contract, iii) determine the transaction price, iv) allocate the transaction price to the performance obligations, and v) recognize revenue when the entity satisfies performance obligation. In North America we sell the majority of our production to one customer under a supply contract, with individual sales transactions occurring under this contract. Given the similarity of these transactions, we have assessed them as a portfolio of similar contracts. The performance obligation is satisfied by delivery of the physical product to the tank of J.D. Heiskell & Co. (J.D. Heiskell) or to one of their contracted trucking companies. At this point in time, the customer has the ability to direct the use of the product and receive substantially all of its benefits. The transaction price is determined based on daily market prices negotiated by Kinergy Marketing for ethanol and by A.L. Gilbert on WDG and corn oil. There is no transaction price allocation needed. The below table shows our sales in North America by product category: North America (in thousands) For the three months ended March 31, 2018 2017 Ethanol sales $ 28,212 $ 23,545 Wet distiller's grains sales 7,828 5,581 Other sales 1,136 827 37,176 29,953 In India where we sell product on purchase orders (written or verbal) or by contract with governmental or international parties, the performance obligation is satisfied by delivery and acceptance of the physical product. When contracts are sufficiently similar in nature, we have assessed these contracts as a portfolio of similar contracts as allowed under the practical expedient. Doing so does not result in a materially different outcome compared to individually accounting for each contract. All domestic and international deliveries are subject to certain specifications as identified in contracts. The transaction price is determined based on reference market prices for biodiesel and refined glycerin every day net of taxes. There is no transaction price allocation needed. India (in thousands) For the three months ended March 31, 2018 2017 Biodiesel sales $ 4,501 $ 833 Refined Glycerin sales 1,341 788 $ 5,842 $ 1,621 We also assessed principal versus agent criteria as we buy our feedstock from our customers and process and sell finished goods to those customers in some contractual agreements. In North America, we buy corn as feedstock in producing ethanol from our working capital partner J.D. Heiskell and we sell all ethanol, WDG, and corn oil produced in this process to J.D. Heiskell. Our finished goods tank is leased by J.D. Heiskell and they require us to transfer legal title to the product upon transfer of our finished ethanol to this location. We consider the purchase of corn as a cost of goods sold and the sale of ethanol upon transfer to the finished goods tank as revenue on the basis that (i) we control and bear the risk of gain or loss on the processing of corn which is purchased at market prices into ethanol and (ii) we have a legal title to the goods during the processing time. Revenues from sales of ethanol and its co-products are billed net of the related transportation and marketing charges. The transportation component is accounted for in cost of goods sold and the marketing component is accounted for in sales, general and administrative expense. Transportation and marketing charges are known within days of the transaction and are recorded at the actual amounts. The Company has elected an accounting policy under which these charges have been treated as fulfillment activities provided after control has transferred. As a result, these charges are recognized as expenses when revenue is recognized. Revenues are recorded at the gross invoiced amount. In India, we deal with few contracts where a customer provides feedstock and we process the feedstock into biodiesel and sell to the same customer. In this case, we hold the legal title to feedstock from our customers once it is in our premises. We control the processing of it to produce biodiesel based on contract terms and specifications. The pricing for both feedstock and biodiesel is set independently. We hold the title and risk to biodiesel as long as it resides on premises. Hence, we are the principal