Aemetis (AMTX) 10-Q 9 Aug 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Jul. 31, 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	Jun. 30, 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	Q2
Document Fiscal Year Focus	2,018

CONSOLIDATED CONDENSED BALANCE

CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 1,069	$ 428
Accounts receivable	1,601	2,219
Inventories	6,697	5,737
Prepaid expenses	1,381	2,435
Other current assets	540	643
Total current assets	11,288	11,462
Property, plant and equipment, net	77,703	78,837
Other assets	4,137	4,032
Total assets	93,128	94,331
Current liabilities:
Accounts payable	12,521	10,457
Current portion of long term debt	3,234	2,039
Short term borrowings	16,184	13,586
Mandatorily redeemable Series B convertible preferred stock	2,996	2,946
Accrued property taxes	2,757	3,677
Other current liabilities	3,567	3,311
Total current liabilities	41,259	36,016
Long term liabilities:
Senior secured notes	83,431	73,986
EB-5 notes	35,000	34,000
GAFI secured and revolving notes	24,604	24,351
Long term subordinated debt	5,898	5,824
Other long term liabilities	0	15
Total long term liabilities	148,933	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	85,347	84,679
Accumulated deficit	(175,921)	(160,188)
Accumulated other comprehensive loss	(3,448)	(2,904)
Total stockholders' deficit attributable to Aemetis, Inc.	(94,001)	(78,392)
Non-controlling interest - GAFI	(3,063)	(1,469)
Total stockholders' deficit	(97,064)	(79,861)
Total liabilities and stockholders' deficit	$ 93,128	$ 94,331

CONSOLIDATED CONDENSED BALANCE3

CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 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		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Income Statement [Abstract]
Revenues	$ 45,028	$ 40,764	$ 88,046	$ 72,338
Cost of goods sold	42,260	39,059	83,412	71,220
Gross profit (loss)	2,768	1,705	4,634	1,118
Research and development expenses	55	110	117	196
Selling, general and administrative expenses	3,589	3,262	7,396	6,557
Operating loss	(876)	(1,667)	(2,879)	(5,635)
Interest expense
Interest rate expense	4,432	3,164	8,703	6,006
Debt related fees and amortization expense	919	1,164	5,676	2,847
Other (income) expense	(5)	(8)	63	20
Loss before income taxes	(6,222)	(5,987)	(17,321)	(14,508)
Income tax expense	0	0	6	6
Net loss	(6,222)	(5,987)	(17,327)	(14,514)
Less: Net loss attributable to non-controlling interest	(857)	0	(1,594)	0
Net loss attributable to Aemetis, Inc.	(5,365)	(5,987)	(15,733)	(14,514)
Other comprehensive income (loss)
Foreign currency translation gain (loss)	(394)	29	(544)	398
Comprehensive loss	$ (6,616)	$ (5,958)	$ (17,871)	$ (14,116)
Net loss per common share attributable to Aemetis, Inc.
Basic	$ (0.27)	$ (0.30)	$ (0.78)	$ (0.74)
Diluted	$ (0.27)	$ (0.30)	$ (0.78)	$ (0.74)
Weighted average shares outstanding
Basic	20,223	19,669	20,203	19,737
Diluted	20,223	19,669	20,203	19,737

CONSOLIDATED CONDENSED STATEME5

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Operating activities:
Net loss	$ (17,327)	$ (14,514)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation	581	604
Stock issued for services	22	0
Depreciation	2,299	2,298
Debt related amortization expense	5,676	2,847
Intangibles and other amortization expense	70	64
Change in fair value of warrant liability	0	3
Changes in operating assets and liabilities:
Accounts receivable	579	338
Inventories	(1,264)	(2,705)
Prepaid expenses	1,053	(321)
Other current assets and other assets	(134)	(99)
Accounts payable	2,128	1,140
Accrued interest expense and fees, net of payments	5,457	4,826
Other liabilities	(745)	675
Net cash used in operating activities	(1,605)	(4,844)
Investing activities:
Capital expenditures	(1,771)	(511)
Net cash used in investing activities	(1,771)	(511)
Financing activities:
Proceeds from borrowings	12,415	10,833
Repayments of borrowings	(8,381)	(6,589)
Net cash provided by financing activities	4,034	4,244
Effect of exchange rate changes on cash and cash equivalents	(19)	292
Net cash and cash equivalents increase (decrease) for period	641	(819)
Cash and cash equivalents at beginning of period	428	1,486
Cash and cash equivalents at end of period	1,069	667
Supplemental disclosures of cash flow information, cash paid:
Interest paid	3,213	1,273
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	204	1,169
Senior debt extension and waiver fees added to debt	$ 3,801	$ 3,846

1. Nature of Activities and Sum

1. Nature of Activities and Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 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 June 30, 2018, the consolidated condensed statements of operations and comprehensive loss for the three and six months ended June 30, 2018 and 2017, and the consolidated condensed statements of cash flows for the six months ended June 30, 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 and six months ended June 30, 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 and six months ended June 30, 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 supply agreements and PO contracts. We assessed the following criteria under the guidance: i) identify the contracts with customer, ii) identify the performance obligations 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 the performance obligations. 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 DCO. There is no transaction price allocation needed. The below table shows our sales in North America by product category: North America For the three months ended June 30, For the six months ended June 30, 2018 2017 2018 2017 Ethanol sales $ 30,129 $ 28,130 $ 58,341 $ 51,675 Wet distiller's grains sales 8,499 6,457 16,327 12,038 Other sales 1,000 878 2,136 1,705 $ 39,628 $ 35,465 $ 76,804 $ 65,418 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 the 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. The below table shows our sales in India by product category: India For the three months ended June 30, For the six months ended June 30, 2018 2017 2018 2017 Biodiesel sales $ 3,841 $ 4,100 $ 8,342 $ 4,933 Refined Glycerin sales 1,559 1,199 2,900 1,987 $ 5,400 $ 5,299 $ 11,242 $ 6,920 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 occasionally enter into contracts where a customer provides feedstock and we process the feedstock into biodiesel and sell to the same customer. In those cases, we receive the legal title to feedstock from our customers once it is on our premises. We control the processing and production of 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 June 30, 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 June 30, 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 June 30, 2018 and 2017: As of June 30, 2018 June 30, 2017 Series B preferred (post split basis) 132 133 Common stock options and warrants 3,206 2,589 Debt with conversion feature at $30 per share of common stock 1,222 1,188 Total number of potentially dilutive shares excluded from the diluted net loss per share calculation 4,560 3,910 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 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.

