Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Jul. 31, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | AEMETIS, INC. | |
Entity Central Index Key | 0000738214 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Sep. 30, 2021 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Entity Common Stock Shares Outstanding | 33,250,807 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Entity File Number | 001-36475 | |
Entity Incorporation State Country Code | DE | |
Entity Tax Identification Number | 26-1407544 | |
Entity Address Address Line 1 | 20400 Stevens Creek Blvd | |
Entity Address Address Line 2 | Suite 700 | |
Entity Address City Or Town | Cupertino | |
Entity Address State Or Province | CA | |
Entity Address Postal Zip Code | 95014 | |
City Area Code | 408 | |
Local Phone Number | 213-0940 | |
Security 12b Title | Common Stock, $0.001 par value | |
Trading Symbol | AMTX | |
Security Exchange Name | NASDAQ |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents ($45 and $235 respectively from VIE) | $ 6,389 | $ 592 |
Accounts receivable, net of allowance for doubtful accounts of $1,404 and $1,260 as of September 30, 2021 and December 31, 2020 | 1,621 | 1,821 |
Inventories | 4,862 | 3,969 |
Prepaid expenses ($153 and $192 respectively from VIE) | 3,596 | 750 |
Other current assets ($0 and $741 respectively from VIE) | 545 | 1,551 |
Total current assets | 17,013 | 8,683 |
Property, plant and equipment, net ($33,402 and $22,628 respectively from VIE) | 124,915 | 109,880 |
Operating lease right-of-use assets ($14 and $28 respectively from VIE) | 2,572 | 2,889 |
Other assets ($24 and $24 respectively from VIE) | 2,479 | 3,687 |
Total assets | 146,979 | 125,139 |
Current liabilities: | ||
Accounts payable ($4,829 and $6,271 respectively from VIE) | 13,887 | 20,739 |
Current portion of long term debt | 9,962 | 44,974 |
Short term borrowings | 13,901 | 14,541 |
Mandatorily redeemable Series B convertible preferred stock | 3,328 | 3,252 |
Accrued property taxes | 6,801 | 5,674 |
Accrued contingent litigation fees | 6,200 | 6,200 |
Current portion of operating lease liability ($13 and $10 respectively from VIE) | 286 | 316 |
Current portion of Series A preferred units ($8,660 and $2,015 respectively from VIE) | 8,660 | 2,015 |
Other current liabilities ($393 and $129 respectively from VIE) | 11,580 | 4,524 |
Total current liabilities | 74,605 | 102,235 |
Long term liabilities: | ||
Senior secured notes and revolving notes | 117,197 | 125,624 |
EB-5 notes | 32,500 | 32,500 |
Other long term debt ($42 and $0 respectively from VIE) | 11,418 | 11,980 |
Series A preferred units ($38,257 and $32,022 respectively from VIE) | 38,257 | 32,022 |
Operating lease liability ($0 and $11 respectively from VIE) | 2,381 | 2,578 |
Other long term liabilities ($0 and $74 respectively from VIE) | 2,714 | 2,944 |
Total long term liabilities | 204,467 | 207,648 |
Stockholders' deficit: | ||
Series B convertible preferred stock, $0.001 par value; 7,235 authorized; 1,285 and 1,323 shares issued and outstanding each period, respectively (aggregate liquidation preference of $3,855 and $3,969 respectively) | 1 | 1 |
Common stock, $0.001 par value; 40,000 authorized; 32,564 and 22,830 shares issued and outstanding each period, respectively | 33 | 23 |
Additional paid-in capital | 192,520 | 93,426 |
Accumulated deficit | (320,346) | (274,080) |
Accumulated other comprehensive loss | (4,301) | (4,114) |
Total stockholders' deficit | (132,093) | (184,744) |
Total liabilities and stockholders' deficit | $ 146,979 | $ 125,139 |
CONSOLIDATED CONDENSED BALANC_2
CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Allowance for doubtful accounts | $ 140,400,000 | $ 1,260,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in thousands) | 40,000,000 | 40,000 |
Common stock, shares issued (in thousands) | 32,564,000 | 22,830 |
Common stock, shares outstanding (in thousands) | 32,564 | 22,830,000 |
Series B Convertible Preferred Stock | ||
Series B preferred stock, par value | $ 0.001 | $ 0.001 |
Series B preferred stock, authorized (in thousands) | 7,235,000 | 7,235 |
Series B preferred stock, shares issued (in thousands) | 1,285,000 | 1,323 |
Series B preferred stock, shares outstanding (in thousands) | 1,285 | 1,323 |
Aggregate liquidation preference | $ 3,855,000 | $ 3,969 |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Cash and cash equivalents, VIE | 45,000 | 235,000 |
Prepaid expenses, VIE | 153,000 | 192,000 |
Other current assets, VIE | 0 | 741,000 |
Property, plant and equipment, VIE | 33,402,000 | 22,628,000 |
Operating lease right-of-use assets, VIE | 14,000 | 28,000 |
Other assets, VIE | 24,000 | 24,000 |
Accounts payable, VIE | 4,829,000 | 6,271,000 |
Current portion of operating lease liability, VIE | 13,000 | 10,000 |
Other current liabilities, VIE | 393,000 | 129,000 |
Other long term debt, VIE | 42,000 | 0 |
Series A preferred units, VIE | 38,257,000 | 32,022,000 |
Operating lease liability, VIE | 0 | 11,000 |
Other long term liabilities, VIE | 0 | 74,000 |
Current portion of Series A preferred units, VIE | $ 8,660,000 | $ 2,015,000 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) | ||||
Revenues | $ 49,895,000 | $ 40,923,000 | $ 147,586,000 | $ 128,227,000 |
Cost of goods sold | 54,680,000 | 40,152,000 | 152,333,000 | 113,830,000 |
Gross profit (loss) | (4,785,000) | 771,000 | (4,747,000) | 14,397,000 |
Research and development expenses | 22,000 | 37,000 | 66,000 | 175,000 |
Selling, general and administrative expenses | 5,087,000 | 4,563,000 | 16,222,000 | 12,548,000 |
Operating income (loss) | (9,894,000) | (3,829,000) | (21,035,000) | 1,674,000 |
Interest expense | ||||
Interest rate expense | 4,408,000 | 5,796,000 | 14,902,000 | 16,956,000 |
Debt related fees and amortization expense | 1,140,000 | 674,000 | 3,045,000 | 2,578,000 |
Accretion and other expenses of Series A preferred units | 2,185,000 | 1,765,000 | 7,928,000 | 4,087,000 |
Gain on debt extinguishment | 0 | 0 | (1,134,000) | 0 |
Other expense (income) | (30,000) | 153,000 | 483,000 | 393,000 |
Loss before income taxes | (17,597,000) | (12,217,000) | (46,259,000) | (22,340,000) |
Income tax expense (benefit) | 0 | 0 | 7,000 | (263,000) |
Net loss | (17,597,000) | (12,217,000) | (46,266,000) | (22,077,000) |
Other comprehensive (loss) | ||||
Foreign currency translation gain (loss) | 22,000 | 314,000 | (187,000) | (381,000) |
Comprehensive loss | $ (17,575,000) | $ (11,903,000) | $ (46,453,000) | $ (22,458,000) |
Net loss per common share | ||||
Basic | $ (0.55) | $ (0.59) | $ (1.55) | $ (1.06) |
Diluted | $ (0.55) | $ (0.59) | $ (1.55) | $ (1.06) |
Weighted average shares outstanding | ||||
Basic | 31,857 | 20,861 | 29,818 | 20,732 |
Diluted | 31,857 | 20,861 | 29,818 | 20,732 |
CONSOLIDATED CONDENSED STATEM_2
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating activities: | ||
Net loss | $ (46,266,000) | $ (22,077,000) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Share-based compensation | 1,401,000 | 826,000 |
Depreciation | 4,106,000 | 3,515,000 |
Debt related fees and amortization expense | 3,045,000 | 2,578,000 |
Intangibles and other amortization expense | 35,000 | 36,000 |
Accretion and other expenses of Series A preferred units | 7,928,000 | 4,087,000 |
Gain on debt extinguishment | (1,134,000) | 0 |
Deferred tax benefit | 0 | (263,000) |
Provision for bad debts | 144,000 | 647,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 50,000 | (1,902,000) |
Inventories | (902,000) | 1,542,000 |
Prepaid expenses | (2,847,000) | 66,000 |
Other assets | 2,475,000 | 1,684,000 |
Accounts payable | (4,624,000) | 330,000 |
Accrued interest expense and fees | 9,256,000 | 16,011,000 |
Other liabilities | 7,340,000 | (24,000) |
Net cash (used in) provided by operating activities | (19,993,000) | 7,056,000 |
Investing activities: | ||
Capital expenditures | (18,771,000) | (14,921,000) |
Grant proceeds received for capital expenditures | 1,224,000 | 0 |
Note receivable | 0 | (3,687,000) |
Net cash used in investing activities | (17,547,000) | (18,608,000) |
Financing activities: | ||
Proceeds from borrowings | 0 | 12,135,000 |
Repayments of borrowings | (53,523,000) | (11,792,000) |
TEC debt renewal and waiver fee payments | (1,008,000) | (300,000) |
Grant proceeds received for capital expenditures | 115 | 256 |
Payments on finance leases | (373,000) | (1,137,000) |
Proceeds from issuance of common stock in equity offering | 94,203,000 | 0 |
Proceeds from the exercise of stock options | 1,104,000 | 260,000 |
Proceeds from Series A preferred units financing | 3,130,000 | 11,564,000 |
Series A preferred financing redemption | (300,000) | 0 |
Net cash provided by financing activities | 43,348,000 | 10,986,000 |
Effect of exchange rate changes on cash and cash equivalents | (11,000) | (11,000) |
Net change in cash and cash equivalents for period | 5,797,000 | (577,000) |
Cash and cash equivalents at beginning of period | 592,000 | 656,000 |
Cash and cash equivalents at end of period | 6,389,000 | 79,000 |
Supplemental disclosures of cash flow information, cash paid: | ||
Cash paid for interest | 5,646,000 | 702,000 |
Income taxes paid | 7,000 | 8,000 |
Supplemental disclosures of cash flow information, non-cash transactions: | ||
Subordinated debt extension fees added to debt | 680,000 | 680,000 |
Fair value of warrants issued to subordinated debt holders | 1,546,000 | 181,000 |
TEC debt extension, waiver fees, promissory notes fees added to debt | 608,000 | 1,793,000 |
Capital expenditures in accounts payable | 4,695,000 | 1,182,000 |
Operating lease liabilities arising from obtaining right of use assets | 0 | 2,688,000 |
Financing lease liabilities arising from obtaining right of use assets | 113,000 | 2,988,000 |
Capital expenditures purchased on financing | 55,000 | 5,652,000 |
Issuance of equity to pay off accounts payable | $ 893,000 | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS DEFICIT (Unaudited) - USD ($) | Total | Series B Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Balance, shares at Dec. 31, 2019 | 1,323,000 | 20,570,000 | ||||
Balance, amount at Dec. 31, 2019 | $ (154,372,000) | $ 1,000 | $ 21,000 | $ 86,852,000 | $ (237,421,000) | $ (3,825,000) |
Stock-based compensation | 310,000 | 0 | $ 0 | 310,000 | 0 | 0 |
Issuance and exercise of warrants, shares | 113,000 | |||||
Issuance and exercise of warrants, amount | 93,000 | 0 | $ 0 | 93,000 | 0 | 0 |
Foreign currency translation loss | (668,000) | 0 | 0 | 0 | 0 | (668,000) |
Net loss | (12,052,000) | $ 0 | $ 0 | 0 | (12,052,000) | 0 |
Balance, shares at Mar. 31, 2020 | 1,323,000 | 20,683,000 | ||||
Balance, amount at Mar. 31, 2020 | (166,689,000) | $ 1,000 | $ 21,000 | 87,255,000 | (249,473,000) | (4,493,000) |
Balance, shares at Dec. 31, 2019 | 1,323,000 | 20,570,000 | ||||
Balance, amount at Dec. 31, 2019 | (154,372,000) | $ 1,000 | $ 21,000 | 86,852,000 | (237,421,000) | (3,825,000) |
Stock-based compensation | 826,000 | |||||
Net loss | (22,077,000) | |||||
Foreign currency translation gain | (381,000) | |||||
Balance, shares at Sep. 30, 2020 | 1,323,000 | 21,027,000 | ||||
Balance, amount at Sep. 30, 2020 | (175,563,000) | $ 1,000 | $ 21,000 | 88,119,000 | (259,498,000) | (4,206,000) |
Balance, shares at Mar. 31, 2020 | 1,323,000 | 20,683,000 | ||||
Balance, amount at Mar. 31, 2020 | (166,689,000) | $ 1,000 | $ 21,000 | 87,255,000 | (249,473,000) | (4,493,000) |
Stock-based compensation | 325,000 | 0 | 0 | 325,000 | 0 | 0 |
Issuance and exercise of warrants, amount | 0 | 0 | 0 | 0 | 0 | 0 |
Foreign currency translation loss | (27,000) | 0 | 0 | 0 | 0 | (27,000) |
Net income | 2,192,000 | $ 0 | $ 0 | 0 | 2,192,000 | 0 |
Balance, shares at Jun. 30, 2020 | 1,323,000 | 20,683,000 | ||||
Balance, amount at Jun. 30, 2020 | (164,199,000) | $ 1,000 | $ 21,000 | 87,580,000 | (247,281,000) | (4,520,000) |
Stock-based compensation | 191,000 | 0 | $ 0 | 191,000 | 0 | 0 |
Issuance and exercise of warrants, shares | 112,000 | |||||
Issuance and exercise of warrants, amount | 88,000 | 0 | $ 0 | 88,000 | 0 | 0 |
Net loss | (12,217,000) | 0 | $ 0 | 0 | (12,217,000) | 0 |
Stock options exercised, shares | 232,000 | |||||
Stock options exercised, amount | 260,000 | 0 | $ 0 | 260,000 | 0 | 0 |
Foreign currency translation gain | 314,000 | $ 0 | $ 0 | 0 | 0 | 314,000 |
Balance, shares at Sep. 30, 2020 | 1,323,000 | 21,027,000 | ||||
Balance, amount at Sep. 30, 2020 | (175,563,000) | $ 1,000 | $ 21,000 | 88,119,000 | (259,498,000) | (4,206,000) |
Balance, shares at Dec. 31, 2020 | 1,323,000 | 22,830,000 | ||||
Balance, amount at Dec. 31, 2020 | (184,744,000) | $ 1,000 | $ 23,000 | 93,426,000 | (274,080,000) | (4,114,000) |
Stock-based compensation | 835,000 | 0 | $ 0 | 835,000 | 0 | 0 |
Issuance and exercise of warrants, shares | 113,000 | |||||
Issuance and exercise of warrants, amount | 281,000 | 0 | $ 0 | 281,000 | 0 | 0 |
Foreign currency translation loss | (25,000) | 0 | 0 | 0 | 0 | (25,000) |
Net loss | (18,112,000) | 0 | $ 0 | 0 | (18,112,000) | 0 |
Stock options exercised, shares | 1,226,000 | |||||
Stock options exercised, amount | 1,003,000 | 0 | $ 1,000 | 1,002,000 | 0 | 0 |
Issuance of common stock, shares | 5,682,000 | |||||
Issuance of common stock, amount | 62,395,000 | $ 0 | $ 6,000 | 62,389,000 | 0 | 0 |
Balance, shares at Mar. 31, 2021 | 1,323,000 | 29,851,000 | ||||
Balance, amount at Mar. 31, 2021 | (138,367,000) | $ 1,000 | $ 30,000 | 157,933,000 | (292,192,000) | (4,139,000) |
Balance, shares at Dec. 31, 2020 | 1,323,000 | 22,830,000 | ||||
Balance, amount at Dec. 31, 2020 | (184,744,000) | $ 1,000 | $ 23,000 | 93,426,000 | (274,080,000) | (4,114,000) |
Stock-based compensation | 1,400,000 | |||||
Net loss | $ (46,266,000) | |||||
Stock options exercised, shares | 0 | |||||
Foreign currency translation gain | $ (187,000) | |||||
Balance, shares at Sep. 30, 2021 | 1,285,000 | 32,564,000 | ||||
Balance, amount at Sep. 30, 2021 | (132,093,000) | $ 1,000 | $ 33,000 | 192,520,000 | (320,346,000) | (4,301,000) |
Balance, shares at Mar. 31, 2021 | 1,323,000 | 29,851,000 | ||||
Balance, amount at Mar. 31, 2021 | (138,367,000) | $ 1,000 | $ 30,000 | 157,933,000 | (292,192,000) | (4,139,000) |
Stock-based compensation | 281,000 | 0 | 0 | 281,000 | 0 | 0 |
Foreign currency translation loss | (184,000) | 0 | 0 | 0 | 0 | (184,000) |
Net loss | (10,557,000) | 0 | $ 0 | 0 | (10,557,000) | 0 |
Stock options exercised, shares | 745,000 | |||||
Stock options exercised, amount | 29,000 | 0 | $ 1,000 | 28,000 | 0 | 0 |
Issuance of common stock, shares | 976,000 | |||||
Issuance of common stock, amount | 24,774,000 | $ 0 | $ 1,000 | 24,773,000 | 0 | 0 |
Balance, shares at Jun. 30, 2021 | 1,323,000 | 31,572,000 | ||||
Balance, amount at Jun. 30, 2021 | (124,024,000) | $ 1,000 | $ 32,000 | 183,015,000 | (302,749,000) | (4,323,000) |
Stock-based compensation | 285,000 | $ 0 | 285,000 | 0 | 0 | |
Issuance and exercise of warrants, shares | 113,000 | |||||
Issuance and exercise of warrants, amount | 1,265,000 | $ 0 | 1,265,000 | 0 | 0 | |
Net loss | (17,597,000) | 0 | (17,597,000) | 0 | ||
Stock options exercised, shares | 299,000 | |||||
Stock options exercised, amount | 72,000 | $ 0 | 72,000 | 0 | 0 | |
Foreign currency translation gain | 22,000 | 0 | 0 | 22,000 | ||