in both North America and India sales scenarios where our customer and vendor are the same. Based upon the timing of the transfer of control of our products to our customers, there are no contract assets or liabilities as of March 31, 2018. We have elected to adopt the practical expedient that allows for ignoring the significant financing component of a contract when estimating the transaction price when the transfer of promised goods to the customer and customer payment for such goods are expected to be within one year of contract inception. Further, we have elected to adopt the practical expedient in which incremental costs of obtaining a contract are expensed when the amortization period would otherwise be less than one year.
Cost of Goods Sold	Cost of Goods Sold
Accounts Receivable	Accounts Receivable. The Company maintains an allowance for doubtful accounts for balances that appear to have specific collection issues. The collection process is based on the age of the invoice and it requires attempted contacts with the customer at specified intervals. If, after a specified number of days, the Company has been unsuccessful in its collection efforts, a bad debt allowance is recorded for the balance in question. Delinquent accounts receivable are charged against the allowance for doubtful accounts once un-collectability has been determined. The factors considered in reaching this determination are the apparent financial condition of the customer and the Company’s success in contacting and negotiating with the customer. If the financial condition of the Company’s customers were to deteriorate, additional allowances may be required. We did not reserve any balance for allowances for doubtful accounts as of March 31, 2018 and December 31, 2017.
Inventories	Inventories
Property, Plant and Equipment	Property, Plant and Equipment The Company evaluates the recoverability of long-lived assets with finite lives in accordance with ASC Subtopic 360-10-35 Property Plant and Equipment –Subsequent Measurements,
Basic and Diluted Net Loss per Share.	Basic and Diluted Net Loss per Share. The following table shows the number of potentially dilutive shares excluded from the diluted net loss per share calculation as of March 31, 2018 and 2017: As of March 31, 2018 March 31, 2017 Series B preferred (post split basis) 132 133 Common stock options and warrants 2,857 2,613 Debt with conversion feature at $30 per share of common stock 1,208 1,168 Total number of potentially dilutive shares excluded from the diluted net loss per share calculation 4,197 3,914
Comprehensive Loss	Comprehensive Loss. Comprehensive Income
Foreign Currency Translation/Transactions	Foreign Currency Translation/Transactions.
Operating Segments	Operating Segments. The “North America” operating segment includes the Company’s 60 million gallons per year capacity Keyes plant in Keyes, California, the GAFI plant in Goodland, Kansas and the research and development facility in St. Paul, Minnesota`. The “India” operating segment encompasses the Company’s 50 million gallon per year capacity Kakinada plant in Kakinada, India, the administrative offices in Hyderabad, India, and the holding companies in Nevada and Mauritius.
Share-Based Compensation	Share-Based Compensation. Stock Compensation,
Commitments and Contingencies	Commitments and Contingencies. Contingencies
Debt Modification Accounting	Debt Modification Accounting Debt – Modification and Extinguishments We have evaluated the Limited Waiver and Amendment No. 14 to the Note Purchase Agreement, or Amendment No. 14, in accordance with ASC 470-60 Troubled Debt Restructuring.
Convertible Instruments	Convertible Instruments
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements For a complete summary of the Company’s significant accounting policies, please refer to Note 1, “Nature of Activities and Summary of Significant Accounting Policies,” included with the Company’s audited financial statements and notes thereto for the years ended December 31, 2017 and 2016, filed with the Securities and Exchange Commission on March 29, 2018. There was no new accounting pronouncements issued applicable to the Company during the three months ended March 31, 2018.