2. Inventories

2. Inventories	6 Months Ended
	Jun. 30, 2018
Inventory Disclosure [Abstract]
2. Inventories	Inventories consist of the following: June 30, 2018 December 31, 2017 Raw materials $ 3,585 $ 2,829 Work-in-progress 2,102 1,605 Finished goods 1,010 1,303 Total inventories $ 6,697 $ 5,737

3. Property, Plant and Equipmen

3. Property, Plant and Equipment	6 Months Ended
	Jun. 30, 2018
Property, Plant and Equipment [Abstract]
3. Property, Plant and Equipment	Property, plant and equipment consist of the following: June 30, 2018 December 31, 2017 Land $ 2,709 $ 2,747 Plant and buildings 82,642 82,652 Furniture and fixtures 1,039 1,003 Machinery and equipment 3,909 3,972 Construction in progress 1,837 941 GAFI property, plant & equipment 15,408 15,408 Total gross property, plant & equipment 107,544 106,723 Less accumulated depreciation (29,841 ) (27,886 ) Total net property, plant & equipment $ 77,703 $ 78,837 Depreciation on the components of property, plant and equipment is calculated using the straight-line method to allocate their depreciable amounts 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 June 30, 2018 and 2017, the Company recorded depreciation expense of $1.1 million and $1.2 million respectively. For the six months ended June 30, 2018 and 2017, the Company recorded depreciation expense of $2.3 million for each period. 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 and six months ended June 30, 2018 and 2017.

4. Debt

4. Debt	6 Months Ended
	Jun. 30, 2018
Debt Disclosure [Abstract]
4. Debt	Debt consists of the notes from our senior lender, Third Eye Capital, other working capital lenders and subordinated lenders as follows: June 30, 2018 December 31, 2017 Third Eye Capital term notes $ 7,022 $ 6,931 Third Eye Capital revolving credit facility 41,117 35,371 Third Eye Capital revenue participation term notes 11,792 11,636 Third Eye Capital acquisition term notes 23,500 20,048 Third Eye Capital promissory note 2,082 — Cilion shareholder seller notes payable 5,898 5,824 Subordinated notes 9,391 8,725 EB-5 long term promissory notes 36,658 36,039 Unsecured working capital loans 4,711 4,861 GAFI Term and Revolving loans 26,180 24,351 Total debt 168,351 153,786 Less current portion of debt 19,418 15,625 Total long term debt $ 148,933 $ 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 June 30, 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. Subsequently, the maturity date of the note was extended to June 30, 2018 with $84 thousand in fees due and payable at the time of the redemption of the Note. As of June 30, 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 quarterly 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 June 30, 2018, the Company requested and received an optional waiver of the ratio of note indebtedness covenant with the payment of a waiver fee of $0.25 million, which was added to the Revolving Credit Facility for the quarter ended June 30, 2018. The Company may request additional optional waivers of the ratio of note indebtedness covenant for the quarters ended September 30, 2018 and December 31, 2018, but there are no waivers available for the quarters ended March 31, 2019 and June 30, 2019. According to ASC 470-10-45 debt covenant classification guidance, if it is probable that the Company will not be able to cure the default at measurement dates within the next 12 months, the related debt needs to be classified as current. To assess this guidance, the Company performed ratio and cash flow analysis using the forecast and debt levels. Based on this analysis, the Company believes that it is reasonably possible that through a combination of cash flow from operations, new projects that provide additional liquidity, and sales of EB-5 investments, it will be able to meet the ratio of the note indebtedness covenant, hence the notes are classified as long term debt. 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 $6.0 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 June 30, 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 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 July 1, 2018, the Subordinated Notes were amended to extend the maturity date until the earlier of (i) December 31, 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 will evaluate the July 1, 2018 amendment and the refinancing terms of the Subordinated Notes and determine the accounting treatment in accordance with ASC 470-50 Debt – Modification and Extinguishment At June 30, 2018 and December 31, 2017, the Company had, in aggregate, $9.4 million and $8.7 million in principal and interest outstanding, respectively, under the Subordinated Notes. 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 June 30, 2018, $35.0 million has been released from the escrow amount to the Company including $0.5 million released on April 26, 2018. As of June 30, 2018, $0.5 million is remaining in escrow and $0.5 million is to be funded to escrow. As of June 30, 2018, $35.0 million in principal and $1.7 million in accrued interest was outstanding on the EB-5 Notes. Out of the $36.7 million total outstanding, $1.7 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 for 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 over a 95 days period at the rate of 14.75% per annum interest rate. The term of the agreement continues until the either party terminates it. Secunderabad Oils has a second priority lien on the assets of the Company’s Kakinada plant after this agreement. On April 15, 2018, the agreement was amended to purchase the raw material for business operations at 12% per annum interest rate. During the six months ended June 30, 2018 and 2017, the Company made principal and interest payments to Secunderabad Oils of approximately $2.7 million and $2.3 million, respectively. As of June 30, 2018 and December 31, 2017, the Company had $1.3 million outstanding under this agreement, respectively. Variable Interest Entity (GAFI) Term loan and Revolving loan As of June 30, 2018 and December 31, 2017, GAFI had $15.0 million outstanding on the term loan and $10.0 million outstanding on the revolving loan, with $0.1 million in interest paid in arrears. On June 28, 2018, GAFI borrowed an amount of $1.5 million with a fee of $75 thousand added to the loan fron Third Eye Capital at a 10% interest rate. As of June 30, 2018, the outstanding balance on the loan was $1.6 million. 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 Amended GAFI NPA to the Company. The Company borrowed $1.5 million on June 28, 2018. As of June 30, 2018 and December 31, 2017, the Company and AAPK had $6.9 million and $5.7 million outstanding on the GAFI Intercompany Notes. De bt repayments for the Company’s loan obligations follow: Twelve months ended June 30, Debt Repayments 2019 $ 19,418 2020 133,327 2021 14,000 2022 3,398 Total debt 170,143 Debt issuance costs (1,792 ) Total debt, net of debt issuance costs $ 168,351