Issuance of common stock, shares | 576,000 | |||||
Issuance of common stock, amount | 7,884,000 | $ 1,000 | 7,883,000 | 0 | 0 | |
Series B conversion to common stock, shares | (38) | 4 | ||||
Sereis B conversion to common stock, amount | 0 | $ 0 | $ 0 | 0 | 0 | 0 |
Balance, shares at Sep. 30, 2021 | 1,285,000 | 32,564,000 | ||||
Balance, amount at Sep. 30, 2021 | $ (132,093,000) | $ 1,000 | $ 33,000 | $ 192,520,000 | $ (320,346,000) | $ (4,301,000) |
Nature of Activities and Summar
Nature of Activities and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Nature of Activities and Summary of Significant Accounting Policies | |
1. Nature of Activities and Summary of Significant Accounting Policies | 1. Nature of Activities and Summary of Significant Accounting Policies Nature of Activities Founded in 2006, we have completed Phase 1 and are expanding a California biogas digester network and pipeline system to convert dairy waste gas into Renewable Natural Gas (RNG). We own and operate a 65 million gallon per year ethanol production facility located in Keyes, California (the “Keyes Plant”). In addition to low carbon renewable fuel ethanol, the Keyes Plant produces Wet Distillers Grains (“WDG”), Distillers Corn Oil (“DCO”), and Condensed Distillers Solubles (“CDS”), all of which are sold to local dairies and feedlots as animal feed. In the fourth quarter of 2021, an ethanol membrane dehydration system was commissioned at the Keyes Plant, a key part of increasing the electrification and decreasing natural gas usage at the facility. This project reduces greenhouse gas (“GHG”) emissions and decreases the carbon intensity of fuel produced at the Keyes Plant, allowing us to realize a higher price for the ethanol produced and sold. We also own and operate a 50 million gallon per year renewable chemical and advanced fuel production facility (“Kakinada Plant”) on the East Coast of India that produces high quality distilled biodiesel and refined glycerin for customers in India and Europe. We are developing the Carbon Zero sustainable aviation fuel (SAF) and renewable diesel fuel biorefineries in California to utilize distillers corn oil and other renewable oils to produce low carbon intensity renewable jet and diesel fuel using cellulosic hydrogen from waste orchard and forest wood, while pre-extracting cellulosic sugars from the waste wood to be processed into high value cellulosic ethanol at the Keyes plant. Additionally, we operate a research and development laboratory to develop efficient conversion technologies using waste feedstocks to produce biofuels and biochemicals. We hold a portfolio of patents and exclusive technology licenses to produce renewable fuels and biochemicals. We own a partially completed plant in Goodland, Kansas (the “Goodland Plant”) through our subsidiary Goodland Advanced Fuels, Inc., (“GAFI”), which was formed to acquire the Goodland Plant. During 2018, Aemetis Biogas, LLC (“ABGL”) was formed to construct bio-methane anaerobic digesters at local dairies near the Keyes Plant, many of whom also purchase WDG produced at the Keyes Plant. The digesters are connected via a pipeline owned by ABGL to a gas cleanup and compression unit being built at the Keyes Plant to produce Renewable Natural Gas (“RNG”). During the third quarter of 2020, ABGL completed construction on the first two dairy digesters along with the pipeline that carries bio-methane from these dairies to the Keyes Plant. Upon receiving the bio-methane from the dairies, impurities are removed, and the bio-methane is converted to RNG where it will be either injected into the local gas utility pipeline, supplied as renewable compressed natural gas (“RCNG”) that will service local trucking fleets, or used as renewable energy at the Keyes Plant. During the first quarter of 2021, we announced our “Carbon Zero” biofuels production plants designed to produce biofuels, including renewable jet and diesel fuel utilizing cellulosic hydrogen and non-edible renewable oils sourced from our existing biofuels plants and other sources. The first plant, in Riverbank, California, “Carbon Zero 1”, is expected to utilize hydroelectric and other renewable power available onsite to produce 45 million gallons per year of jet fuel, renewable diesel, and other byproducts. The plant is expected to supply the aviation and truck markets with ultra-low carbon renewable fuels to reduce greenhouse gas (“GHG”) emissions and other pollutants associated with conventional petroleum-based fuels. The Company is continuing to develop a biomass-to-fuel technology to build a carbon zero production facility. By producing ultra-low carbon renewable fuels, the Company expects to capture higher value D3 RINs and California’s LCFS credits. D3 RINs have a higher value in the marketplace than D6 RINs due to D3 RINs’ relative scarcity and mandated pricing formula from the United States EPA. On April 1, 2021, we established Aemetis Carbon Capture, Inc. to build carbon sequestration projects to generate LCFS and IRS 45Q credits by injecting CO₂ into wells which are monitored for emissions to ensure the long-term sequestration of carbon underground. California’s Central Valley is well established as a major region for large-scale natural gas production and CO₂ injection projects due to the subsurface geologic formation that retains gases. We also own and operate the Kakinada Plant with a nameplate capacity of 150 thousand metric tons per year, or about 50 million gallons per year, producing high quality distilled biodiesel and refined glycerin for customers in India and Europe. We believe the Kakinada Plant is one of the largest biodiesel production facilities in India on a nameplate capacity basis. The Kakinada Plant is capable of processing a variety of vegetable oils and animal fat waste feedstocks into biodiesel that meet international product standards. The Kakinada Plant also distills the crude glycerin byproduct from the biodiesel refining process into refined glycerin, which is sold to the pharmaceutical, personal care, paint, adhesive and other industries. Basis of Presentation and Consolidation The accompanying consolidated condensed balance sheet as of September 30, 2021, the consolidated condensed statements of operations and comprehensive (loss) for the three and nine months ended September 30, 2021 and 2020, the consolidated condensed statements of cash flows for the nine months ended September 30, 2021 and 2020, and the consolidated condensed statements of stockholders’ deficit for the three and nine months ended September 30, 2021 and 2020 are unaudited. The consolidated condensed balance sheet as of December 31, 2020 was derived from the 2020 audited consolidated financial statements and notes thereto. The consolidated condensed financial statements in this report should be read in conjunction with the 2020 audited consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2020. 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 Company’s management, the unaudited interim consolidated condensed financial statements for the three and nine months ended September 30, 2021 and 2020 have been prepared on the same basis as the audited consolidated statements as of December 31, 2020 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 nine months ended September 30, 2021 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 North America: During the first quarter of 2020, Aemetis began selling high-grade alcohol for consumer applications directly to customers on the West Coast and Midwest using a variety of payment terms. These agreements and terms were evaluated according to ASC 606 guidance and such revenue is recognized upon satisfaction of the performance obligation by delivery of the product based on the terms of the agreement. Sales of high-grade alcohol were minimal for the third quarter and year to date revenue for 2021 and were aggregated with ethanol sales for the three and nine months ended September 30, 2021. Sales of high-grade alcohol represented 2% and 18% of revenue for the three and nine months ended September 30, 2020, respectively. The below table shows our sales in North America by product category: For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Ethanol and high-grade alcohol sales $ 39,131 $ 24,825 $ 111,220 $ 86,387 Wet distiller's grains sales 8,919 7,143 30,584 22,983 Other sales 1,782 1,163 5,086 4,856 $ 49,832 $ 33,131 $ 146,890 $ 114,226 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. 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 certain contractual agreements. In North America, we buy corn as feedstock for the production of ethanol, from our working capital partner J.D. Heiskell. Prior to May 13, 2020, we sold all our ethanol, WDG, and corn oil to J.D. Heiskell. Subsequent to May 13, 2020, we sold most of our fuel ethanol to one customer, Kinergy, and sold all WDG and corn oil to J.D. Heiskell. During the second quarter, the Company signed a biofuels offtake agreement with Murex, LLC, and beginning on October 1, 2021 the Company will sell all of our fuel ethanol to that customer. We consider the purchase of corn as a cost of goods sold and the sale of ethanol, upon transfer to the common carrier, 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 legal title to the goods during the processing time. The pricing for both corn and ethanol is set independently. 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 in cost of goods sold and selling, general and administrative expenses, respectively, when revenue is recognized. Revenues are recorded at the gross invoiced amount. Hence, we are the principal in North America sales scenarios where our customer and vendor may be the same. India: The below table shows our sales in India by product category: For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Biodiesel sales $ - $ 7,325 $ 465 $ 12,267 Refined glycerin sales - 449 125 909 PFAD sales - - - 774 Other sales 63 18 106 51 $ 63 $ 7,792 $ 696 $ 14,001 In India, we also assessed principal versus agent criteria as we buy our feedstock from our customers and process and sell finished goods to those same customers in certain contractual agreements. 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 according to agreements when we enter into in these situations. Hence, we are the principal in India sales scenarios where our customer and vendor may be the same. 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 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 receivables 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 reserved $1.4 million and $1.3 million in the allowances for doubtful accounts as of September 30, 2021 and December 31, 2020, respectively. Inventories Investments. Cost Method Investments Variable Interest Entities. 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, California Energy Commission Low-Carbon Fuel Production Program California Department of Food and Agriculture Dairy Digester Research and Development Grant In October 2020, the Company was awarded $7.8 million in matching grants from the CDFA Dairy Digester Research and Development program. The CDFA grant reimburses the Company for costs required to permit and construct six of the Company’s biogas capture systems under contract with central California dairies. The Company has received $33 thousand from the CDFA 2020 grant program as of September 30, 2021 as reimbursement for actual costs incurred. Due to the uncertainty associated with the approval process under the grant program, the Company recognizes the grant as a reduction of the costs in the period when approval is received. California Energy Commission Low Carbon Advanced Ethanol Grant Program. 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 September 30, 2021 and 2020: As of September 30, 2021 September 30, 2020 Series B preferred (post split basis) 129 132 Common stock options and warrants 3,929 5,846 Debt with conversion feature at $30 per share of common stock 1,280 1,294 Total number of potentially dilutive shares excluded from the diluted net (loss) per share calculation 5,338 7,272 Comprehensive Income (Loss). Comprehensive Income (Loss) Foreign Currency Translation/Transactions. Operating Segments. The “North America” operating segment includes the Company’s 65 million gallons per year capacity Keyes Plant in California, the ultra-low carbon renewable fuel project in Riverbank, the biogas digesters on dairies near Keyes, California, the Goodland Plant in Kansas and the research and development facility in Minnesota. The “India” operating segment includes the Company’s 50 million gallon per year capacity Kakinada Plant in India, the administrative offices in Hyderabad, India, and the holding companies in Nevada and Mauritius. Fair Value of Financial Instruments. Share-Based Compensation. Commitments and Contingencies. Contingencies Convertible Instruments Debt Modification Accounting Debt–Modification and Extinguishments Recently Issued Accounting Pronouncements ASU 2016-13: Measurement of Credit Losses on Financial Instruments. For a complete summary of the Company’s significant accounting policies, please refer to the Company’s audited financial statements and notes thereto for the years ended December 31, 2020 and 2019 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 15, 2021. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2021 | |
Inventories | |
2. Inventories | 2. Inventories Inventories consist of the following: September 30, 2021 December 31, 2020 Raw materials $ 1,363 $ 1,382 Work-in-progress 1,274 1,266 Finished goods 2,225 1,321 Total inventories $ 4,862 $ 3,969 As of September 30, 2021, and December 31, 2020, the Company recognized a lower of cost or net realizable value impairment of none and $0.7 million respectively, related to inventory. |
Property Plant and Equipment
Property Plant and Equipment | 9 Months Ended |
Sep. 30, 2021 | |
Property Plant and Equipment | |
3. Property, Plant and Equipment | 3. Property, Plant and Equipment Property, plant and equipment consist of the following: As of September 30, 2021 December 31, 2020 Land $ 4,084 $ 4,092 Plant and buildings 97,168 97,398 Furniture and fixtures 1,305 1,195 Machinery and equipment 5,298 5,188 Construction in progress 44,322 25,397 Property held for development 15,414 15,408 Finance lease right of use assets 2,317 2,308 Total gross property, plant & equipment 169,908 150,986 Less accumulated depreciation (44,993 ) (41,106 ) Total net property, plant & equipment $ 124,915 $ 109,880 For the three months ended September 30, 2021 and 2020, interest capitalized in property, plant, and equipment was $1.4 million and $0.1 million, respectively. For the nine months ended September 30, 2021 and 2020, interest capitalized in property, plant, and equipment was $2.9 million and $0.3 million, respectively. Construction in progress contains incurred costs for the ABGL biogas project, Riverbank project, and energy efficient upgrades at the Keyes Plant. In the second quarter of 2020, the CO₂ Project commenced operations and was placed in service at that time. In the third quarter of 2020, two dairy digesters commenced operations and were placed in service at that time. Spending for ongoing capital projects is accumulated in construction in progress and will be capitalized with subsequent depreciation once the capital projects are finished and are in service. 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 and equipment 5 - 15 Furniture and fixtures 3 - 5 For the three months ended September 30, 2021 and 2020, the Company recorded depreciation expense of $1.3 million for each period. For the nine months ended September 30, 2021 and 2020, the Company recorded depreciation expense of $4.1 and $3.5 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 and nine months ended September 30, 2021 and 2020. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt | |
4. Debt | 4. Debt Debt consists of the following: September 30, 2021 December 31, 2020 Third Eye Capital term notes $ 7,093 $ 7,066 Third Eye Capital revolving credit facility 71,732 80,310 Third Eye Capital revenue participation term notes 11,914 11,864 Third Eye Capital acquisition term notes 26,457 26,384 Third Eye Capital promissory note - 1,444 Cilion shareholder seller notes payable 6,386 6,274 Subordinated notes 13,229 12,745 EB-5 promissory notes 42,462 43,120 GAFI Term and Revolving loans - 33,626 Term loans on capital expenditures 5,705 5,652 PPP loans - 1,134 Total debt 184,978 229,619 Less current portion of debt 23,863 59,515 Total long term debt $ 161,115 $ 170,104 Third Eye Capital Note Purchase Agreement 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 (the “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 (the “Revenue Participation Term Notes”); and (iv) senior secured term loans in an aggregate principal amount of $15.0 million (the “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 April 1, 2020, the Company exercised the option to extend the maturity of Third Eye Capital Notes to April 1, 2021 for a fee of 1% of the outstanding note balance instead of agreed fee of 5% in Amendment No.14 to the Note Purchase Agreement. We have evaluated the reduction in extension fee to 1% in accordance with ASC 470-60 Troubled Debt Restructuring. According to the guidance, we considered the 1% extension fee to be a troubled debt restructuring. On August 11, 2020, Third Eye Capital agreed to Limited Waiver and Amendment No. 17 to the Note Purchase Agreement (“Amendment No. 17”), to (i) provide that the maturity date of the Third Eye Capital Notes may be further extended at our election to April 1, 2022 in exchange for an extension fee equal to 1% of the Note Indebtedness in respect to each Note, provided that such fee may be added to the outstanding principal balance of each Note on the effective date of each such extension, (ii) provide for a waiver of the ratio of note indebtedness covenant for the quarters ended March 31, 2021 and June 30, 2021. As consideration for such amendment and waivers, the borrowers also agreed to pay Third Eye Capital an amendment and waiver fee of $0.3 million in cash (the “Amendment No. 17 Fee”). On November 5, 2020, Third Eye Capital agreed to Limited Waiver and Amendment No. 18 to the Note Purchase Agreement (“Amendment No. 18”) to provide for a waiver of the ratio of note indebtedness covenant for the quarter ended September 30, 2021. As consideration for such amendment and waivers, the borrowers also agreed to pay Third Eye Capital an amendment fee of $50 thousand. We have evaluated the $0.3 million waiver fee in Amendment No. 17 and the $50 thousand waiver fee in Amendment No. 18 in accordance with ASC 470-60 Troubled Debt Restructuring According to the guidance, we considered the $0.3 million fee in Amendment No.17 and the $50 thousand waiver fee in Amendment No. 18 to be troubled debt restructurings. In order to assess whether the creditor granted a concession, we calculated the post-restructuring effective interest rate by projecting cash flows on the new terms and calculated a discount rate equal to the carrying amount of pre-restructuring of debt, and by comparing this calculation to the terms of Amendment No. 15, we determined that Third Eye Capital provided a concession in accordance with the provisions of ASC 470-60 and thus applied troubled debt restructuring accounting, resulting in no gain or loss from the application of this accounting. Using the effective interest method of amortization, the Amendment No. 17 waiver fee of $0.3 million is being amortized over the stated remaining life of the Third Eye Capital Notes. On February 27, 2019, a promissory note (the “February 2019 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, 2019. In consideration of the February 2019 Note, $0.1 million of the total proceeds were paid to Third Eye Capital as financing charges. On April 30, 2019, the February 2019 Note was modified to remove the stated maturity date and instead be due on demand by Third Eye Capital. In third quarter of 2019, the February 2019 Note was modified to include additional borrowings of $0.7 million. In first quarter of 2020, the February 2019 Note was modified to include additional borrowings of $0.6 million. The February 2019 note was fully repaid in the first quarter of 2021. On March 14, 2021, Third Eye Capital agreed to Limited Waiver and Amendment No. 19 to the Note Purchase Agreement (“Amendment No. 19”), to (i) provide for a waiver of the ratio of note indebtedness covenant for the quarter ended December 31, 2021, (ii) provide for a waiver of the consolidated unfunded capital expenditures covenant for the quarters through March 31, 2021. As consideration for such amendment and waivers, the borrowers also agreed to pay Third Eye Capital an amendment and waiver fee of $0.1 million in cash (the “Amendment No. 19 Fee”). We gave the notice to extend the maturity date of the Notes to April 1, 2022 and the extension fee equal to 1% of the Note Indebtedness in respect to each Note, provided that half of such fee may be added to the outstanding principal balance of each Note on the effective date of each such extension and rest of the balance may be payable in cash or common stock within 60 days of the date of such relevant extension. We evaluated the terms of the Amendment No. 19 and the maturity date extension and applied modification accounting treatment in accordance with ASC 470-50 Debt – Modification and Extinguishment. On August 9, 2021, Third Eye Capital agreed to the Limited Waiver and Amendment No. 20 to the Note Purchase Agreement (“Amendment No. 20”) to: (i) provide that, upon written notice to Third Eye Capital, the maturity date may be further extended to April 1, 2023 in exchange for an extension fee equal to 1% of the Note Indebtedness in respect of each Note, where half of such fee may be added to the outstanding principal balance of each Note on the effective date of each such extension; (ii) provide for a waiver of the ratio of note indebtedness covenant for the quarters ended March 31, 2022, June 30, 2022, September 30, 2022 and December 31, 2022; and (iii) provide for a waiver of the unfunded capital expenditures covenant for the quarter ended June 30, 2021 in which the Company exceeded the $100,000 capital expenditures limit. As consideration for such amendment and waivers, the borrowers also agreed to pay Third Eye Capital an amendment and waiver fee of $0.3 million in cash. We evaluated the terms of the Amendment No.20 and applied modification accounting treatment in accordance with ASC 470-50 Debt – Modification and Extinguishment. On November 5, 2021, Third Eye Capital agreed to the Limited Waiver and Amendment No. 21 to the Note Purchase Agreement (“Amendment No. 21”) to: (i) provide a waiver for the Blocked Account Agreement Violation in which the Borrowers failed to deliver Blocked Account Control Agreements by August 31, 2021 and (ii) provide for a waiver for the Subordinated Debt Violation, in which the Company made a repayment to a Subordinated Debt lender. As consideration for such amendment and waivers, the borrowers also agreed to pay Third Eye Capital an amendment and waiver fee of $0.1 million in cash. We will evaluate the terms of the Amendment No.21 in accordance with ASC 470-50 Debt – Modification and Extinguishment. As Amendments No. 19, No. 20, and No 21 waived certain covenants over the next four quarters, the notes are classified as long-term debt. On March 6, 2020, we and a subsidiary entered into a one-year reserve liquidity facility governed by a promissory note, payable to Third Eye Capital, in the principal amount of $18 million. On March 14, 2021, Third Eye agreed to increase the amount available under the reserve liquidity facility to $70.0 million and extend the maturity date to April 1, 2022. Borrowings under the facility are available from March 14, 2021 until maturity on April 1, 2022. Interest on borrowed amounts accrues at a rate of 30% per annum, paid monthly in arrears and may be capitalized and due upon maturity, 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) 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 (b) April 1, 2022. Any amounts may be re-borrowed up to repaid amounts up until the maturity date of April 1, 2022. The promissory note is secured by liens and security interests upon the property and assets of the Company. In return, the Company will pay a non-refundable standby fee at 2% per annum of the difference between the aggregate principal amount outstanding and the commitment, payable monthly in cash. In addition, if any initial advances are drawn under the facility, the Company will pay a non-refundable one-time fee in the amount of $0.5 million provided that such fee may be added to the principal amount of the promissory note on the date of such initial advance. On August 9, 2021, Third Eye Capital agreed to decrease the amount available under the reserve liquidity notes governed by a promissory note to $40.0 million. On August 9, 2021, Third Eye Capital agreed to decrease the amount available under the reserve liquidity facility notes governed by a promissory note to $40.0 million. Interest on borrowed amounts accrues at a rate of 30% per annum, paid monthly in arrears and may be capitalized and due upon maturity, 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) 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 (b) April 1, 2022. Any amounts may be re-borrowed up to repaid amounts up until the maturity date of April 1, 2022. The promissory note is secured by liens and security interests upon the property and assets of the Company. In return, the Company will pay a non-refundable standby fee at 2% per annum of the difference between the aggregate principal amount outstanding and the commitment, payable monthly in cash. In addition, if any initial advances are drawn under the facility, the Company will pay a non-refundable one-time fee in the amount of $0.5 million provided that such fee may be added to the principal amount of the promissory note on the date of such initial advance. Terms of Third Eye Capital Notes A. Term Notes B Revolving Credit Facility C. Revenue Participation Term Notes . D. Acquisition Term Notes E. Reserve Liquidity Notes *The note maturity date can be extended by the Company to April 2023. As a condition to any such extension, the Company would be required to pay a fee of 1% of the carrying value of the debt which can be paid 50% in cash or stock and 50% can be added to the outstanding debt. As a result of this ability to extend the maturity at the Company’s will, the Third Eye Capital Notes are classified as non-current debt. 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 terms of the notes allow interest to be capitalized. 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 the Company’s North American subsidiaries. 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, 2021, the Subordinated Notes were amended to extend the maturity date until the earlier of (i) December 31, 2021; (ii) completion of an equity financing by AAFK or Aemetis, Inc. 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. The Company evaluated the July 1, 2021 amendment and the refinancing terms of the Notes and determined in accordance with ASC 470-50 Debt – Modification and Extinguishment that the loans were extinguished, however, the Company was not required to record a gain or loss on the debt extinguishment. At September 30, 2021 and December 31, 2020, the Company had, in aggregate, the amount of $14.1 million and $12.7 million in principal and interest outstanding net of discount issuance costs of $0.8 million and none, respectively, under the Subordinated Notes. EB-5 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 September 30, 2021, $35.5 million has been released from the escrow amount to the Company, with $0.5 million remaining to be funded to escrow. During the three and nine months ended September 30, 2021 the Company repaid two investors who obtained green card approval under the program, none and $1.0 million, respectively, of the EB-5 Phase I funding. As of September 30, 2021, $34.5 million in principal and $3.9 million in accrued interest was outstanding on the EB-5 Notes sold under the EB-5 Phase I funding. 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 GAFI (the “EB-5 Phase II funding”). On November 21, 2019, the minimum investment was raised from $0.5 million per investor to $0.9 million per investor. The Company entered into a Note Purchase Agreement dated with Advanced BioEnergy II, LP, a California limited partnership authorized as a Regional Center to receive EB-5 Phase II funding investments, for the issuance of up to 100 EB-5 Notes bearing interest at 3%. On May 1, 2020 Supplement No. 3 amended the offering documents and lowered the total eligible new EB-5 Phase II funding investors to 60. Eight EB-5 investors have funded at the $0.5 million per investor amount, so 52 new EB-5 Phase II funding investors are eligible at the new $0.9 million per investor amount under the current offering. Job creation studies show it may be possible to add additional investors and increase the total offering amount in the future. Each new note will be issued in the principal amount of $0.9 million and due and payable five years from the date of each note, for a total aggregate principal amount of up to $50.8 million. Advanced BioEnergy II, LP arranges investments with foreign investors, who each make loans to the Riverbank Facility in increments of $0.9 million after November 21, 2019. The Company has sold an aggregate principal amount of $4.0 million of EB-5 Notes under the EB-5 Phase II funding since 2016 to the date of this filing. As of September 30, 2021, $4.0 million has been released from escrow to the Company and $46.8 million remains to be funded to escrow. As of September 30, 2021, $4.1 million was outstanding on the EB-5 Notes under the EB-5 Phase II funding. 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 selling, general, and administrative expenses 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 only in the form of inter-corporate deposit for an amount of approximately $2.3 million over a 95 day period at the rate of 14.75% per annum interest rate. The term of the agreement continues until 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 nine months ended September 30, 2021 and 2020, the Company made principal and interest payments to Secunderabad Oils of none and approximately $0.9 million, respectively. As of September 30, 2021, and December 31, 2020 the Company had no outstanding balance under this agreement. GAFI Term loan and Revolving loan. The Company fully repaid the GAFI notes in the first quarter of 2021. As of September 30, 2021, and December 31, 2020, GAFI had none and $22.2 million net of debt issuance costs of none and $0.4 million outstanding on the Term Loan and none and $11.8 million on the Revolving Loan respectively, classified as current portion of long-term debt. Payroll Protection Program. Financing Agreement for capital expenditures. Scheduled debt repayments for the Company’s loan obligations follow: Twelve months ended September 30, Debt Repayments 2022 $ 23,863 2023 147,749 2024 7,445 2025 4,581 2026 945 There after 1,253 Total debt 185,836 Debt issuance costs (858 ) Total debt, net of debt issuance costs $ 184,978 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies | |
5. Commitments and Contingencies | 5. Commitments and Contingencies Leases We have identified assets as the corporate office, warehouse, monitoring equipment and laboratory facilities over which we have control and obtain economic benefits fully. We classified these identified assets as operating leases after assessing the terms under classification guidance. We have entered into several leases for trailers and carbon units with purchase option at the end of the term. We have concluded that it is reasonably certain that we would exercise the purchase option at the end of the term, hence the leases were classified as finance leases. All of our leases have remaining term of less than a year to 7 years. When discount rates implicit in leases cannot be readily determined, the Company uses the applicable incremental borrowing rate at lease commencement to perform lease classification tests on lease components and measure lease liabilities and right-of-use (“ROU”) assets. The incremental borrowing rate used by the Company was based on weighted average baseline rates commensurate with the Company’s secured borrowing rate over a similar term. At each reporting period, when there is a new lease initiated, the rates established for that quarter will be used. The components of lease expense and sublease income was as follows: Three Months ended September 30, Nine Months ended September 30, 2021 2020 2021 2020 Operating lease cost Operating lease expense $ 204 $ 201 $ 612 $ 561 Short term lease expense 28 75 138 104 Variable lease expense 30 29 84 89 Total operating lease cost $ 262 $ 305 $ 834 $ 754 Finance lease cost Amortization of right-of-use assets $ 58 $ 94 $ 168 $ 155 Interest on lease liabilities 20 26 61 44 Total finance lease cost $ 78 $ 120 $ 229 $ 199 Cash paid for amounts included in the measurement of lease liabilities: Three Months ended September 30, Nine Months ended September 30, 2021 2020 2021 2020 Operating cash flows used in operating leases $ 179 $ 131 $ 519 $ 448 Operating cash flows used in finance leases 20 26 61 44 Financing cash flows used in finance leases $ 126 435 $ 374 1,137 Supplemental non-cash flow information related to ROU asset and lease liabilities was as follows for the three and nine months ended September 30, 2021 and 2020: Three Months ended September 30, Nine Months ended September 30, 2021 2020 2021 2020 Operating leases Accretion of the lease liability $ 93 $ 101 $ 288 $ 160 Amortization of right-of-use assets 111 100 324 402 Weighted Average Remaining Lease Term Operating leases 6.4 years Finance leases 2.6 years Weighted Average Discount Rate Operating leases 14.0 % Finance leases 5.9 % Supplemental balance sheet information related to leases was as follows: September 30, 2021 December 31, 2020 Operating leases Operating lease right-of-use assets $ 2,572 $ 2,889 Current portion of operating lease liability 286 316 Long term operating lease liability 2,381 2,578 Total operating lease liabilities 2,667 2,894 Finance leases Property and equipment, at cost $ 2,317 $ 2,308 Accumulated depreciation (313 ) (249 ) Property and equipment, net 2,004 2,059 Other current liability 541 417 Other long term liabilities 840 1,164 Total finance lease liabilities 1,381 1,581 Maturities of operating lease liabilities were as follows: Twelve Months ended September 30, Operating leases Finance leases 2021 $ 632 $ 611 2022 572 528 2023 586 324 2024 603 31 2025 622 - There after 1,076 - Total lease payments 4,091 1,494 Less imputed interest (1,424 ) (113 ) Total lease liability $ 2,667 $ 1,381 Property taxes The Company entered into a payment plan with Stanislaus County for unpaid property taxes for the Keyes Plant site on June 28, 2018 by paying $1.5 million as a first payment. Under the annual payment plan, the Company was set to pay 20% of the outstanding redemption amount, in addition to the current year property taxes and any interest incurred on the unpaid balance to date annually, on or before April 10 starting in 2019. After making one payment, the Company defaulted on the payment plan and as of September 30, 2021 and December 31, 2020, the balance in property tax accrual was $6.8 million and $5.7 million, respectively. Stanislaus County agreed not to enforce collection actions and we are now in discussions with Stanislaus County regarding a payment plan. Legal Proceedings On August 31, 2016, the Company filed a lawsuit in Santa Clara County Superior Court against defendant EdenIQ, Inc. (“EdenIQ”). The lawsuit was based on EdenIQ’s wrongful termination of a merger agreement that would have effectuated the merger of EdenIQ into a new entity that would be primarily owned by Aemetis. The lawsuit asserted that EdenIQ had fraudulently induced the Company into assisting EdenIQ to obtain EPA approval for a new technology that the Company would not have done but for the Company’s belief that the merger would occur. The relief sought included EdenIQ’s specific performance of the merger, monetary damages, as well as punitive damages, attorneys’ fees, and costs. In response to the lawsuit, EdenIQ filed a cross-complaint asserting causes of action relating to the Company’s alleged inability to consummate the merger, the Company’s interactions with EdenIQ’s business partners, and the Company’s use of EdenIQ’s name and trademark in association with publicity surrounding the merger. Further, EdenIQ named Third Eye Capital Corporation (“TEC”) as a defendant in a second amended cross-complaint alleging that TEC had failed to disclose that its financial commitment to fund the merger included terms that were not disclosed. Finally, EdenIQ claimed that TEC and the Company concealed material information surrounding the financing of the merger. By way of its cross-complaint, EdenIQ sought monetary damages, punitive damages, injunctive relief, attorneys’ fees and costs. In November 2018, the claims asserted by the Company were dismissed on summary judgment and the Company filed a motion to amend its claims, which remains pending. In December 2018, EdenIQ dismissed all of its claims prior to trial. In February 2019, the Company and EdenIQ each filed motions seeking reimbursement of attorney fees and costs associated with the litigation. On July 24, 2019, the court awarded EdenIQ a portion of the fees and costs it had sought in the amount of approximately $6.2 million. The Company recorded the $6.2 million as loss contingency on litigation during the year ended December 31, 2019. The Company’s ability to amend its claims and present its claims to the court or a jury could materially affect the court’s decision to award EdenIQ its fees and costs. In addition to further legal motions and a potential appeal of the Court’s summary judgment order, the Company plans to appeal the court’s award of EdenIQ’s fees and costs. The Company intends to continue to vigorously pursue its legal claims and defenses against EdenIQ. |
Biogas LLC Series A Preferred F
Biogas LLC Series A Preferred Financing | 9 Months Ended |
Sep. 30, 2021 | |
Biogas LLC Series A Preferred Financing | |
6. Biogas LLC - Series A Preferred Financing | 6. Biogas LLC – Series A Preferred Financing and Variable Interest Entity On December 20, 2018, ABGL entered into a Series A Preferred Unit Purchase Agreement for the sale of Series A Preferred Units to Protair-X Americas, Inc., with Third Eye Capital acting as an agent. ABGL is authorized to issue 11,000,000 common units, and up to 6,000,000 convertible, redeemable, secured, preferred membership units (the “Series A Preferred Units”). ABGL issued 6,000,000 common units to the Company at $5.00 per common unit for a total of $30,000,000 in funding. Additionally, 5,000,000 common units of ABGL are held in reserve as potential conversion units issuable to the Purchaser upon certain triggering events discussed below. The Preferred Unit Agreement includes (i) preference payments of $0.50 per unit on the outstanding Series A Preferred Units commencing on the second anniversary, with any outstanding preference payments shall have an interest per annum rate equal to ten percent (ii) conversion rights for up to 1,200,000 common units or up to maximum number of 5,000,000 common units (also at a one Series A Preferred Unit to one common unit basis) if certain triggering events occur, (iv) one board seat of the three available to be elected by Series A Preferred Unit holders, (iii) mandatory redemption value at $15 per unit payable at an amount equal to 75% of free cash flow generated by ABGL, up to $90 million in the aggregate (if all units are issued), (iv) full redemption of the units on the sixth anniversary, (v) minimum cash flow requirements from each digester, and (vi) $0.9 million paid as fees to the Agent from the proceeds. Until paid, the obligations of ABGL under the Preferred Unit Agreement are secured by the assets of ABGL in an amount not to exceed the sum of (i) $30,000,000, plus (ii) all interest, fees, charges, expenses, reimbursement obligations and indemnification obligations of ABGL. Triggering events occur upon ABGL’s failure to redeem units, comply with covenants, any other defaults or cross defaults, or to perform representations or warranties. Upon a triggering event: (i) the obligation of the Purchaser to purchase additional Series A Preferred Units is terminated, (ii) cash flow payments for redemption payments increases from 75% to 100% of free cash flows, and (iii) total number of common units into which preferred units may be converted increases from 1,200,000 common units to 5,000,000 common units on a one for one basis. As of September 30, 2021, ABGL has not generated minimum quarterly operating cash flows by operating the dairies. As a result of the violation of this covenant, free cash flows, when they occur, may be applied for redemption payments at the increased rate of 100% instead of the initial rate of 75% of free cash flows. From inception of the agreement to date, ABGL issued 3,200,000 Series A Preferred Units on first tranche for a value of $16.0 million and also issued 2,800,000 of Series A Preferred Units on second tranche for a value of $14.0 million, reduced by a redemption of 20,000 Series A Preferred Units for $0.3 million. The Company is accreting these two tranches to the redemption value of $89.7 million over the estimated future cash flow periods of six years using the effective interest method. In addition, the Company identified freestanding future tranche rights and the accelerated redemption feature related to a change in control provision as derivatives which required bifurcation. These derivative features were assessed to have minimal value as of September 30, 2021 and December 31, 2020 based on the evaluation of the other conditions included in the agreement. During the three months ended September 30, 2021, ABGL issued no Series A Preferred Units. During the nine months ended September 30, 2021, ABGL issued 626,000 of Series A Preferred Units for incremental proceeds of $3.1 million as part of the second tranche of the Preferred Unit Agreement and redeemed 20,000 of Series A Preferred Units for $0.3 million. Consistent with the previous issuances which were treated as a liability as the conversion option was deemed to be non-substantive, the current issuances are treated as a liability as the conversion option was still deemed to be non-substantive. The Company recorded Series A Preferred Unit liabilities, net of unit issuance costs and inclusive of accretive preference pursuant to this agreement, and accrued preference payments, classified as current portion of Series A Preferred Units, of $8.7 million and $2.0 million, and long-term liabilities of $38.3 million and $32.0 million as of September 30, 2021 and December 31, 2020, respectively. For the three months ended September 30, 2021 and 2020 the Company recorded Series A Preferred Units accretion expense of $2.3 million and $1.8 million and accrued preference payments expense of $0.8 million and none. This was partially offset by capitalized interest of $1.0 million. For the nine months ended September 30, 2021 and 2020 the Company recorded Series A Preferred Units accretion expense of $7.7 million and $4.1 million and accrued preference payments expense of $2.4 million and none. This was partially offset by capitalized interest of $2.1 million. Variable interest entity assessment After consideration of ABGL’s operations and the above agreement, we concluded that ABGL did not have enough equity to finance its activities without additional subordinated financial support. ABGL is capitalized with Series A Preferred Units that are recorded as liabilities under U.S. GAAP. Hence, we concluded that ABGL is a VIE. Through the Company's ownership interest in all of the outstanding common stock, its current ability to control the board of directors, the management fee paid to Aemetis and control of subordinated financing decisions, Aemetis has been determined to be the primary beneficiary and accordingly, the assets, liabilities, and operations of ABGL are consolidated into those of the Company. Total assets, before intercompany eliminations, of ABGL were $34.8 million primarily related to biodigesters at two dairies and a pipeline which serve as collateral for the Series A Preferred Unit totaling $46.9 million. The Series A Preferred Units are not collateralized by any other assets or guarantees from Aemetis or its subsidiaries. |
StockBased Compensation
StockBased Compensation | 9 Months Ended |
Sep. 30, 2021 | |
StockBased Compensation | |