1. Nature of Activities and S17

1. Nature of Activities and Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2018
Proceeds from sale of land
Disaggregation of revenue	North America (in thousands) For the three months ended March 31, 2018 2017 Ethanol sales $ 28,212 $ 23,545 Wet distiller's grains sales 7,828 5,581 Other sales 1,136 827 37,176 29,953 India (in thousands) For the three months ended March 31, 2018 2017 Biodiesel sales $ 4,501 $ 833 Refined Glycerin sales 1,341 788 $ 5,842 $ 1,621
Schedule of dilutive securities	As of March 31, 2018 March 31, 2017 Series B preferred (post split basis) 132 133 Common stock options and warrants 2,857 2,613 Debt with conversion feature at $30 per share of common stock 1,208 1,168 Total number of potentially dilutive shares excluded from the diluted net loss per share calculation 4,197 3,914

2. Inventories (Tables)

2. Inventories (Tables)	3 Months Ended
	Mar. 31, 2018
Inventory, Net [Abstract]
Schedule of Inventories	March 31, 2018 December 31, 2017 Raw materials $ 3,971 $ 2,829 Work-in-progress 1,949 1,605 Finished goods 483 1,303 Total inventories $ 6,403 $ 5,737

3. Property, Plant and Equipm19

3. Property, Plant and Equipment (Tables)	3 Months Ended
	Mar. 31, 2018
Statement of Operations Data
Schedule of Property, plant and equipment	March 31, 2018 December 31, 2017 Land $ 2,736 $ 2,747 Plant and buildings 82,444 82,652 Furniture and fixtures 1,001 1,003 Machinery and equipment 3,954 3,972 Construction in progress 1,901 941 GAFI property, plant & equipment 15,408 15,408 Total gross property, plant & equipment 107,444 106,723 Less accumulated depreciation (28,938 ) (27,886 ) Total net property, plant & equipment $ 78,506 $ 78,837
Depreciation of property, plant, and equipment	Years Plant and buildings 20 - 30 Machinery & equipment 5 - 7 Furniture & fixtures 3 - 5

4. Debt (Tables)

4. Debt (Tables)	3 Months Ended
	Mar. 31, 2018
Disclosure 4.Notes Payable Tables Abstract
Schedule of Notes Payable	March 31, 2018 December 31, 2017 Third Eye Capital term notes $ 7,024 $ 6,931 Third Eye Capital revolving credit facility 38,523 35,371 Third Eye Capital revenue participation term notes 11,794 11,636 Third Eye Capital acquisition term notes 23,352 20,048 Third Eye Capital promissory note 2,287 - Cilion shareholder seller notes payable 5,861 5,824 Subordinated notes 9,016 8,725 EB-5 long term promissory notes 36,247 36,039 Unsecured working capital loans 3,606 4,861 GAFI Term and Revolving loans 24,480 24,351 Total debt 162,190 153,786 Less current portion of debt 35,156 15,625 Total long term debt $ 127,034 $ 138,161
Maturities of Long-term Debt	Twelve months ended Mar 31, Debt Repayments 2019 $ 35,156 2020 29,605 2021 95,386 2022 4,000 2023 111 Total debt 164,258 Discounts (2,068 ) Total debt, net of discounts $ 162,190

5. Variable Interest Entity (Ta

5. Variable Interest Entity (Tables)	3 Months Ended
	Mar. 31, 2018
Variable Interest Entity Tables
Variable interest entity, balance sheet and operations	Goodland Advanced Fuels, Inc. As of March 31, 2018 Assets Current assets: Cash and cash equivalents $ 194 Prepaid expenses 1,184 Total current assets 1,378 Property, plant and equipment 15,408 Promissory note receivable from Aemetis 5,488 Total assets $ 22,274 Liabilities and stockholders' deficit Secured and revolving notes $ 24,480 Total liabilities 24,480 Accumulated deficit (2,206 ) Total liabilities and stockholder deficit $ 22,274 Goodland Advanced Fuels, Inc. Statement of Operations Three months ended March 31, 2018 Selling, general and administrative expenses $ 98 Operating loss (98 ) Interest expense Interest rate expense 678 Amortization expense 125 Other (income) expense (164 ) Net loss $ (737 )

6. Stock-Based Compensation (Ta

6. Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2018
Third Eye Capital Revenue Participation Term Notes
Schedule of options granted under employee stock plans	Shares Available for Grant Number of Shares Outstanding Weighted-Average Exercise Price Balance as of December 31, 2017 196 2,189 $ 2.70 Authorized 655 - - Granted (725 ) 725 0.70 Exercised - (2 ) 0.67 Forfeited/expired 340 (340 ) 4.69 Balance as of March 31, 2018 466 2,572 $ 1.87
Assumptions for options granted	For the three months ended March 31, Description 2018 2017 Dividend-yield 0 % 0 % Risk-free interest rate 2.52 % 2.28 % Expected volatility 81.46 % 74.83 % Expected life (years) 6.48 7 Market value per share on grant date $ 0.70 $ 1.72 Fair value per share on grant date $ 0.50 $ 1.21