5. Variable Interest Entity

5. Variable Interest Entity	6 Months Ended
	Jun. 30, 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 to the Company. 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 June 30, 2018 December 31, 2017 Assets Current assets: Cash and cash equivalents $ 2 $ 184 Prepaid expenses 787 1,581 Total current assets 789 1,765 Property, plant and equipment 15,408 15,408 Promissory note receivable from Aemetis 6,921 5,709 Total assets $ 23,118 $ 22,882 Liabilities and stockholder deficit Short term borrowings $ 1,577 $ — Secured and revolving notes 24,604 24,351 Total liabilities 26,181 24,351 Accumulated deficit (3,063 ) (1,469 ) Total liabilities and stockholder deficit $ 23,118 $ 22,882 Goodland Advanced Fuels, Inc. Statements of Operations Three months ended Six months ended June 30, 2018 June 30, 2018 Selling, general and administrative expenses $ 134 $ 232 Operating loss (134 ) (232 ) Interest expense Interest rate expense 689 1,367 Debt related fees and amortization expense 200 325 Other income (166 ) (330 ) Net loss $ (857 ) $ (1,594 ) As of June 30, 2018, the Company had outstanding balance of $6.9 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	6 Months Ended
	Jun. 30, 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. On January18, 2018 and May 17, 2018, 725 and 423 thousand stock option grants were issued to employees and directors under the Company Stock Plans respectively. As of June 30, 2018, 2.9 million options are outstanding under the Company Stock Plans. Inducement Equity Plan Options In March 2016, the Board of Directors of the Company approved an Inducement Equity Plan authorizing the issuance of 100 thousand non-statutory stock options to purchase common stock. As of June 30, 2018, 12 thousand options were outstanding. Common Stock Reserved for Issuance The following is a summary of options granted under the Company 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 (1,148 ) 1,148 1.07 Exercised - (2 ) 0.67 Forfeited/expired 414 (414 ) 4.38 Balance as of June 30, 2018 117 2,921 $ 1.82 As of June 30, 2018, there were 1.7 million options vested under all the Company Stock Plans. Stock-based compensation for employees Stock-based compensation is accounted for in accordance with the provisions of ASC 718, Compensation-Stock Compensation For the three months ended June 30, 2018 and 2017, the Company recorded stock compensation expense in the amount of $318 thousand and $195 thousand, respectively. For the six months ended June 30, 2018 and 2017, the Company recorded stock compensation expense in the amount of $581 thousand and $604 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. We also estimate forfeitures of unvested stock options. To the extent actual forfeitures differ from our estimates, the difference will be recorded as a cumulative adjustment in the period estimates are revised. Compensation cost is recorded only for vested options. We use the simplified calculation of expected life described in the SEC’s Staff Accounting Bulletin No. 107, Share-Based Payment, and volatility is based on an average of the historical volatilities of the common stock of four entities with characteristics similar to those of the Company. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. We use an expected dividend yield of zero, as we do not anticipate paying any dividends in the foreseeable future. Expected forfeitures are assumed to be zero due to the small number of plan participants and the plan. There were 423 thousand options granted during the three months ended June 30, 2018. The weighted average fair value calculations for options granted during the three months ended June 30, 2018 are based on the following assumptions: Description For the three months ended June 30, 2018 Dividend-yield 0 % Risk-free interest rate 3.04 % Expected volatility 85.6 % Expected life (years) 6.48 Market value per share on grant date $ 1.71 Fair value per share on grant date $ 1.28 As of June 30, 2018, the Company had $1.2 million of total unrecognized compensation expense for employees, which the Company will amortize over the 2.0 years weighted average remaining term.