7. Stock Based Compensation | 7. Stock-Based Compensation 2019 Stock Plan On April 29, 2019, the Aemetis 2019 Stock Plan (the “2019 Stock Plan”) was approved by stockholders of the Company. This plan permits the grant of Incentive Stock Options, Non-Statutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Units, Performance Shares and other stock or cash awards as the administrator of 2019 Stock plan may determine in its discretion. The 2019 Stock Plan’s term is 10 years and supersedes all prior plans. The 2019 Stock Plan authorized the issuance of 200,000 shares of common stock for the 2019 calendar year, in addition to permitting the transfer and grant of any available and unissued or expired options under the prior Amended and Restated 2007 Stock Plan in an amount up to 177,246 options. With the approval of the 2019 Stock Plan, the Zymetis 2006 Stock Plan and the Amended and Restated 2007 Stock Plan (the “Prior Plans,” and together with the 2019 Stock Plan, the “Stock Plans”) are terminated for granting any options under either plan. However, any options granted before the 2019 Stock Plan was approved will remain outstanding and can be exercised, and any expired options issued pursuant to the Prior Plans can be granted under the 2019 Stock Plan. During the year ended December 31, 2020, 2,320,000 stock option grants were issued and approved by the Board for employees and directors under the 2019 Stock Plan with 10-year terms and vesting terms from immediately to 3 years. On January 7, 2021, 945,000 incentive stock option grants were issued for employees and directors under the 2019 Stock Plan. In addition, 5,200 restricted stock award grants, with a fair value of $3.09 per award, were issued to the Company’s board of directors (“Board”) with the restriction that this grant would satisfy board compensation fees. On April 8, 2021, 34,114 restricted stock award grants, with a fair value of $26.19 per award, were issued to the Board with the restriction that this grant would pay off outstanding accounts payable owed to the Board members and was included in the summary of awards granted. On June 3, 2021, 30,000 stock option grants were approved by the Board for new employees under the 2019 Stock Plan with 10-year term and 3-year vesting. As of September 30, 2021, 3.9 million options are outstanding under the Stock Plans. Common Stock Reserved for Issuance The following is a summary of awards granted under the Stock Plans: Shares Available for Grant Number of Shares Outstanding Weighted- Average Exercise Price Balance as of December 31, 2020 380 5,327 $ 1.14 Authorized 816 - - Options Granted (975 ) 975 3.40 RSAs Granted (39 ) - - Exercised - (2,228 ) 1.42 Forfeited/expired 200 (200 ) 1.78 Balance as of September 30, 2021 382 3,874 $ 1.49 As of September 30, 2021, there were 2.4 million options vested under the 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 September 30, 2021 and 2020, the Company recorded stock compensation expense in the amount of $285 thousand and $191 thousand, respectively. For the nine months ended September 30, 2021 and 2020, the Company recorded stock compensation expense in the amount of $1.4 million and $826 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 During the three months ended September 30, 2021 and 2020, none and 13,000 options were granted respectively. The weighted average fair value calculations for the options granted during the nine months ended September 30, 2021 and 2020 are based on the following assumptions: For the nine months ended September 30, Description 2021 2020 Dividend-yield 0 % 0 % Risk-free interest rate 0.68 % 0.94 % Expected volatility 98.23 % 88.15 % Expected life (years) 6.53 6.55 Market value per share on grant date $ 3.40 $ 0.69 Fair value per share on grant date $ 2.72 $ 0.52 As of September 30, 2021, the Company had $2.1 million of total unrecognized compensation expense for employees, which the Company will amortize over the 2.1 years of weighted average remaining term. |
Agreements
Agreements | 9 Months Ended |
Sep. 30, 2021 | |
Agreements | |
8. Agreements | 8. Agreements Working Capital Arrangement. The J.D. Heiskell sales and purchases activity associated with the J.D. Heiskell Purchase Agreement and J.D. Heiskell Procurement Agreement during the three and nine months ended September 30, 2021 and 2020 were as follows: As of and for the three months ended September 30, As of and for the nine months ended September 30, 2021 2020 2021 2020 Ethanol sales $ - $ - $ - $ 26,049 Wet distiller's grains sales 8,919 7,143 30,584 22,983 Corn oil sales 1,515 827 4,252 2,806 Corn purchases 39,058 25,513 119,217 77,268 Accounts receivable 88 161 88 161 Accounts payable 307 1,978 307 1,978 Ethanol and Wet Distillers Grains Marketing Arrangement. As of September 30, 2021, the Company has no forward sales commitments. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Information | |
9. Segment Information | 9. Segment Information Aemetis recognizes two reportable geographic segments: “North America” and “India.” The “North America” operating segment includes the Company’s 65 million gallons per year capacity Keyes Plant in California, the ultra-low carbon renewable fuel project in Riverbank, the biogas digesters on dairies near Keyes, California, the Goodland Plant in Kansas and the research and development facility in Minnesota. The “India” operating segment includes the Company’s 50 million gallon per year capacity Kakinada Plant in India, 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 nine months ended September 30, 2021 and 2020 follows: For the three months ended September 30, 2021 For the three months ended September 30, 2020 North America India Total Consolidated North America India Total Consolidated Revenues $ 49,832 $ 63 $ 49,895 $ 33,131 $ 7,792 $ 40,923 Cost of goods sold 54,664 16 54,680 33,534 6,618 40,152 Gross profit (loss) (4,832 ) 47 (4,785 ) (403 ) 1,174 771 Other expenses (income) Research and development expenses 22 - 22 37 - 37 Selling, general and administrative expenses 4,637 450 5,087 4,340 223 4,563 Interest expense 5,548 - 5,548 6,461 9 6,470 Accretion and other expenses of Series A preferred units 2,185 - 2,185 1,765 - 1,765 Gain on debt extinguishment - - - - - - Other expense (income) (1 ) (29 ) (30 ) 155 (2 ) 153 Income (loss) before income taxes $ (17,223 ) $ (374 ) $ (17,597 ) $ (13,161 ) $ 944 $ (12,217 ) Capital expenditures $ 5,815 $ 21 $ 5,836 $ 6,187 $ 113 $ 6,300 Depreciation 1,187 155 1,342 1,085 168 1,253 For the nine months ended September 30, 2021 For the nine months ended September 30, 2020 North America India Total Consolidated North America India Total Consolidated Revenues $ 146,890 $ 696 $ 147,586 $ 114,226 $ 14,001 $ 128,227 Cost of goods sold 151,614 719 152,333 101,231 12,599 113,830 Gross profit (loss) (4,724 ) (23 ) (4,747 ) 12,995 1,402 14,397 Other expenses (income) Research and development expenses 66 - 66 175 - 175 Selling, general and administrative expenses 15,016 1,206 16,222 11,206 1,342 12,548 Interest expense 17,947 - 17,947 19,490 44 19,534 Accretion and other expenses of Series A preferred units 7,928 - 7,928 4,087 - 4,087 Gain on debt extinguishment (1,134 ) - (1,134 ) - - - Other (income) expense 561 (78 ) 483 416 (23 ) 393 Income (loss) before income taxes $ (45,108 ) $ (1,151 ) $ (46,259 ) $ (22,379 ) $ 39 $ (22,340 ) Capital expenditures $ 18,632 139 18,771 $ 13,571 $ 1,350 $ 14,921 Depreciation 3,593 513 4,106 3,030 485 3,515 North America. Sales of ethanol, WDG, corn oil, and high-grade alcohol to two customers accounted for 72% and 24% of the Company’s North America segment revenues for the three months ended September 30, 2020. Sales to three customers accounted for 45%, 32% and 11% of the Company’s North America segment revenues for the nine months ended September 30, 2020. India Two biodiesel customers accounted for 56% and 26% of the Company’s consolidated India segment revenues for the three months ended September 30, 2020, while none of the refined glycerin customers accounted for more than 10% of such revenues for the three months ended September 30, 2020. Two biodiesel customers accounted for 51% and 33% of the Company’s consolidated India segment revenues while none of the refined glycerin customers accounted for more than 10% of such revenues for the nine months ended September 30, 2020. Total assets by segment consist of the following: As of September 30, December 31, 2021 2020 North America $ 135,720 $ 112,312 India 11,259 12,827 Total Assets $ 146,979 $ 125,139 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions | |
10. Related Party Transactions | 10. Related Party Transactions The Company owes Eric McAfee, the Company’s Chairman and CEO, and McAfee Capital LLC (“McAfee Capital”), owned by Eric McAfee, $0.5 million in connection with employment agreements and expense reimbursements previously accrued as salaries expense and accrued liabilities. 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 September 30, 2021, $0.1 million remained as a prepaid expense. On May 7, 2020, the Audit Committee of the Company approved a guaranty fee to Eric McAfee of 0.1% quarterly on the outstanding balance of Third Eye Capital Notes for 2020 annual fee. The balance of $0.2 million and $0.8 million, for guaranty fees, remained as an accrued liability as of September 30, 2021 and December 31, 2020, respectively. The Company owes various members of the Board amounts totaling $0.1 million and $1.2 million as of September 30, 2021 and December 31, 2020, for each period, in connection with board compensation fees, which are included in accounts payable on the balance sheet. For the three months ended September 30, 2021 and 2020, the Company expensed $0.1 million, in connection with board compensation fees during each period. For the nine months ended September 30, 2021 and 2020, the Company expensed $0.3 million during each period, in connection with board compensation fees. During the nine months ended September 30, 2021 the company issued $0.9 million of restricted stock awards to pay off outstanding accounts payable owed to members of the Board. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events | |
11. Subsequent Events | 11. Subsequent Events Third Eye Capital Limited Waiver and Amendment No. 21 On November 5, 2021, Third Eye Capital agreed to the Limited Waiver and Amendment No. 21 to the Note Purchase Agreement (“Amendment No. 21”) to: (i) provide a waiver for the Blocked Account Agreement Violation in which the Borrowers failed to deliver Blocked Account Control Agreements by August 31, 2021 and (ii) provide for a waiver for the Subordinated Debt Violation, in which the Company made a repayment to a Subordinated Debt lender. As consideration for such amendment and waivers, the borrowers also agreed to pay Third Eye Capital an amendment and waiver fee of $0.1 million in cash. |
Managements Plan
Managements Plan | 9 Months Ended |
Sep. 30, 2021 | |
Managements Plan | |
12. Management's Plan | 12. Management’s Plans The accompanying financial statements have been prepared contemplating the realization of assets and satisfaction of liabilities in the normal course of business. As a result of negative capital and negative operating results, and collateralization of substantially all of the company assets, the Company has been reliant on its senior secured lender to provide additional funding and has been required to remit substantially all excess cash from operations to the senior secured lender. In order to meet its obligations during the next twelve months, the Company will need to either refinance the Company’s debt or receive the continued cooperation of its senior lender. This dependence on the senior lender raises substantial doubt about the Company’s ability to continue as a going concern. The Company plans to pursue the following strategies to improve the course of the business. For the Keyes plant, we plan to operate the plant and continue to improve financial performance by adopting new technologies or process changes that allow for energy efficiency, cost reduction or revenue enhancements, execute upon awarded grants that improve energy and operational efficiencies resulting in lower cost, lower carbon demands and overall margin improvement. For the ABGL biogas project, we plan to operate the biogas digesters to capture and monetize biogas as well as continue to build new dairy digesters and extend the existing pipeline in order to capture the higher carbon credits available in California. Funding for continued construction is based upon extending the existing Preferred Unit Purchase Agreement, obtaining government guaranteed loans and executing on existing and new state grant programs. For the Riverbank project, we plan to raise the funds necessary to construct and operate the Carbon Zero 1 plant and the Riverbank Cellulosic Ethanol Facility using loan guarantees and public financings based upon the licensed technology that generate federal and state carbon credits available for ultra-low carbon fuels utilizing lower cost, non-food advanced feedstocks to significantly increase margins. For the India plant, we plan to secure higher volumes of shipments of fuels at the India plant by developing the sales channels and expanding the existing domestic markets or exporting to North America markets. In addition to the above we plan to continue to locate funding for existing and new business opportunities through a combination of working with our senior lender, restructuring existing loan agreements, selling equity through the ATM and otherwise, selling the current EB-5 Phase II offering, or by vendor financing arrangements. |
Nature of Activities and Summ_2
Nature of Activities and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Nature of Activities and Summary of Significant Accounting Policies | |