7. Agreements (Tables)

7. Agreements (Tables)	3 Months Ended
	Mar. 31, 2018
Agreements Tables
Schedule of working capital agreement activity	As of and for the three months ended March 31, 2018 2017 Ethanol sales $ 28,212 $ 23,545 Wet distiller's grains sales 7,828 5,581 Corn oil sales 923 798 Corn/milo purchases 27,745 23,468 Accounts receivable 1,193 336 Accounts payable 2,573 1,616

8. Segment Information (Tables)

8. Segment Information (Tables)	3 Months Ended
	Mar. 31, 2018
Segment Information Tables
Schedule of segment information	Three months ended March 31, 2018 North America India Total Consolidated Revenues $ 37,176 $ 5,842 $ 43,018 Cost of goods sold 35,982 5,170 41,152 Gross profit 1,194 672 1,866 Expenses Research and development expenses 62 - 62 Selling, general and administrative expenses 3,515 292 3,807 Interest rate expense 8,884 144 9,028 Other expense 45 23 68 Income (loss) before income taxes $ (11,312 ) $ 213 $ (11,099 ) Capital expenditures $ 490 $ 506 $ 996 Depreciation 992 158 1,150 Three months ended March 31, 2017 North America India Total Consolidated Revenues $ 29,953 $ 1,621 $ 31,574 Cost of goods sold 30,649 1,512 32,161 Gross profit (loss) (696 ) 109 (587 ) Expenses Research and development expenses 86 - 86 Selling, general and administrative expenses 3,024 271 3,295 Interest expense (income) 4,557 (32 ) 4,525 Other expense (income) 49 (21 ) 28 Loss before income taxes $ (8,412 ) $ (109 ) $ (8,521 ) Capital expenditures $ 43 $ 1 $ 44 Depreciation 998 148 1,146
Schedule of segment assets	As of March 31, December 31, 2018 2017 North America $ 79,400 $ 80,479 India 14,636 13,852 Total Assets $ 94,036 $ 94,331

1. Nature of Activities and S25

1. Nature of Activities and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
North America
Sales	$ 37,176	$ 29,953
North America | Ethanol sales
Sales	28,212	23,545
North America | Wet distiller's grains sales
Sales	7,828	5,581
North America | Other sales
Sales	1,136	827
India
Sales	5,842	1,621
India | Biodiesel sales
Sales	4,501	833
India | Refined Glycerin sales
Sales	$ 1,341	$ 788

1. Nature of Activities and S26

1. Nature of Activities and Summary of Significant Accounting Policies (Details 1 - shares	Mar. 31, 2018	Mar. 31, 2017
Accounting Policies [Abstract]
Series B preferred (post split basis)	132	133
Common stock options and warrants	2,857	2,613
Debt with conversion feature at $30 per share of common stock	1,208	1,168
Total number of potentially dilutive shares excluded from the diluted net loss per share calculation	4,197	3,914

2. Inventories (Details)

2. Inventories (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Inventories Details
Raw materials	$ 3,971	$ 2,829
Work-in-progress	1,949	1,605
Finished goods	483	1,303
Total inventories	$ 6,403	$ 5,737

3. Property, Plant and Equipm28

3. Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Property Plant And Equipment Details
Land	$ 2,736	$ 2,747
Plant and Buildings	82,444	82,652
Furniture and fixtures	1,001	1,003
Machinery and equipment	3,954	3,972
Construction in progress	1,901	941
GAFI property, plant & equipment	15,408	15,408
Total gross property, plant & equipment	107,444	106,723
Less accumulated depreciation	(28,938)	(27,886)
Total net property, plant & equipment	$ 78,506	$ 78,837