7. Agreements

7. Agreements	6 Months Ended
	Jun. 30, 2018
Agreements
7. Agreements	Working Capital Arrangement. The J.D. Heiskell sales activity associated with the Corn Procurement and Working Capital Agreement during the three and six months ended June 30, 2018 and 2017 are as follows: As of and for the three months ended June 30, As of and for the six months ended June 30, 2018 2017 2018 2017 Ethanol sales $ 30,129 $ 28,130 $ 58,341 $ 51,675 Wet distiller's grains sales 8,499 6,457 16,327 12,038 Corn oil sales 893 852 1,816 1,650 Corn/milo purchases 28,760 26,338 56,505 49,727 Accounts receivable 852 384 852 384 Accounts payable 2,241 1,719 2,241 1,719 Ethanol and Wet Distillers Grains Marketing Arrangement. As of June 30, 2018, the Company entered into forward purchase contracts for approximately 36 thousand tons of corn, which is the principal raw material for ethanol production. The delivery of this grain will be expected through September 2018. As of June 30, 2018, the Company has forward sales commitments for approximately 50 thousand tons of WDG. These committed sales will be expected through September 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	6 Months Ended
	Jun. 30, 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 owned ethanol plant in Keyes, California and its technology research and development lab. As the Company’s technology gains market acceptance, this business segment will initially 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 includes the Company’s 50 million gallon per year nameplate capacity biodiesel manufacturing plant in Kakinada, the administrative offices in Hyderabad, India, and the holding companies in Nevada and Mauritius. The Company’s biodiesel is marketed and sold primarily to customers in India through brokers and by the Company directly. Summarized financial information by reportable segment for the three and six months ended June 30, 2018 and 2017 follows: Three months ended June 30, 2018 Six months ended June 30, 2018 North America India Total Consolidated North America India Total Consolidated Revenues $ 39,628 $ 5,400 $ 45,028 $ 76,804 $ 11,242 $ 88,046 Cost of goods sold 37,079 5,181 42,260 73,061 10,351 83,412 Gross profit 2,549 219 2,768 3,743 891 4,634 Expenses Research and development expenses 55 - 55 117 - 117 Selling, general and administrative expenses 3,420 169 3,589 6,935 461 7,396 Interest expense 5,199 152 5,351 14,083 296 14,379 Other expense (income) (2 ) (3 ) (5 ) 43 20 63 Income (loss) before income taxes $ (6,123 ) $ (99 ) $ (6,222 ) $ (17,435 ) 114 (17,321 ) Capital expenditures $ 567 $ 208 $ 775 $ 1,057 $ 714 $ 1,771 Depreciation 992 157 1,149 1,984 315 2,299 Three months ended June 30, 2017 Six months ended June 30, 2017 North America India Total Consolidated North America India Total Consolidated Revenues $ 35,465 $ 5,299 $ 40,764 $ 65,418 $ 6,920 $ 72,338 Cost of goods sold 34,359 4,700 39,059 65,008 6,212 71,220 Gross profit 1,106 599 1,705 410 708 1,118 Expenses Research and development expenses 110 - 110 196 - 196 Selling, general and administrative expenses 2,867 395 3,262 5,891 666 6,557 Interest expense 4,271 57 4,328 8,828 25 8,853 Other expense (income) (11 ) 3 (8 ) 38 (18 ) 20 Income (loss) before income taxes $ (6,131 ) $ 144 $ (5,987 ) $ (14,543 ) 35 (14,508 ) Capital expenditures $ 340 $ 127 $ 467 $ 383 $ 128 $ 511 Depreciation 997 155 1,152 1,995 303 2,298 North America: During the three and six months ended June 30, 2017, the Company’s revenues from ethanol, WDG, and corn oil were made pursuant to the Corn Procurement and Working Capital Agreement established between the Company and J.D. Heiskell. Sales of ethanol, WDG, and corn oil to J.D. Heiskell accounted for 99.6% of the Company’s North America segment revenues for the three and six months ended June 30, 2017, respectively. India During the six months ended June 30, 2018, two biodiesel customers accounted for 54% and 11% and no refined glycerin customers accounted for more than 10% of the Company’s consolidated India segment revenues, compared to two biodiesel customers accounting for 54% and 13% and no refined glycerin customers accounting for more than 10% of the Company’s consolidated India segment revenues during the six months ended June 30, 2017. Total assets by segment consist of the following: As of June 30, December 31, 2018 2017 North America $ 78,854 $ 80,479 India 14,274 13,852 Total Assets $ 93,128 $ 94,331

9. Related Party Transactions

9. Related Party Transactions	6 Months Ended
	Jun. 30, 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 June 30, 2018 and December 31, 2017. For the three months ended June 30, 2018 and 2017, the Company expensed $10 thousand and $6 thousand, respectively, to reimburse actual expenses incurred by McAfee Capital and related entities. For the six months ended June 30, 2018 and 2017, the Company expensed $24 thousand and $23 thousand, respectively, to reimburse actual expenses incurred by 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 June 30, 2018, $0.1 million remained as a prepaid expense. As consideration for the reaffirmation of guaranties 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 their willingness to provide the guaranties. The balance of $284 thousand and $342 thousand for guaranty fee remained as accrued liability as of June 30, 2018 and December 31, 2017 respectively.

10. Subsequent Events

10. Subsequent Events	6 Months Ended
	Jun. 30, 2018
Subsequent Events [Abstract]
10. Subsequent Events	Subordinated Debt Refinancing On July 1, 2018, the Subordinated Notes with two accredited investors were amended to extend the maturity date until the earlier of (i) December 31, 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. Accounting for the July 1, 2018 amendments and the refinancing terms of the Subordinated Notes will be evaluated in accordance with ASC 470-50 Debt – Modification and Extinguishment

11. Management's Plan

11. Management's Plan	6 Months Ended
	Jun. 30, 2018
Outstanding accrued interest
11. 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, 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 next 12 months.