Nature of Activities | Nature of Activities Founded in 2006, we have completed Phase 1 and are expanding a California biogas digester network and pipeline system to convert dairy waste gas into Renewable Natural Gas (RNG). We own and operate a 65 million gallon per year ethanol production facility located in Keyes, California (the “Keyes Plant”). In addition to low carbon renewable fuel ethanol, the Keyes Plant produces Wet Distillers Grains (“WDG”), Distillers Corn Oil (“DCO”), and Condensed Distillers Solubles (“CDS”), all of which are sold to local dairies and feedlots as animal feed. In the fourth quarter of 2021, an ethanol membrane dehydration system was commissioned at the Keyes Plant, a key part of increasing the electrification and decreasing natural gas usage at the facility. This project reduces greenhouse gas (“GHG”) emissions and decreases the carbon intensity of fuel produced at the Keyes Plant, allowing us to realize a higher price for the ethanol produced and sold. We also own and operate a 50 million gallon per year renewable chemical and advanced fuel production facility (“Kakinada Plant”) on the East Coast of India that produces high quality distilled biodiesel and refined glycerin for customers in India and Europe. We are developing the Carbon Zero sustainable aviation fuel (SAF) and renewable diesel fuel biorefineries in California to utilize distillers corn oil and other renewable oils to produce low carbon intensity renewable jet and diesel fuel using cellulosic hydrogen from waste orchard and forest wood, while pre-extracting cellulosic sugars from the waste wood to be processed into high value cellulosic ethanol at the Keyes plant. Additionally, we operate a research and development laboratory to develop efficient conversion technologies using waste feedstocks to produce biofuels and biochemicals. We hold a portfolio of patents and exclusive technology licenses to produce renewable fuels and biochemicals. We own a partially completed plant in Goodland, Kansas (the “Goodland Plant”) through our subsidiary Goodland Advanced Fuels, Inc., (“GAFI”), which was formed to acquire the Goodland Plant. During 2018, Aemetis Biogas, LLC (“ABGL”) was formed to construct bio-methane anaerobic digesters at local dairies near the Keyes Plant, many of whom also purchase WDG produced at the Keyes Plant. The digesters are connected via a pipeline owned by ABGL to a gas cleanup and compression unit being built at the Keyes Plant to produce Renewable Natural Gas (“RNG”). During the third quarter of 2020, ABGL completed construction on the first two dairy digesters along with the pipeline that carries bio-methane from these dairies to the Keyes Plant. Upon receiving the bio-methane from the dairies, impurities are removed, and the bio-methane is converted to RNG where it will be either injected into the local gas utility pipeline, supplied as renewable compressed natural gas (“RCNG”) that will service local trucking fleets, or used as renewable energy at the Keyes Plant. During the first quarter of 2021, we announced our “Carbon Zero” biofuels production plants designed to produce biofuels, including renewable jet and diesel fuel utilizing cellulosic hydrogen and non-edible renewable oils sourced from our existing biofuels plants and other sources. The first plant, in Riverbank, California, “Carbon Zero 1”, is expected to utilize hydroelectric and other renewable power available onsite to produce 45 million gallons per year of jet fuel, renewable diesel, and other byproducts. The plant is expected to supply the aviation and truck markets with ultra-low carbon renewable fuels to reduce greenhouse gas (“GHG”) emissions and other pollutants associated with conventional petroleum-based fuels. The Company is continuing to develop a biomass-to-fuel technology to build a carbon zero production facility. By producing ultra-low carbon renewable fuels, the Company expects to capture higher value D3 RINs and California’s LCFS credits. D3 RINs have a higher value in the marketplace than D6 RINs due to D3 RINs’ relative scarcity and mandated pricing formula from the United States EPA. On April 1, 2021, we established Aemetis Carbon Capture, Inc. to build carbon sequestration projects to generate LCFS and IRS 45Q credits by injecting CO₂ into wells which are monitored for emissions to ensure the long-term sequestration of carbon underground. California’s Central Valley is well established as a major region for large-scale natural gas production and CO₂ injection projects due to the subsurface geologic formation that retains gases. We also own and operate the Kakinada Plant with a nameplate capacity of 150 thousand metric tons per year, or about 50 million gallons per year, producing high quality distilled biodiesel and refined glycerin for customers in India and Europe. We believe the Kakinada Plant is one of the largest biodiesel production facilities in India on a nameplate capacity basis. The Kakinada Plant is capable of processing a variety of vegetable oils and animal fat waste feedstocks into biodiesel that meet international product standards. The Kakinada Plant also distills the crude glycerin byproduct from the biodiesel refining process into refined glycerin, which is sold to the pharmaceutical, personal care, paint, adhesive and other industries. |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The accompanying consolidated condensed balance sheet as of September 30, 2021, the consolidated condensed statements of operations and comprehensive (loss) for the three and nine months ended September 30, 2021 and 2020, the consolidated condensed statements of cash flows for the nine months ended September 30, 2021 and 2020, and the consolidated condensed statements of stockholders’ deficit for the three and nine months ended September 30, 2021 and 2020 are unaudited. The consolidated condensed balance sheet as of December 31, 2020 was derived from the 2020 audited consolidated financial statements and notes thereto. The consolidated condensed financial statements in this report should be read in conjunction with the 2020 audited consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2020. 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 Company’s management, the unaudited interim consolidated condensed financial statements for the three and nine months ended September 30, 2021 and 2020 have been prepared on the same basis as the audited consolidated statements as of December 31, 2020 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 nine months ended September 30, 2021 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 North America: During the first quarter of 2020, Aemetis began selling high-grade alcohol for consumer applications directly to customers on the West Coast and Midwest using a variety of payment terms. These agreements and terms were evaluated according to ASC 606 guidance and such revenue is recognized upon satisfaction of the performance obligation by delivery of the product based on the terms of the agreement. Sales of high-grade alcohol were minimal for the third quarter and year to date revenue for 2021 and were aggregated with ethanol sales for the three and nine months ended September 30, 2021. Sales of high-grade alcohol represented 2% and 18% of revenue for the three and nine months ended September 30, 2020, respectively. The below table shows our sales in North America by product category: For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Ethanol and high-grade alcohol sales $ 39,131 $ 24,825 $ 111,220 $ 86,387 Wet distiller's grains sales 8,919 7,143 30,584 22,983 Other sales 1,782 1,163 5,086 4,856 $ 49,832 $ 33,131 $ 146,890 $ 114,226 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. 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 certain contractual agreements. In North America, we buy corn as feedstock for the production of ethanol, from our working capital partner J.D. Heiskell. Prior to May 13, 2020, we sold all our ethanol, WDG, and corn oil to J.D. Heiskell. Subsequent to May 13, 2020, we sold most of our fuel ethanol to one customer, Kinergy, and sold all WDG and corn oil to J.D. Heiskell. During the second quarter, the Company signed a biofuels offtake agreement with Murex, LLC, and beginning on October 1, 2021 the Company will sell all of our fuel ethanol to that customer. We consider the purchase of corn as a cost of goods sold and the sale of ethanol, upon transfer to the common carrier, 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 legal title to the goods during the processing time. The pricing for both corn and ethanol is set independently. 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 in cost of goods sold and selling, general and administrative expenses, respectively, when revenue is recognized. Revenues are recorded at the gross invoiced amount. Hence, we are the principal in North America sales scenarios where our customer and vendor may be the same. India: The below table shows our sales in India by product category: For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Biodiesel sales $ - $ 7,325 $ 465 $ 12,267 Refined glycerin sales - 449 125 909 PFAD sales - - - 774 Other sales 63 18 106 51 $ 63 $ 7,792 $ 696 $ 14,001 In India, we also assessed principal versus agent criteria as we buy our feedstock from our customers and process and sell finished goods to those same customers in certain contractual agreements. 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 according to agreements when we enter into in these situations. Hence, we are the principal in India sales scenarios where our customer and vendor may be the same. |
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 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 receivables 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 reserved $1.4 million and $1.3 million in the allowances for doubtful accounts as of September 30, 2021 and December 31, 2020, respectively. |
Inventories | Inventories |
Investments | Investments. Cost Method Investments |
Variable Interest Entities | Variable Interest Entities. |
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, |
California Energy Commission Low-Carbon Fuel Production Program | California Energy Commission Low-Carbon Fuel Production Program |
California Department of Food and Agriculture Dairy Digester Research and Development Grant | California Department of Food and Agriculture Dairy Digester Research and Development Grant In October 2020, the Company was awarded $7.8 million in matching grants from the CDFA Dairy Digester Research and Development program. The CDFA grant reimburses the Company for costs required to permit and construct six of the Company’s biogas capture systems under contract with central California dairies. The Company has received $33 thousand from the CDFA 2020 grant program as of September 30, 2021 as reimbursement for actual costs incurred. Due to the uncertainty associated with the approval process under the grant program, the Company recognizes the grant as a reduction of the costs in the period when approval is received. |
California Energy Commission Low Carbon Advanced Ethanol Grant Program | California Energy Commission Low Carbon Advanced Ethanol Grant Program. |
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 September 30, 2021 and 2020: As of September 30, 2021 September 30, 2020 Series B preferred (post split basis) 129 132 Common stock options and warrants 3,929 5,846 Debt with conversion feature at $30 per share of common stock 1,280 1,294 Total number of potentially dilutive shares excluded from the diluted net (loss) per share calculation 5,338 7,272 |
Comprehensive Income (Loss) | Comprehensive Income (Loss). Comprehensive Income (Loss) |
Foreign Currency Translation/Transactions | Foreign Currency Translation/Transactions. |
Operating Segments | Operating Segments. The “North America” operating segment includes the Company’s 65 million gallons per year capacity Keyes Plant in California, the ultra-low carbon renewable fuel project in Riverbank, the biogas digesters on dairies near Keyes, California, the Goodland Plant in Kansas and the research and development facility in Minnesota. The “India” operating segment includes the Company’s 50 million gallon per year capacity Kakinada Plant in India, the administrative offices in Hyderabad, India, and the holding companies in Nevada and Mauritius. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments. |
Share-Based Compensation | Share-Based Compensation. |
Commitments and Contingencies | Commitments and Contingencies. Contingencies |
Convertible Instruments | Convertible Instruments |
Debt Modification Accounting | Debt Modification Accounting Debt–Modification and Extinguishments |
Recently Issued Accounting Pronouncements | ASU 2016-13: Measurement of Credit Losses on Financial Instruments. For a complete summary of the Company’s significant accounting policies, please refer to the Company’s audited financial statements and notes thereto for the years ended December 31, 2020 and 2019 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 15, 2021. |
Nature of Activities and Summ_3
Nature of Activities and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Nature of Activities and Summary of Significant Accounting Policies | |
Schedule of America by product category | As of September 30, 2021 September 30, 2020 Series B preferred (post split basis) 129 132 Common stock options and warrants 3,929 5,846 Debt with conversion feature at $30 per share of common stock 1,280 1,294 Total number of potentially dilutive shares excluded from the diluted net (loss) per share calculation 5,338 7,272 |
Schedule of dilutive securities | For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Ethanol and high-grade alcohol sales $ 39,131 $ 24,825 $ 111,220 $ 86,387 Wet distiller's grains sales 8,919 7,143 30,584 22,983 Other sales 1,782 1,163 5,086 4,856 $ 49,832 $ 33,131 $ 146,890 $ 114,226 For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Biodiesel sales $ - $ 7,325 $ 465 $ 12,267 Refined glycerin sales - 449 125 909 PFAD sales - - - 774 Other sales 63 18 106 51 $ 63 $ 7,792 $ 696 $ 14,001 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Inventories | |
Schedule of inventories | September 30, 2021 December 31, 2020 Raw materials $ 1,363 $ 1,382 Work-in-progress 1,274 1,266 Finished goods 2,225 1,321 Total inventories $ 4,862 $ 3,969 |
Property Plant and Equipment (T
Property Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property Plant and Equipment | |
Schedule of property, plant and equipment | As of September 30, 2021 December 31, 2020 Land $ 4,084 $ 4,092 Plant and buildings 97,168 97,398 Furniture and fixtures 1,305 1,195 Machinery and equipment 5,298 5,188 Construction in progress 44,322 25,397 Property held for development 15,414 15,408 Finance lease right of use assets 2,317 2,308 Total gross property, plant & equipment 169,908 150,986 Less accumulated depreciation (44,993 ) (41,106 ) Total net property, plant & equipment $ 124,915 $ 109,880 |
Depreciation of property, plant, and equipment | Years Plant and buildings 20 - 30 Machinery and equipment 5 - 15 Furniture and fixtures 3 - 5 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt | |
Schedule of debt | September 30, 2021 December 31, 2020 Third Eye Capital term notes $ 7,093 $ 7,066 Third Eye Capital revolving credit facility 71,732 80,310 Third Eye Capital revenue participation term notes 11,914 11,864 Third Eye Capital acquisition term notes 26,457 26,384 Third Eye Capital promissory note - 1,444 Cilion shareholder seller notes payable 6,386 6,274 Subordinated notes 13,229 12,745 EB-5 promissory notes 42,462 43,120 GAFI Term and Revolving loans - 33,626 Term loans on capital expenditures 5,705 5,652 PPP loans - 1,134 Total debt 184,978 229,619 Less current portion of debt 23,863 59,515 Total long term debt $ 161,115 $ 170,104 |
Maturities of long-term debt | Twelve months ended September 30, Debt Repayments 2022 $ 23,863 2023 147,749 2024 7,445 2025 4,581 2026 945 There after 1,253 Total debt 185,836 Debt issuance costs (858 ) Total debt, net of debt issuance costs $ 184,978 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies | |
Schedule of lease expense and sublease income | Three Months ended September 30, Nine Months ended September 30, 2021 2020 2021 2020 Operating lease cost Operating lease expense $ 204 $ 201 $ 612 $ 561 Short term lease expense 28 75 138 104 Variable lease expense 30 29 84 89 Total operating lease cost $ 262 $ 305 $ 834 $ 754 Finance lease cost Amortization of right-of-use assets $ 58 $ 94 $ 168 $ 155 Interest on lease liabilities 20 26 61 44 Total finance lease cost $ 78 $ 120 $ 229 $ 199 |
Cash paid for amounts included in the measurement of lease liabilities | Three Months ended September 30, Nine Months ended September 30, 2021 2020 2021 2020 Operating cash flows used in operating leases $ 179 $ 131 $ 519 $ 448 Operating cash flows used in finance leases 20 26 61 44 Financing cash flows used in finance leases $ 126 435 $ 374 1,137 |