3. Property, Plant and Equipm29

3. Property, Plant and Equipment (Details 1)	3 Months Ended
	Mar. 31, 2018
Plant and Buildings | Minimum
Depreciation (years)	20 years
Plant and Buildings | Maximum [Member]
Depreciation (years)	30 years
Machinery and Equipment | Minimum
Depreciation (years)	5 years
Machinery and Equipment | Maximum [Member]
Depreciation (years)	7 years
Furniture and Fixtures | Minimum
Depreciation (years)	3 years
Furniture and Fixtures | Maximum [Member]
Depreciation (years)	5 years

3. Property, Plant and Equipm30

3. Property, Plant and Equipment (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Property Plant And Equipment Details Narrative
Depreciation expense	$ 1,150	$ 1,146

4. Debt (Details)

4. Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Debt Details
Third Eye Capital term notes	$ 7,024	$ 6,931
Third Eye Capital revolving credit facility	38,523	35,371
Third Eye Capital revenue participation term notes	11,794	11,636
Third Eye Capital acquisition term notes	23,352	20,048
Third Eye Capital promissory note	2,287	0
Cilion shareholder Seller note payable	5,861	5,824
Subordinated notes	9,016	8,725
EB-5 long term promissory notes	36,247	36,039
Unsecured working capital loans	3,606	4,861
GAFI Term and Revolving loans	24,480	24,351
Total debt	162,190	153,786
Less current portion of debt	35,156	15,625
Total long term debt	$ 127,034	$ 138,161

4. Debt (Details 1)

4. Debt (Details 1) $ in Thousands	Mar. 31, 2018USD ($)
Twelve months ended March 31,
2,019	$ 35,156
2,020	29,605
2,021	95,386
2,022	4,000
2,023	111
Total debt	164,258
Discounts	(2,068)
Total debt, net of discounts	$ 162,190

4. Debt (Details Narrative)

4. Debt (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Third Eye Capital Term Notes
Principal and interest outstanding	$ 7,000
Third Eye Capital Revolving Credit Facility
Principal and interest outstanding	38,500
Third Eye Capital Revenue Participation Term Note
Principal and interest outstanding	11,800
Third Eye Capital Acquisition Term Notes
Principal and interest outstanding	23,400
Cilion shareholder Seller notes payable
Principal and interest outstanding	5,900
Subordinated Notes
Principal and interest outstanding	9,000		$ 8,700
EB-5 long-term promissory notes
Principal and interest outstanding	34,500
Outstanding accrued interest	1,700
Unsecured working capital loans
Principal and interest outstanding	1,300		1,300
Principal and interest payments made	1,400	$ 500
Unsecured working capital loans - Gemini
Principal and interest outstanding	3,600		$ 3,500
Principal and interest payments made	$ 3,000

5. Variable Interest Entity (De

5. Variable Interest Entity (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 393	$ 231	$ 428	$ 1,486
Prepaid expenses	1,770		2,435
Total current assets	11,322		11,462
Property, plant and equipment, net	78,506		78,837
Total assets	94,036		94,331
Liabilities and stockholder's deficit
Accumulated deficit	(170,556)		(160,188)
Total liabilities and stockholder's deficit	94,036		$ 94,331
Selling, general and administrative expenses	3,807	3,295
Operating loss	(2,003)	(3,968)
Interest expense
Interest rate expense	4,271	2,842
Amortization expense	4,757	1,683
Other (income) expense	68	28
Net loss	(11,105)	$ (8,527)
GAFI
Current assets:
Cash and cash equivalents	194
Prepaid expenses	1,184
Total current assets	1,378
Property, plant and equipment, net	15,408
Promissory note receivable from Aemetis	5,488
Total assets	22,274
Liabilities and stockholder's deficit
Secured and revolving notes	24,480
Total liabilities	24,480
Accumulated deficit	(2,206)
Total liabilities and stockholder's deficit	22,274
Selling, general and administrative expenses	98
Operating loss	(98)
Interest expense
Interest rate expense	678
Amortization expense	125
Other (income) expense	(164)
Net loss	$ (737)