1. Nature of Activities and S17

1. Nature of Activities and Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2018
Proceeds from borrowing under secured debt facilities
Nature of Activities	Headquartered in Cupertino, California, Aemetis is an advanced renewable fuels and biochemicals company focused on the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products through the conversion of first-generation ethanol and biodiesel plants into advanced biorefineries. Founded in 2006, we own and operate a 60 million gallon per year ethanol plant in the California Central Valley near Modesto where we manufacture and produce ethanol, wet distillers’ grains (WDG), condensed distillers solubles (CDS), and distillers’ corn oil (DCO). We also own and operate a 50 million gallon per year renewable chemical and advanced fuel production facility on the East Coast of India producing high quality distilled biodiesel and refined glycerin for customers in India and Europe. We operate a research and development laboratory and hold a portfolio of patents and related technology licenses for the production of renewable fuels and biochemicals.
Basis of Presentation and Consolidation	These consolidated financial statements include the accounts of Aemetis, Inc., a Nevada corporation, and its wholly owned subsidiaries (collectively, Aemetis or the Company). Additionally, we consolidate all entities in which we have a controlling financial interest either directly or by option to acquire the interest. A controlling financial interest is usually obtained through ownership of a majority of the voting interests. An enterprise must consolidate a variable interest entity (VIE) if the enterprise is the primary beneficiary of the VIE, even if the enterprise does not own a majority of the voting interests. The primary beneficiary is the party that has both the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. 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 June 30, 2018, the consolidated condensed statements of operations and comprehensive loss for the three and six months ended June 30, 2018 and 2017, and the consolidated condensed statements of cash flows for the six months ended June 30, 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 and six months ended June 30, 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 and six months ended June 30, 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	The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, revenues, and expenses during the reporting period. To the extent there are material differences between these estimates and actual results, the Company’s consolidated financial statements will be affected.
Revenue Recognition	In May 2014, the FASB issued new guidance on the recognition of revenue. The guidance stated that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. In March and April 2016, the FASB issued further revenue recognition guidance amending principal vs. agent considerations regarding whether an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The Company adopted this guidance on January 1, 2018 using the modified retrospective approach. There was no cumulative impact to retained earnings. We assessed all of our revenue streams to identify any differences in the timing, measurement or presentation of 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 supply agreements and PO contracts. We assessed the following criteria under the guidance: i) identify the contracts with customer, ii) identify the performance obligations 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 the performance obligations. 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 DCO. There is no transaction price allocation needed. The below table shows our sales in North America by product category: North America For the three months ended June 30, For the six months ended June 30, 2018 2017 2018 2017 Ethanol sales $ 30,129 $ 28,130 $ 58,341 $ 51,675 Wet distiller's grains sales 8,499 6,457 16,327 12,038 Other sales 1,000 878 2,136 1,705 $ 39,628 $ 35,465 $ 76,804 $ 65,418 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 the 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. The below table shows our sales in India by product category: India For the three months ended June 30, For the six months ended June 30, 2018 2017 2018 2017 Biodiesel sales $ 3,841 $ 4,100 $ 8,342 $ 4,933 Refined Glycerin sales 1,559 1,199 2,900 1,987 $ 5,400 $ 5,299 $ 11,242 $ 6,920 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 occasionally enter into contracts where a customer provides feedstock and we process the feedstock into biodiesel and sell to the same customer. In those cases, we receive the legal title to feedstock from our customers once it is on our premises. We control the processing and production of 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 June 30, 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 includes those costs directly associated with the production of revenues, such as raw material consumed, factory overhead and other direct production costs. During periods of idle plant capacity, costs otherwise charged to cost of goods sold are reclassified to selling, general and administrative expense.
Accounts Receivable	The Company sells ethanol, WDG, CDS, and DCO through third-party marketing arrangements generally without requiring collateral. The Company sells biodiesel, glycerin, and processed natural oils to a variety of customers and may require advanced payment based on the size and creditworthiness of the customer. Usually, invoices are due within 30 days on net terms. Accounts receivables consist of product sales made to large creditworthy customers. Trade accounts receivable are presented at original invoice amount, net of any allowance for doubtful accounts. 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 June 30, 2018 and December 31, 2017.
Inventories	Ethanol inventory, raw materials, and work-in-process are valued using methods which approximate the lower of cost (first-in, first-out) or net realizable value (NRV). Distillers’ grains and related products are stated at NRV. In the valuation of inventories, NRV is determined as estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.
Property, Plant and Equipment	Property, plant and equipment are carried at cost less accumulated depreciation after assets are placed in service and are comprised primarily of buildings, furniture, machinery, equipment, land, and the plants in Keyes, California (Keyes plant), Goodland, Kansas (GAFI plant) and Kakinada, India (Kakinada plant). The GAFI plant is partially completed and is not ready for operation; hence, we are not depreciating these assets yet. Otherwise, it is the Company’s policy to depreciate capital assets over their estimated useful lives using the straight-line method. 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 net loss per share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding for the period. Diluted net loss per share reflects the dilution of common stock equivalents such as options, convertible preferred stock, debt, and warrants to the extent the impact is dilutive. As the Company incurred net losses for the three and six months ended June 30, 2018 and 2017, potentially dilutive securities have been excluded from the diluted net loss per share computations as their effect would be anti-dilutive. The following table shows the number of potentially dilutive shares excluded from the diluted net loss per share calculation as of June 30, 2018 and 2017: As of June 30, 2018 June 30, 2017 Series B preferred (post split basis) 132 133 Common stock options and warrants 3,206 2,589 Debt with conversion feature at $30 per share of common stock 1,222 1,188 Total number of potentially dilutive shares excluded from the diluted net loss per share calculation 4,560 3,910
Comprehensive Loss	ASC 220 Comprehensive Income
Foreign Currency Translation/Transactions	Assets and liabilities of the Company’s non-U.S. subsidiary that operates in a local currency environment, where that local currency is the functional currency, are translated into U.S. dollars at exchange rates in effect at the balance sheet date, with the resulting translation, adjustments directly recorded to a separate component of accumulated other comprehensive loss. Income and expense accounts are translated at average exchange rates. Gains and losses from other foreign currency transactions are recorded in other income (expense).
Operating Segments	Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Aemetis recognized 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`. 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	The Company recognizes share-based compensation expense in accordance with ASC 718 Stock Compensation,
Commitments and Contingencies	The Company records and/or discloses commitments and contingencies in accordance with ASC 450 Contingencies
Debt Modification Accounting	The Company evaluates amendments to its debt in accordance with ASC 470-50 Debt – Modification and Extinguishments
Convertible Instruments	The Company evaluates the impacts of convertible instruments based on the underlying conversion features. Convertible instruments are evaluated for treatment as derivatives that could be bifurcated and recorded separately. Any beneficial conversion feature is recorded based on the intrinsic value difference at the commitment date.
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.