Supplemental non-cash flow information related to right-of-use asset and lease liabilities | Three Months ended September 30, Nine Months ended September 30, 2021 2020 2021 2020 Operating leases Accretion of the lease liability $ 93 $ 101 $ 288 $ 160 Amortization of right-of-use assets 111 100 324 402 Weighted Average Remaining Lease Term Operating leases 6.4 years Finance leases 2.6 years Weighted Average Discount Rate Operating leases 14.0 % Finance leases 5.9 % |
Supplemental balance sheet information | September 30, 2021 December 31, 2020 Operating leases Operating lease right-of-use assets $ 2,572 $ 2,889 Current portion of operating lease liability 286 316 Long term operating lease liability 2,381 2,578 Total operating lease liabilities 2,667 2,894 Finance leases Property and equipment, at cost $ 2,317 $ 2,308 Accumulated depreciation (313 ) (249 ) Property and equipment, net 2,004 2,059 Other current liability 541 417 Other long term liabilities 840 1,164 Total finance lease liabilities 1,381 1,581 |
Maturities of operating and finance lease liabilities | Twelve Months ended September 30, Operating leases Finance leases 2021 $ 632 $ 611 2022 572 528 2023 586 324 2024 603 31 2025 622 - There after 1,076 - Total lease payments 4,091 1,494 Less imputed interest (1,424 ) (113 ) Total lease liability $ 2,667 $ 1,381 |
StockBased Compensation (Tables
StockBased Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
StockBased Compensation | |
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, 2020 380 5,327 $ 1.14 Authorized 816 - - Options Granted (975 ) 975 3.40 RSAs Granted (39 ) - - Exercised - (2,228 ) 1.42 Forfeited/expired 200 (200 ) 1.78 Balance as of September 30, 2021 382 3,874 $ 1.49 |
Schedule of weighted average fair value calculations for options | For the nine months ended September 30, Description 2021 2020 Dividend-yield 0 % 0 % Risk-free interest rate 0.68 % 0.94 % Expected volatility 98.23 % 88.15 % Expected life (years) 6.53 6.55 Market value per share on grant date $ 3.40 $ 0.69 Fair value per share on grant date $ 2.72 $ 0.52 |
Agreements (Tables)
Agreements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Agreements | |
Schedule of working capital agreement activity | As of and for the three months ended September 30, As of and for the nine months ended September 30, 2021 2020 2021 2020 Ethanol sales $ - $ - $ - $ 26,049 Wet distiller's grains sales 8,919 7,143 30,584 22,983 Corn oil sales 1,515 827 4,252 2,806 Corn purchases 39,058 25,513 119,217 77,268 Accounts receivable 88 161 88 161 Accounts payable 307 1,978 307 1,978 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Information | |
Schedule of segment information | For the three months ended September 30, 2021 For the three months ended September 30, 2020 North America India Total Consolidated North America India Total Consolidated Revenues $ 49,832 $ 63 $ 49,895 $ 33,131 $ 7,792 $ 40,923 Cost of goods sold 54,664 16 54,680 33,534 6,618 40,152 Gross profit (loss) (4,832 ) 47 (4,785 ) (403 ) 1,174 771 Other expenses (income) Research and development expenses 22 - 22 37 - 37 Selling, general and administrative expenses 4,637 450 5,087 4,340 223 4,563 Interest expense 5,548 - 5,548 6,461 9 6,470 Accretion and other expenses of Series A preferred units 2,185 - 2,185 1,765 - 1,765 Gain on debt extinguishment - - - - - - Other expense (income) (1 ) (29 ) (30 ) 155 (2 ) 153 Income (loss) before income taxes $ (17,223 ) $ (374 ) $ (17,597 ) $ (13,161 ) $ 944 $ (12,217 ) Capital expenditures $ 5,815 $ 21 $ 5,836 $ 6,187 $ 113 $ 6,300 Depreciation 1,187 155 1,342 1,085 168 1,253 For the nine months ended September 30, 2021 For the nine months ended September 30, 2020 North America India Total Consolidated North America India Total Consolidated Revenues $ 146,890 $ 696 $ 147,586 $ 114,226 $ 14,001 $ 128,227 Cost of goods sold 151,614 719 152,333 101,231 12,599 113,830 Gross profit (loss) (4,724 ) (23 ) (4,747 ) 12,995 1,402 14,397 Other expenses (income) Research and development expenses 66 - 66 175 - 175 Selling, general and administrative expenses 15,016 1,206 16,222 11,206 1,342 12,548 Interest expense 17,947 - 17,947 19,490 44 19,534 Accretion and other expenses of Series A preferred units 7,928 - 7,928 4,087 - 4,087 Gain on debt extinguishment (1,134 ) - (1,134 ) - - - Other (income) expense 561 (78 ) 483 416 (23 ) 393 Income (loss) before income taxes $ (45,108 ) $ (1,151 ) $ (46,259 ) $ (22,379 ) $ 39 $ (22,340 ) Capital expenditures $ 18,632 139 18,771 $ 13,571 $ 1,350 $ 14,921 Depreciation 3,593 513 4,106 3,030 485 3,515 |
Schedule of total assets | As of September 30, December 31, 2021 2020 North America $ 135,720 $ 112,312 India 11,259 12,827 Total Assets $ 146,979 $ 125,139 |
Nature of Activities and Summ_4
Nature of Activities and Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Sales | $ 49,895,000 | $ 40,923,000 | $ 147,586,000 | $ 128,227,000 |
North America | ||||
Sales | 49,832,000 | 33,131,000 | 146,890,000 | 114,226,000 |
North America | Ethanol and high-grade alcohol sales | ||||
Sales | 39,131,000 | 24,825,000 | 111,220,000 | 86,387,000 |
North America | Wet distiller's grains sales | ||||
Sales | 8,919,000 | 7,143,000 | 30,584,000 | 22,983,000 |
North America | Other sales | ||||
Sales | 1,782,000 | 1,163,000 | 5,086,000 | 4,856,000 |
India | ||||
Sales | 63,000 | 7,792,000 | 696,000 | 14,001,000 |
India | Other sales | ||||
Sales | 63,000 | 18,000 | 106,000 | 51,000 |
India | Biodiesel sales | ||||
Sales | 0 | 7,325,000 | 465,000 | 12,267,000 |
India | Refined Glycerin sales | ||||
Sales | 0 | 449,000 | 125,000 | 909,000 |
India | PFAD sales | ||||
Sales | $ 0 | $ 0 | $ 0 | $ 774,000 |
Nature of Activities and Summ_5
Nature of Activities and Summary of Significant Accounting Policies (Details 1) - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Total number of potentially dilutive shares excluded from the basic and diluted net loss per share calculation (in thousands) | 5,338 | 7,272 |
Series B preferred (post split basis) | ||
Total number of potentially dilutive shares excluded from the basic and diluted net loss per share calculation (in thousands) | 129 | 132 |
Common stock options and warrants | ||
Total number of potentially dilutive shares excluded from the basic and diluted net loss per share calculation (in thousands) | 3,929 | 5,846 |
Debt with conversion feature at $30 per share of common stock | ||
Total number of potentially dilutive shares excluded from the basic and diluted net loss per share calculation (in thousands) | 1,280 | 1,294 |
Nature of Activities and Summ_6
Nature of Activities and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | |
Sales revenue of high-grade alcohol | 2.00% | 18.00% | ||||
Received | $ 1,224,000 | $ 0 | ||||
Other long-term liabilities | 2,714,000 | $ 2,944,000 | ||||
Allowance for doubtful accounts | 140,400,000 | $ 1,260,000 | ||||
Accounts Receivable [Member] | ||||||
Allowance for doubtful accounts | 1,400,000 | $ 1,300,000 | ||||
North America [Member] | ||||||
Gallon per year | 65,000,000 | |||||
India [Member] | ||||||
Gallon per year | 50,000,000 | |||||
Carbon Zero [Member] | ||||||
Gallon per year | 45,000,000 | |||||
Kakinada Plant One [Member] | ||||||
Gallon per year | 50,000,000 | |||||
Nameplate capacity | 150,000 | |||||
Keyes Plant [Member] | ||||||
Gallon per year | 65,000,000 | |||||
Kakinada Plant [Member] | ||||||
Gallon per year | 50,000,000 | |||||
Nevo Motors [Member] | ||||||
Preferred stock shares | 489,716 | |||||
Common stock shares | 5,000,000 | |||||
CEC-LCFPP [Member] | ||||||
Renewable natural gas fuel | 877,000 | |||||
Awarded grants | 4,200,000 | |||||
CDFA [Member] | ||||||
Awarded grants | $ 7,800,000 | 3,200,000 | ||||
Received | $ 33,000 | |||||
CEC-LCAEGP [Member] | ||||||
Awarded grants | 5,000,000 | |||||
Contributions | 7,900,000 | |||||
Actual expenses | 5,000,000 | |||||
Capital expenditures | 115,000 | |||||
Other long-term liabilities | $ 1,700,000 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Inventories | ||
Raw materials | $ 1,363 | $ 1,382 |
Work-in-progress | 1,274 | 1,266 |
Finished goods | 2,225 | 1,321 |
Total inventories | $ 4,862 | $ 3,969 |
Inventories (Details Narrative)
Inventories (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Inventories | ||
Lower cost of market impairment | $ 700,000 | $ 700,000 |
Property Plant and Equipment (D
Property Plant and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property Plant and Equipment | ||
Land | $ 4,084 | $ 4,092 |
Plant and buildings | 97,168 | 97,398 |
Furniture and fixtures | 1,305 | 1,195 |
Machinery and equipment | 5,298 | 5,188 |
Construction in progress | 44,322 | 25,397 |
Property held for development | 15,414 | 15,408 |
Finance lease right of use assets | 2,317 | 2,308 |
Total gross property, plant & equipment | 169,908 | 150,986 |
Less accumulated depreciation | (44,993) | (41,106) |
Total net property, plant & equipment | $ 124,915 | $ 109,880 |
Property Plant and Equipment _2
Property Plant and Equipment (Details 1) | 9 Months Ended |
Sep. 30, 2021 | |
Minimum [Member] | Machinery and Equipment [Member] | |
Depreciation (years) | 5 years |
Minimum [Member] | Furniture and Fixtures [Member] | |
Depreciation (years) | 3 years |
Maximum [Member] | Machinery and Equipment [Member] | |
Depreciation (years) | 15 years |
Maximum [Member] | Furniture and Fixtures [Member] | |
Depreciation (years) | 5 years |
Plant and Buildings [Member] | Minimum [Member] | |
Depreciation (years) | 20 years |
Plant and Buildings [Member] | Maximum [Member] | |
Depreciation (years) | 30 years |
Property Plant and Equipment _3
Property Plant and Equipment (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Property Plant and Equipment | ||||
Interest capitalized in property | $ 1,400,000 | $ 100,000 | $ 2,900,000 | $ 300,000 |
Depreciation expense | $ 1,300,000 | $ 1,300,000 | $ 4,100,000 | $ 3,500,000 |
Debt (Details)
Debt (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Total debt | $ 184,978,000 | $ 229,619,000 |
Less current portion of debt | 23,863,000 | 59,515,000 |
Total long term debt | 161,115,000 | 170,104,000 |
Senior Debt | Promissory Notes [Member] | ||
Total debt | 0 | 1,444,000 |
Senior Debt | Acquisition Participation Term Notes | ||
Total debt | 26,457,000 | 26,384,000 |
Senior Debt | Revenue Participation Term Notes | ||
Total debt | 11,914,000 | 11,864,000 |
Subordinated Notes | ||
Total debt | 13,229,000 | 12,745,000 |
Senior Debt-TEC | Promissory Notes [Member] | ||
Total debt | 7,093,000 | 7,066,000 |
Senior Debt-TEC | Revolving Credit Facility | ||
Total debt | 71,732,000 | 80,310,000 |
Cilion [Member] | Subordinated Debt [Member] | ||
Total debt | 6,386,000 | 6,274,000 |
Term Loan on Equipment Purchase | ||
Total debt | 5,705,000 | 5,652,000 |
EB-5 Promissory Notes | ||
Total debt | 42,462,000 | 43,120,000 |
PPP Loans | ||
Total debt | 0 | 1,134,000 |
GAFI Term and Revolving Loans | ||
Total debt | $ 0 | $ 33,626,000 |
Debt (Details 1)
Debt (Details 1) $ in Thousands | Sep. 30, 2021USD ($) |
Twelve months ended June 30, | |
2022 | $ 23,863 |
2023 | 147,749 |
2024 | 7,445 |
2025 | 4,581 |
2026 | 945 |
Thereafter | 1,253 |
Total debt | 185,836 |
Debt issuance costs | (858) |
Total debt, net of debt issuance costs | $ 184,978 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) $ / shares in Units, shares in Thousands | Aug. 09, 2021 | Mar. 14, 2021 | Aug. 11, 2020 | Mar. 06, 2020 | Sep. 30, 2021 | Sep. 30, 2021 | Nov. 05, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Jul. 22, 2019 | Feb. 27, 2019 | Oct. 16, 2016 |
Net of debt issuance | $ 184,978,000 | $ 184,978,000 | $ 229,619,000 | |||||||||
Net and the related liability | 13,901,000 | 13,901,000 | 14,541,000 | |||||||||
Other long term debt | 11,418,000 | 11,418,000 | 11,980,000 | |||||||||
Minimum [Member] | ||||||||||||
Remaining funded to escrow | $ 300,000 | $ 300,000 | ||||||||||
Loan rate | 7.75% | 7.75% | ||||||||||
Maximum [Member] | ||||||||||||
Remaining funded to escrow | $ 900,000 | $ 900,000 | ||||||||||
Loan rate | 12.00% | 12.00% | ||||||||||
McAfee [Member] | ||||||||||||
Net Amount at Risk by Product and Guarantee, Net Amount at Risk | $ 8,000,000 | $ 8,000,000 | ||||||||||
Payroll Protection Program [Member] | ||||||||||||
Debt instrument face amount | 2,500,000 | 2,500,000 | ||||||||||
Received loan | 1,100,000 | 1,100,000 | ||||||||||
Proceeds from issuance of debt | 1,100,000 | 1,100,000 | ||||||||||
Subordinated Notes | ||||||||||||
Debt instrument face amount | $ 900,000 | $ 900,000 | ||||||||||
Debt instrument interest rate | 10.00% | 10.00% | ||||||||||
Net of debt issuance | $ 13,229,000 | $ 13,229,000 | 12,745,000 | |||||||||
Fees percentage | 10.00% | 10.00% | ||||||||||
Exercise price per share | $ 0.01 | $ 0.01 | ||||||||||
Warrants exercisable | $ 0.01 | $ 0.01 | ||||||||||
Equity financing | $ 25,000,000 | $ 25,000,000 | ||||||||||
Debt instrument fee amount percentage | 10.00% | 10.00% | ||||||||||
Warrants to purchase common stock shares | 113 | |||||||||||
Principal and interest outstanding net | $ 600,000 | $ 600,000 | ||||||||||
Subordinated Notes | Orsak and Lies [Member] | ||||||||||||
Discount issuance costs | 800,000 | 800,000 | ||||||||||
Debt instrument face amount | 500,000 | 500,000 | 12,700,000 | |||||||||
Debt instrument fair value, loans amount | 15,000,000 | 15,000,000 | ||||||||||
Senior Debt-TEC | Promissory Notes [Member] | ||||||||||||
Discount issuance costs | 36,000 | 36,000 | ||||||||||
Debt instrument face amount | 7,200,000 | 7,200,000 | ||||||||||
Debt instrument fee amount | $ 300,000 | $ 100 | $ 300,000 | 300,000 | $ 300,000 | $ 100,000 | $ 2,100,000 | |||||
Maturity period | Apr. 1, 2023 | Apr. 1, 2022 | Apr. 1, 2021 | |||||||||
Net of debt issuance | 7,093,000 | $ 7,093,000 | 7,066,000 | |||||||||
Amendment fee | 50,000 | $ 50,000 | ||||||||||
Waiver fee | $ 50,000 | |||||||||||
Extension Fee | 1.00% | 1.00% | 1.00% | 1.00% | ||||||||
Total proceeds | $ 100,000 | |||||||||||
Additional borrowings first | $ 700,000 | $ 700,000 | $ 600,000 | |||||||||
Reserve liquidity facility | $ 40,000,000 | $ 70,000,000 | ||||||||||
Fees percentage | 5.00% | 5.00% | 14.00% | |||||||||
Reduction in extension fee | $ 300,000 | $ 300,000 | $ 300,000 | |||||||||
Additional borrowings second | $ 900,000 | |||||||||||
Exceed capital expenditures | 100,000 | |||||||||||
Borrowed interest rate | 30.00% | |||||||||||
Default event | 40.00% | 40.00% | ||||||||||
Non-refundable fees percentage | 2.00% | |||||||||||
Interest rates | 14.00% | 14.00% | ||||||||||
Senior Debt-TEC | Revolving Credit Facility | ||||||||||||
Debt instrument face amount | $ 18,000,000 | $ 18,000,000 | ||||||||||
Maturity period | Apr. 1, 2022 | |||||||||||
Net of debt issuance | $ 71,732,000 | $ 71,732,000 | 80,310,000 | |||||||||
Fees percentage | 13.75% | 13.75% | ||||||||||
Senior Debt-TEC | Reserve Liquidity Facility | ||||||||||||
Debt instrument face amount | $ 7,100,000 | $ 7,100,000 | ||||||||||
Debt instrument fee amount | $ 500,000 | $ 500,000 | $ 500,000 | $ 1,100,000 | ||||||||
Fees percentage | 30.00% | |||||||||||
Default event | 40.00% | 40.00% | ||||||||||
Non-refundable fees percentage | 2.00% | |||||||||||