6. Stock-Based Compensation (De

6. Stock-Based Compensation (Details) - Employee Stock Plan	3 Months Ended
	Mar. 31, 2018$ / sharesshares
Shares Available for Grant, Beginning	196
Shares Available for Grant, Authorized	655
Shares Available for Grant, Granted	(725)
Shares Available for Grant, Forfeited/Expired	0
Shares Available for Grant, Ending	340
Number of Shares Outstanding, Beginning	2,189
Number of Shares Authorized	0
Number of Shares Granted	725
Number of Shares Forfeited/Expired	(2)
Number of Shares Outstanding, Ending	(340)
Weighted Average Exercise Price Outstanding, Beginning | $ / shares	$ 2.70
Weighted Average Exercise Price Authorized | $ / shares	.00
Weighted Average Exercise Price Granted | $ / shares	.70
Weighted Average Exercise Price Forfeited/Expired | $ / shares	.67
Weighted Average Exercise Price Outstanding, Ending | $ / shares	$ 4.69

6. Stock-Based Compensation (36

6. Stock-Based Compensation (Details 1) - $ / shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Stock-based Compensation Details 1
Dividend-yield	0.00%	0.00%
Risk-free interest rate	2.52%	2.28%
Expected volatility	81.46%	74.83%
Expected life (years)	6 years 5 months 23 days	7 years
Market value per share on grant date	$ .70	$ 1.72
Fair value per share on grant date	$ .50	$ 1.21

6. Stock-Based Compensation (37

6. Stock-Based Compensation (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Stock-based Compensation Details Narrative
Stock compensation expense	$ 264	$ 409
Unrecognized compensation expense	$ 1,000
Unrecognized compensation expense, recognition period	1 year 9 months 18 days

7. Agreements (Details)

7. Agreements (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Agreements Details
Ethanol sales	$ 28,212	$ 23,545
Wet distiller's grains sales	7,828	5,581
Corn oil sales	923	798
Corn/Milo purchases	27,745	23,468
Accounts receivable	1,193	336
Accounts payable	$ 2,573	$ 1,616

7. Agreements (Details Narrativ

7. Agreements (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Agreements Details Narrative
Marketing costs	$ 600	$ 500

8. Segment Information (Details

8. Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues	$ 43,018	$ 31,574
Cost of goods sold	41,152	32,161
Gross profit	1,866	(587)
Expenses
Research and development expenses	62	86
Selling, general and administrative expenses	3,807	3,295
Interest rate expense	9,028	4,525
Other expense	68	28
Income (loss) before income taxes	(11,099)	(8,521)
Capital expenditures	996	44
Depreciation	1,150	1,146
North America
Revenues	37,176	29,953
Cost of goods sold	35,982	30,649
Gross profit	1,194	(696)
Expenses
Research and development expenses	62	86
Selling, general and administrative expenses	3,515	3,024
Interest rate expense	8,884	4,557
Other expense	45	49
Income (loss) before income taxes	(11,312)	(8,412)
Capital expenditures	490	43
Depreciation	992	998
India
Revenues	5,842	1,621
Cost of goods sold	5,170	1,512
Gross profit	672	109
Expenses
Research and development expenses	0	0
Selling, general and administrative expenses	292	271
Interest rate expense	144	(32)
Other expense	23	(21)
Income (loss) before income taxes	213	(109)
Capital expenditures	506	1
Depreciation	$ 158	$ 148

8. Segment Information (Detai41

8. Segment Information (Details 1) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Assets	$ 94,036	$ 94,331
North America
Assets	80,479	79,400
India
Assets	$ 13,852	$ 14,636

9. Related Party Transactions (

9. Related Party Transactions (Details Narrative) - Eric McAfee and McAfee Capital - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Related party debt	$ 400		$ 400
Related party transaction	$ 9	$ 17