1. Nature of Activities and S18

1. Nature of Activities and Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2018
Proceeds from sale of land
Disaggregation of revenue	The below table shows our sales in North America by product category: North America For the three months ended June 30, For the six months ended June 30, 2018 2017 2018 2017 Ethanol sales $ 30,129 $ 28,130 $ 58,341 $ 51,675 Wet distiller's grains sales 8,499 6,457 16,327 12,038 Other sales 1,000 878 2,136 1,705 $ 39,628 $ 35,465 $ 76,804 $ 65,418 The below table shows our sales in India by product category: India For the three months ended June 30, For the six months ended June 30, 2018 2017 2018 2017 Biodiesel sales $ 3,841 $ 4,100 $ 8,342 $ 4,933 Refined Glycerin sales 1,559 1,199 2,900 1,987 $ 5,400 $ 5,299 $ 11,242 $ 6,920
Schedule of dilutive securities	As of June 30, 2018 June 30, 2017 Series B preferred (post split basis) 132 133 Common stock options and warrants 3,206 2,589 Debt with conversion feature at $30 per share of common stock 1,222 1,188 Total number of potentially dilutive shares excluded from the diluted net loss per share calculation 4,560 3,910

2. Inventories (Tables)

2. Inventories (Tables)	6 Months Ended
	Jun. 30, 2018
Inventory, Net [Abstract]
Schedule of Inventories	June 30, 2018 December 31, 2017 Raw materials $ 3,585 $ 2,829 Work-in-progress 2,102 1,605 Finished goods 1,010 1,303 Total inventories $ 6,697 $ 5,737

3. Property, Plant and Equipm20

3. Property, Plant and Equipment (Tables)	6 Months Ended
	Jun. 30, 2018
Statement of Operations Data
Schedule of Property, plant and equipment	June 30, 2018 December 31, 2017 Land $ 2,709 $ 2,747 Plant and buildings 82,642 82,652 Furniture and fixtures 1,039 1,003 Machinery and equipment 3,909 3,972 Construction in progress 1,837 941 GAFI property, plant & equipment 15,408 15,408 Total gross property, plant & equipment 107,544 106,723 Less accumulated depreciation (29,841 ) (27,886 ) Total net property, plant & equipment $ 77,703 $ 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)	6 Months Ended
	Jun. 30, 2018
Disclosure 4.Notes Payable Tables Abstract
Schedule of Notes Payable	June 30, 2018 December 31, 2017 Third Eye Capital term notes $ 7,022 $ 6,931 Third Eye Capital revolving credit facility 41,117 35,371 Third Eye Capital revenue participation term notes 11,792 11,636 Third Eye Capital acquisition term notes 23,500 20,048 Third Eye Capital promissory note 2,082 — Cilion shareholder seller notes payable 5,898 5,824 Subordinated notes 9,391 8,725 EB-5 long term promissory notes 36,658 36,039 Unsecured working capital loans 4,711 4,861 GAFI Term and Revolving loans 26,180 24,351 Total debt 168,351 153,786 Less current portion of debt 19,418 15,625 Total long term debt $ 148,933 $ 138,161
Maturities of Long-term Debt	Twelve months ended June 30, Debt Repayments 2019 $ 19,418 2020 133,327 2021 14,000 2022 3,398 Total debt 170,143 Debt issuance costs (1,792 ) Total debt, net of debt issuance costs $ 168,351

5. Variable Interest Entity (Ta

5. Variable Interest Entity (Tables)	6 Months Ended
	Jun. 30, 2018
Variable Interest Entity Tables Abstract
Variable interest entity, balance sheet and operations	Goodland Advanced Fuels, Inc. As of June 30, 2018 December 31, 2017 Assets Current assets: Cash and cash equivalents $ 2 $ 184 Prepaid expenses 787 1,581 Total current assets 789 1,765 Property, plant and equipment 15,408 15,408 Promissory note receivable from Aemetis 6,921 5,709 Total assets $ 23,118 $ 22,882 Liabilities and stockholder deficit Short term borrowings $ 1,577 $ — Secured and revolving notes 24,604 24,351 Total liabilities 26,181 24,351 Accumulated deficit (3,063 ) (1,469 ) Total liabilities and stockholder deficit $ 23,118 $ 22,882 Goodland Advanced Fuels, Inc. Statements of Operations Three months ended Six months ended June 30, 2018 June 30, 2018 Selling, general and administrative expenses $ 134 $ 232 Operating loss (134 ) (232 ) Interest expense Interest rate expense 689 1,367 Debt related fees and amortization expense 200 325 Other income (166 ) (330 ) Net loss $ (857 ) $ (1,594 )

6. Stock-Based Compensation (Ta

6. Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 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 (1,148 ) 1,148 1.07 Exercised - (2 ) 0.67 Forfeited/expired 414 (414 ) 4.38 Balance as of June 30, 2018 117 2,921 $ 1.82
Assumptions for options granted	Description For the three months ended June 30, 2018 Dividend-yield 0 % Risk-free interest rate 3.04 % Expected volatility 85.6 % Expected life (years) 6.48 Market value per share on grant date $ 1.71 Fair value per share on grant date $ 1.28

7. Agreements (Tables)

7. Agreements (Tables)	6 Months Ended
	Jun. 30, 2018
Disclosure 7.Agreements Tables Abstract
Schedule of working capital agreement activity	As of and for the three months ended June 30, As of and for the six months ended June 30, 2018 2017 2018 2017 Ethanol sales $ 30,129 $ 28,130 $ 58,341 $ 51,675 Wet distiller's grains sales 8,499 6,457 16,327 12,038 Corn oil sales 893 852 1,816 1,650 Corn/milo purchases 28,760 26,338 56,505 49,727 Accounts receivable 852 384 852 384 Accounts payable 2,241 1,719 2,241 1,719

8. Segment Information (Tables)

8. Segment Information (Tables)	6 Months Ended
	Jun. 30, 2018
Segment Information
Schedule of segment information	Three months ended June 30, 2018 Six months ended June 30, 2018 North America India Total Consolidated North America India Total Consolidated Revenues $ 39,628 $ 5,400 $ 45,028 $ 76,804 $ 11,242 $ 88,046 Cost of goods sold 37,079 5,181 42,260 73,061 10,351 83,412 Gross profit 2,549 219 2,768 3,743 891 4,634 Expenses Research and development expenses 55 - 55 117 - 117 Selling, general and administrative expenses 3,420 169 3,589 6,935 461 7,396 Interest expense 5,199 152 5,351 14,083 296 14,379 Other expense (income) (2 ) (3 ) (5 ) 43 20 63 Income (loss) before income taxes $ (6,123 ) $ (99 ) $ (6,222 ) $ (17,435 ) 114 (17,321 ) Capital expenditures $ 567 $ 208 $ 775 $ 1,057 $ 714 $ 1,771 Depreciation 992 157 1,149 1,984 315 2,299 Three months ended June 30, 2017 Six months ended June 30, 2017 North America India Total Consolidated North America India Total Consolidated Revenues $ 35,465 $ 5,299 $ 40,764 $ 65,418 $ 6,920 $ 72,338 Cost of goods sold 34,359 4,700 39,059 65,008 6,212 71,220 Gross profit 1,106 599 1,705 410 708 1,118 Expenses Research and development expenses 110 - 110 196 - 196 Selling, general and administrative expenses 2,867 395 3,262 5,891 666 6,557 Interest expense 4,271 57 4,328 8,828 25 8,853 Other expense (income) (11 ) 3 (8 ) 38 (18 ) 20 Income (loss) before income taxes $ (6,131 ) $ 144 $ (5,987 ) $ (14,543 ) 35 (14,508 ) Capital expenditures $ 340 $ 127 $ 467 $ 383 $ 128 $ 511 Depreciation 997 155 1,152 1,995 303 2,298
Schedule of segment assets	As of June 30, December 31, 2018 2017 North America $ 78,854 $ 80,479 India 14,274 13,852 Total Assets $ 93,128 $ 94,331

1. Nature of Activities and S26

1. Nature of Activities and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Sales	$ 45,028	$ 40,764	$ 88,046	$ 72,338
North America
Sales	39,628	35,465	76,804	65,418
North America | Ethanol sales
Sales	30,129	28,130	58,341	51,675
North America | Wet distiller's grains sales
Sales	8,499	6,457	16,327	12,038
North America | Other sales
Sales	1,000	878	2,136	1,705
India
Sales	5,400	5,299	11,242	6,920
India | Biodiesel sales
Sales	3,841	4,100	8,342	4,933
India | Refined Glycerin sales
Sales	$ 1,559	$ 1,199	$ 2,900	$ 1,987

1. Nature of Activities and S27

1. Nature of Activities and Summary of Significant Accounting Policies (Details 1 - shares	Jun. 30, 2018	Jun. 30, 2017
Accounting Policies [Abstract]
Series B preferred (post split basis)	132	133
Common stock options and warrants	3,206	2,589
Debt with conversion feature at $30 per share of common stock	1,222	1,188
Total number of potentially dilutive shares excluded from the diluted net loss per share calculation	4,560	3,910

2. Inventories (Details)

2. Inventories (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Inventories Details Abstract
Raw materials	$ 3,585	$ 2,829
Work-in-progress	2,102	1,605
Finished goods	1,010	1,303
Total inventories	$ 6,697	$ 5,737

3. Property, Plant and Equipm29

3. Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Property Plant And Equipment
Land	$ 2,709	$ 2,747
Plant and Buildings	82,642	82,652
Furniture and fixtures	1,039	1,003
Machinery and equipment	3,909	3,972
Construction in progress	1,837	941
GAFI property, plant & equipment	15,408	15,408
Total gross property, plant & equipment	107,544	106,723
Less accumulated depreciation	(29,841)	(27,886)
Total net property, plant & equipment	$ 77,703	$ 78,837

3. Property, Plant and Equipm30

3. Property, Plant and Equipment (Details 1)	6 Months Ended
	Jun. 30, 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 Equipm31

3. Property, Plant and Equipment (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Property Plant And Equipment Details Narrative Abstract
Depreciation expense	$ 1,149	$ 1,152	$ 2,299	$ 2,298

4. Debt (Details)

4. Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Debt
Third Eye Capital term notes	$ 7,022	$ 6,931
Third Eye Capital revolving credit facility	41,117	35,371
Third Eye Capital revenue participation term notes	11,792	11,636
Third Eye Capital acquisition term notes	23,500	20,048
Third Eye Capital promissory note	2,082	0
Cilion shareholder Seller note payable	5,898	5,824
Subordinated notes	9,391	8,725
EB-5 long term promissory notes	36,658	36,039
Unsecured working capital loans	4,711	4,861
GAFI Term and Revolving loans	26,180	24,351
Total debt	168,351	153,786
Less current portion of debt	19,418	15,625
Total long term debt	$ 148,933	$ 138,161

4. Debt (Details 1)

4. Debt (Details 1) $ in Thousands	Jun. 30, 2018USD ($)
Twelve months ended June 30,
2,019	$ 19,418
2,020	133,327
2,021	14,000
2,022	3,398
Total debt	170,143
Debt issuance costs	(1,792)
Total debt, net of debt issuance costs	$ 168,351

4. Debt (Details Narrative)

4. Debt (Details Narrative) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 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	41,100
Third Eye Capital Revenue Participation Term Note
Principal and interest outstanding	11,800
Third Eye Capital Acquisition Term Notes
Principal and interest outstanding	23,500
Cilion shareholder Seller notes payable
Principal and interest outstanding	5,900
Subordinated Notes
Principal and interest outstanding	9,400		$ 8,700
EB-5 long-term promissory notes
Principal and interest outstanding	35,000
Outstanding accrued interest	1,700
Unsecured working capital loans
Principal and interest outstanding	1,300		1,300
Principal and interest payments made	2,700	$ 2,300
Unsecured working capital loans - Gemini
Principal and interest outstanding	3,400		$ 3,500
Principal and interest payments made	$ 5,400	$ 2,800

5. Variable Interest Entity (De

5. Variable Interest Entity (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 1,069	$ 667	$ 1,069	$ 667	$ 428	$ 1,486
Prepaid expenses	1,381		1,381		2,435
Total current assets	11,288		11,288		11,462
Property, plant and equipment, net	77,703		77,703		78,837
Total assets	93,128		93,128		94,331
Liabilities and stockholder deficit
Accumulated deficit	(175,921)		(175,921)		(160,188)
Total liabilities and stockholder's deficit	93,128		93,128		94,331
Selling, general and administrative expenses	3,589	3,262	7,396	6,557
Operating loss	(876)	(1,667)	(2,879)	(5,635)
Interest expense
Interest rate expense	4,432	3,164	8,703	6,006
Debt related fees and amortization expense	919	1,164	5,676	2,847
Other income	(5)	$ (8)	63	20
Net loss			(17,327)	$ (14,514)
GAFI
Current assets:
Cash and cash equivalents	2		2		184
Prepaid expenses	787		787		1,581
Total current assets	789		789		1,765
Property, plant and equipment, net	15,408		15,408		15,408
Promissory note receivable from Aemetis	6,921		6,921		5,709
Total assets	23,118		23,118		22,882
Liabilities and stockholder deficit
Short term borrowings	1,577		1,577		0
Secured and revolving notes	24,604		24,604		24,351
Total liabilities	26,181		26,181		24,351
Accumulated deficit	(3,063)		(3,063)		(1,469)
Total liabilities and stockholder's deficit	23,118		23,118		$ 22,882
Selling, general and administrative expenses	134		232
Operating loss	(134)		(232)
Interest expense
Interest rate expense	689		1,367
Debt related fees and amortization expense	200		325
Other income	(166)		(330)
Net loss	$ (857)		$ (1,594)

6. Stock-Based Compensation (De

6. Stock-Based Compensation (Details) - Employee Stock Plan	6 Months Ended
	Jun. 30, 2018$ / sharesshares
Shares Available for Grant, Beginning	196
Shares Available for Grant, Authorized	655
Shares Available for Grant, Granted	(1,148)
Shares Available for Grant, Forfeited/Expired	414
Shares Available for Grant, Ending	117
Number of Shares Outstanding, Beginning	2,189
Number of Shares Authorized	0
Number of Shares Granted	1,148
Number of Shares Exercised	(2)
Number of Shares Forfeited/Expired	(414)
Number of Shares Outstanding, Ending	2,921
Weighted Average Exercise Price Outstanding, Beginning | $ / shares	$ 2.70
Weighted Average Exercise Price Authorized | $ / shares	0
Weighted Average Exercise Price Granted | $ / shares	1.07
Weighted Average Exercise Price Exercised | $ / shares	0.67
Weighted Average Exercise Price Forfeited/Expired | $ / shares	4.38
Weighted Average Exercise Price Outstanding, Ending | $ / shares	$ 1.82

6. Stock-Based Compensation (37

6. Stock-Based Compensation (Details 1)	3 Months Ended
	Jun. 30, 2018$ / shares
Stock-based Compensation
Dividend-yield	0.00%
Risk-free interest rate	3.04%
Expected volatility	85.60%
Expected life (years)	6 years 5 months 23 days
Market value per share on grant date	$ 1.71
Fair value per share on grant date	$ 1.28

6. Stock-Based Compensation (38

6. Stock-Based Compensation (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Stockbased Compensation Details Narrative Abstract
Stock compensation expense	$ 318	$ 195	$ 581	$ 604
Unrecognized compensation expense	$ 1,200		$ 1,200
Unrecognized compensation expense, recognition period			2 years

7. Agreements (Details)

7. Agreements (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Agreements Details Abstract
Ethanol sales	$ 30,129	$ 28,130	$ 58,341	$ 51,675
Wet distiller's grains sales	8,499	6,457	16,327	12,038
Corn oil sales	893	852	1,816	1,650
Corn/Milo purchases	28,760	26,338	56,505	49,727
Accounts receivable	852	384	852	384
Accounts payable	$ 2,241	$ 1,719	$ 2,241	$ 1,719

7. Agreements (Details Narrativ

7. Agreements (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Agreements Details Narrative Abstract
Marketing costs	$ 700	$ 700	$ 1,400	$ 1,200

8. Segment Information (Details

8. Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenues	$ 45,028	$ 40,764	$ 88,046	$ 72,338
Cost of goods sold	42,260	39,059	83,412	71,220
Gross profit	2,768	1,705	4,634	1,118
Expenses
Research and development expenses	55	110	117	196
Selling, general and administrative expenses	3,589	3,262	7,396	6,557
Interest rate expense	5,351	4,328	14,379	8,853
Other expense	(5)	(8)	63	20
Income (loss) before income taxes	(6,222)	(5,987)	(17,321)	(14,508)
Capital expenditures	775	467	1,771	511
Depreciation	1,149	1,152	2,299	2,298
North America
Revenues	39,628	35,465	76,804	65,418
Cost of goods sold	37,079	34,359	73,061	65,008
Gross profit	2,549	1,106	3,743	410
Expenses
Research and development expenses	55	110	117	196
Selling, general and administrative expenses	3,420	2,867	6,935	5,891
Interest rate expense	5,199	4,271	14,083	8,828
Other expense	(2)	(11)	43	38
Income (loss) before income taxes	(6,123)	(6,131)	(17,435)	(14,543)
Capital expenditures	567	340	1,057	383
Depreciation	992	997	1,984	1,995
India
Revenues	5,400	5,299	11,242	6,920
Cost of goods sold	5,181	4,700	10,351	6,212
Gross profit	219	599	891	708
Expenses
Research and development expenses	0	0	0	0
Selling, general and administrative expenses	169	395	461	666
Interest rate expense	152	57	296	25
Other expense	(3)	3	20	(18)
Income (loss) before income taxes	(99)	144	114	35
Capital expenditures	208	127	714	128
Depreciation	$ 157	$ 155	$ 315	$ 303

8. Segment Information (Detai42

8. Segment Information (Details 1) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Assets	$ 93,128	$ 94,331
North America
Assets	78,854	80,479
India
Assets	$ 14,274	$ 13,852

9. Related Party Transactions (

9. Related Party Transactions (Details Narrative) - Eric McAfee and McAfee Capital - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Related party debt	$ 400		$ 400		$ 400
Related party transaction	$ 10	$ 6	$ 24	$ 23