Debt instrument fee amount percentage | 1.00% | 1.00% | ||||||||||
Promissory note, payable | $ 40,000,000 | $ 18,000,000 | ||||||||||
Senior Debt-TEC | Promissory Notes [Member] | ||||||||||||
Net of debt issuance | $ 0 | $ 0 | 1,444,000 | |||||||||
Senior Debt-TEC | Acquisition Participation Term Notes | ||||||||||||
Discount issuance costs | 95,000 | 95,000 | ||||||||||
Debt instrument face amount | $ 4,100,000 | $ 4,100,000 | ||||||||||
Debt instrument interest rate | 14.00% | 14.00% | ||||||||||
Maturity period | Apr. 1, 2022 | |||||||||||
Net of debt issuance | $ 26,457,000 | $ 26,457,000 | 26,384,000 | |||||||||
Fees percentage | 10.75% | 10.75% | ||||||||||
Principal and interest outstanding | $ 15,000,000 | $ 15,000,000 | ||||||||||
Principal outstanding | $ 26,600,000 | 26,600,000 | ||||||||||
Unamortized debt issuance cost | 138 | |||||||||||
Redemption fees | $ 7,500,000 | |||||||||||
Fee pay carrying value | 1.00% | 1.00% | ||||||||||
Senior Debt-TEC | Revenue Participation Term Notes | ||||||||||||
Debt instrument face amount | $ 10,000,000 | $ 10,000,000 | ||||||||||
Maturity period | Apr. 1, 2022 | |||||||||||
Net of debt issuance | $ 11,914,000 | $ 11,914,000 | 11,864,000 | |||||||||
Fees percentage | 5.00% | 5.00% | ||||||||||
Principal and interest outstanding net | $ 12,000,000 | $ 12,000,000 | ||||||||||
Unamortized debt issuance costs | 56,000 | |||||||||||
Outstanding balance | 60,000 | 60,000 | ||||||||||
Senior Debt-TEC | Reserve Liquidity | ||||||||||||
Debt instrument face amount | $ 40,000,000 | $ 40,000,000 | ||||||||||
Debt instrument interest rate | 30.00% | 30.00% | ||||||||||
Maturity period | Apr. 1, 2022 | |||||||||||
Fees percentage | 30.00% | 30.00% | ||||||||||
Cilion [Member] | Subordinated Debt [Member] | ||||||||||||
Debt instrument face amount | $ 6,400,000 | $ 6,400,000 | ||||||||||
Net of debt issuance | $ 6,386,000 | $ 6,386,000 | 6,274,000 | |||||||||
Fees percentage | 3.00% | 3.00% | ||||||||||
Principal and interest outstanding | $ 4,000,000 | $ 4,000,000 | ||||||||||
GAFI Term loan and Revolving loan | ||||||||||||
Discount issuance costs | 400,000 | 400,000 | ||||||||||
Debt instrument face amount | $ 11,800,000 | $ 11,800,000 | ||||||||||
Debt instrument interest rate | 10.00% | 10.00% | ||||||||||
Debt instrument fee amount | $ 500,000 | $ 500,000 | ||||||||||
Aggregate loan amount | 10,000,000 | $ 10,000,000 | ||||||||||
Maturity period | Apr. 1, 2023 | Apr. 1, 2022 | Jul. 10, 2021 | |||||||||
Additional amount | $ 1,500,000 | |||||||||||
Repayment amount | 500,000 | $ 1,000,000 | ||||||||||
Put option | $ 1 | |||||||||||
Put option amount | $ 1,100,000 | |||||||||||
Net of debt issuance | 22,200,000 | 22,200,000 | ||||||||||
Financing Agreement for capital expenditures [Member] | ||||||||||||
Net of debt issuance | 5,700,000 | 5,700,000 | ||||||||||
Net and the related liability | 700,000 | 700,000 | ||||||||||
Other long term debt | 5,000,000 | 5,000,000 | ||||||||||
February 2019 Note | ||||||||||||
Debt instrument face amount | 14,100 | 14,100 | ||||||||||
EB-5 Phase II Notes | ||||||||||||
Debt instrument face amount | $ 6,400,000 | $ 6,400,000 | ||||||||||
Fees percentage | 3.00% | 3.00% | ||||||||||
Principal and interest outstanding | $ 5,000,000 | $ 5,000,000 | ||||||||||
Increased debt insrument face amount | 900,000 | |||||||||||
Remaining funded to escrow | 46,800,000 | 46,800,000 | ||||||||||
Investment current offering | 900,000 | 900,000 | ||||||||||
Aggregate principal amount | 50,800,000 | $ 50,800,000 | ||||||||||
Due and payable term | 4 years | |||||||||||
Escrow amount | $ 4,000,000 | $ 4,000,000 | ||||||||||
Unsecured Working Capital Loans | ||||||||||||
Debt instrument interest rate | 12.00% | 12.00% | ||||||||||
Repayment amount | $ 8,500,000 | |||||||||||
Monthly net operating profit rate | 30.00% | 30.00% | ||||||||||
Operational support charges | 30.00% | 30.00% | ||||||||||
Secunderabad Oils | ||||||||||||
Debt instrument face amount | $ 2,300,000 | $ 2,300,000 | $ 900,000 | |||||||||
Fees percentage | 14.75% | 14.75% | ||||||||||
Monthly net operating profit rate | 30.00% | 30.00% | ||||||||||
EB-5 Phase I Notes | ||||||||||||
Debt instrument face amount | $ 500,000 | $ 500,000 | ||||||||||
Repayment amount | 0 | 1,000,000 | ||||||||||
Principal and interest outstanding net | 36,000,000 | 36,000,000 | ||||||||||
Remaining funded to escrow | 500,000 | 500,000 | ||||||||||
Aggregate principal amount | 36,000,000 | 36,000,000 | ||||||||||
Escrow amount | 35,500,000 | 35,500,000 | ||||||||||
Interest outstanding | 3,100,000 | 3,100,000 | ||||||||||
Investment funds | $ 500,000 | $ 500,000 | ||||||||||
Conversion price | $ 30 | $ 30 | ||||||||||
Accrued interest outstanding | $ 3,900,000 | $ 3,900,000 | ||||||||||
Principal funding amount | 34,500,000 | 34,500,000 | ||||||||||
Phase II funding amount | $ 50,000,000 | |||||||||||
GAFI Revolving Loan | ||||||||||||
Debt instrument face amount | $ 72,400,000 | $ 72,400,000 | ||||||||||
Debt instrument interest rate | 10.00% | 10.00% | ||||||||||
Unamortized debt issuance cost | $ 671 | |||||||||||
GAFI Term Loan | ||||||||||||
Discount issuance costs | $ 35,000 | 35,000 | ||||||||||
Debt instrument fee amount | $ 71,000 | $ 71,000 | ||||||||||
Maturity period | Apr. 1, 2022 | |||||||||||
Fees percentage | 13.75% | 13.75% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Commitments and Contingencies | ||||
Operating lease expense | $ 204 | $ 201 | $ 612 | $ 561 |
Operating Lease Cost | ||||
Short term lease expense | 28 | 75 | 138 | 104 |
Variable lease expense | 30 | 29 | 84 | 89 |
Total operating lease cost | 262 | 305 | 834 | 754 |
Finance Lease Cost | ||||
Amortization of right-of-use-assets | 58 | 94 | 168 | 155 |
Interest on lease liabilities | 20 | 26 | 61 | 44 |
Total finance lease cost | $ 78 | $ 120 | $ 229 | $ 199 |
Commitments and Contingencies_3
Commitments and Contingencies (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Commitments and Contingencies | ||||
Operating cash flows used in operating leases | $ 179 | $ 131 | $ 519 | $ 448 |
Operating cash flows used in finance leases | 20 | 26 | 61 | 44 |
Financing cash flows used in finance leases | $ 126 | $ 435 | $ 374 | $ 1,137 |
Commitments and Contingencies_4
Commitments and Contingencies (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Commitments and Contingencies | |||||
Accretion of the lease liability | $ 93 | $ 101 | $ 288 | $ 160 | |
Amortization of right-of-use assets | $ 111 | $ 100 | $ 324 | $ 402 | |
Weighted Average Remaining Lease Term | |||||
Operating leases | 6 years 4 months 24 days | ||||
Finance leases | 2 years 7 months 6 days | ||||
Weighted Average Discount Rate | |||||
Operating leases | 14.00% | 14.00% | |||
Finance leases | 5.90% | 5.90% | |||
Operating Leases | |||||
Operating lease right-of-use assets | $ 2,572 | $ 2,572 | $ 2,889 | ||
Current portion of operating lease liability | 286 | 286 | 316 | ||
Long term operating lease liability | 2,381 | 2,381 | 2,578 | ||
Total operating lease liabilities | 2,667 | 2,667 | 2,894 | ||
Finance Leases | |||||
Property and equipment, at cost | 2,317 | 2,317 | 2,308 | ||
Accumulated depreciation | (313) | (313) | (249) | ||
Property and equipment, net | 2,004 | 2,004 | 2,059 | ||
Other current liability | 541 | 541 | 417 | ||
Long term other liability | 840 | 840 | 1,164 | ||
Total finance lease liabilities | $ 1,381 | $ 1,381 | $ 1,581 |
Commitments and Contingencies_5
Commitments and Contingencies (Details 3) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Commitments and Contingencies | ||
2021 | $ 632 | |
2022 | 572 | |
2023 | 586 | |
2024 | 603 | |
2025 | 622 | |
Thereafter | 1,076 | |
Total lease payments | 4,091 | |
Less: imputed interest | (1,424) | |
Total operating lease liability | 2,667 | $ 2,894 |
2021 | 611 | |
2022 | 528 | |
2023 | 324 | |
2024 | 31 | |
2025 | 0 | |
Thereafter | 0 | |
Total lease payments | 1,494 | |
Less: imputed interest | (113) | |
Total finance lease liability | $ 1,381 | $ 1,581 |
Commitments and Contingencies_6
Commitments and Contingencies (Details Narrative) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | |||
Dec. 31, 2019 | Jul. 24, 2019 | Jun. 28, 2018 | Sep. 30, 2021 | Dec. 31, 2020 | |
StockBased Compensation | |||||
Remaining term | 7 years | ||||
First payment | $ 1.5 | ||||
Property tax accrual amount | $ 6.8 | $ 5.7 | |||
Fees and costs | $ 6.2 | $ 6.2 |
Biogas LLC - Series A Preferred
Biogas LLC - Series A Preferred Financing and Variable Interest Entity (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Dec. 20, 2018 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Totaling of series A preferred stock unit | $ 46,900,000 | |||||
Total assets of ABGL company | 34,800,000 | |||||
Long-term liabilities | $ 38,300,000 | 38,300,000 | $ 32,000,000 | |||
Accretion Expense | 2,300,000 | $ 1,800,000 | 7,700,000 | $ 4,100,000 | ||
Accrued preference payments expense | 800,000 | $ 800,000 | 2,400,000 | $ 2,400,000 | ||
Offset capitalized interest | $ 1,000,000 | $ 2,100,000 | ||||
Preferred Units Series A [Member] | Second Tranche [Member] | ||||||
Stock redeemed or called during period shares | 20,000 | |||||
Reduced redemption shares | 20,000 | |||||
Preferred stock unit | 626,000 | 626,000 | ||||
Preferred stock amunt | $ 3,100,000 | $ 3,100,000 | ||||
Redemption unit value | 300,000 | |||||
Reduced redemption shares amount | 14,000,000 | |||||
Preferred Units Series A [Member] | First Tranche [Member] | ||||||
Preferred stock amunt | 16,000,000 | $ 16,000,000 | ||||
Preferred shares issued | 2,800,000 | |||||
Series A Preferred Stocks [Member] | ||||||
Conversion of common stock into shares | 1,200,000 | |||||
Common stock shares | 6,000,000 | |||||
Per shares | $ 5 | |||||
Proceeds from preferred stock | $ 30,000,000 | |||||
Additional common unit | 5,000,000 | |||||
Property tax accrual amount | $ 0 | $ 0 | 0 | |||
Preferred Units Series A [Member] | ||||||
Conversion of common stock into shares | 1,200,000 | |||||
Preferred stock unit | 3,200,000 | 3,200,000 | ||||
Redemption unit value | $ 300,000 | |||||
Total amount | $ 30,000,000 | |||||
Shares percentage | 75.00% | 75.00% | 75.00% | |||
Increases payment of cash flow | 100% | |||||
Redemption value | $ 89,700,000 | |||||
Accrued preference payments | $ 8,700,000 | $ 8,700,000 | $ 2,000,000 | |||
Preferred stock shares authorized | 11,000,000 | 11,000,000 | 11,000,000 | |||
Convertible preferred stock | 6,000,000 | 6,000,000 | 6,000,000 | |||
Preference payments | $ 0.50 | |||||
Maximum number of shares | 5,000,000 | |||||
Redemption per share | $ 15 | |||||
Cash flow amount | 90,000,000 | |||||
Paid fees | $ 900,000 | |||||
Increases conversion of common stock units | 5,000,000 | |||||
Redemption payments increased rate | 100.00% | 100.00% | ||||
Initial rate free cash flows | 75.00% | 75.00% |
StockBased Compensation (Detail
StockBased Compensation (Details) - $ / shares | Jun. 03, 2021 | Apr. 08, 2021 | Jan. 07, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2021 |
StockBased Compensation | ||||||
Shares available for grant, beginning (in thousands) | 307,000 | 380,000 | 380,000 | 380,000 | ||
Shares available for grant, authorized (in thousands) | 816,000 | |||||
Shares available for grant, granted (in thousands) | 30,000 | 34,114 | 945,000 | 915 | (975,000) | |
Shares available for grant, RSAs granted (in thousands) | (39,000) | |||||
Shares available for grant, exercised (in thousands) | 0 | |||||
Shares available for grant, forfeited/expired | 200,000 | |||||
Shares available for grant, ending (in thousands) | 382,000 | 307,000 | 382,000 | |||
Number of outstanding, beginning (in thousands) | 5,005,000 | 5,327,000 | 5,327,000 | 5,327,000 | ||
Number of shares, granted (in thousands) | 975,000 | |||||
number of shares, exercised (in thousands) | (2,228,000) | |||||
Number of shares, forfeited/expired (in thousands) | (200,000) | |||||
Number of outstanding, ending (in thousands) | 3,874,000 | 5,005,000 | 3,874,000 | |||
Weighted average exercise price outstanding, beginning | $ 1.41 | $ 1.14 | $ 1.14 | $ 1.14 | ||
Weighted average exercise price, granted | 3.40 | |||||
Weighted average exercise price, exercised | 1.42 | |||||
Weighted average exercise price, forfeited/expired | 1.78 | |||||
Weighted average exercise price outstanding, ending | $ 1.49 | $ 1.41 | $ 1.49 |
StockBased Compensation (Deta_2
StockBased Compensation (Details 1) - $ / shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
StockBased Compensation | ||
Dividend-yield | 0.00% | 0.00% |
Risk-free interest rate | 0.68% | 0.94% |
Expected volatility | 98.23% | 88.15% |
Expected life (years) | 6 years 6 months 10 days | 6 years 6 months 18 days |
Market value per share on grant date | $ 3.40 | $ 0.69 |
Weighted average fair value per share of common stock | $ 2.72 | $ 0.52 |
StockBased Compensation (Deta_3
StockBased Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Jun. 03, 2021 | Apr. 08, 2021 | Jan. 07, 2021 | Apr. 29, 2019 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Restricted stock granted | 5,200 | ||||||||||||
Number of outstanding, beginning (in thousands) | 3,874,000 | 5,005,000 | 3,874,000 | 5,327,000 | |||||||||
Stock compensation expense | $ 285 | $ 281 | $ 835 | $ 191 | $ 325 | $ 310 | $ 1,400 | $ 826 | |||||
Options granted shares | 0 | 13,000 | |||||||||||
Price per restricted share | $ 3.09 | ||||||||||||
Options outstanding | 3,900,000 | 3,900,000 | |||||||||||
Options granted | 30,000 | 34,114 | 945,000 | 915 | (975,000) | ||||||||
Vesting terms | 3 years | ||||||||||||
Stock Plan term | 10 years | ||||||||||||
Unrecognized compensation expense | $ 2,100 | $ 2,100 | |||||||||||
Unrecognized compensation expense, recognition period | 2 years 1 month 6 days | ||||||||||||
Stock option shares | 177,246 | ||||||||||||
Common stock, shares authorized (in thousands) | 40,000,000 | 40,000,000 | 40,000 | ||||||||||
2019 Stock Plan [Member] | |||||||||||||
Price per restricted share | $ 26.19 | ||||||||||||
Options granted | 2,320,000 | ||||||||||||
Unrecognized compensation expense | $ 2,400 | $ 2,400 | |||||||||||
Common stock, shares authorized (in thousands) | 200,000 | 200,000 |
Agreements (Details)
Agreements (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Agreements | ||||
Ethanol sales | $ 0 | $ 0 | $ 0 | $ 26,049 |
Wet distiller's grains sales | 8,919 | 7,143 | 30,584 | 22,983 |
Corn oil sales | 1,515 | 827 | 4,252 | 2,806 |
Corn purchases | 39,058 | 25,513 | 119,217 | 77,268 |
Accounts receivable | 88 | 161 | 88 | 161 |
Accounts payable | $ 307 | $ 1,978 | $ 307 | $ 1,978 |
Agreements (Details Narrative)
Agreements (Details Narrative) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
J.D. Heiskell [Member] | ||||
Marketing costs | $ 0.7 | $ 0.6 | $ 2.1 | $ 1.7 |
Segment Information (Details)
Segment Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues | $ 49,895,000 | $ 40,923,000 | $ 147,586,000 | $ 128,227,000 |
Cost of goods sold | 54,680,000 | 40,152,000 | 152,333,000 | 113,830,000 |
Gross profit | (4,785,000) | 771,000 | (4,747,000) | 14,397,000 |
Expenses | ||||
Research and development expenses | 22,000 | 37,000 | 66,000 | 175,000 |
Selling, general and administrative expenses | 5,087,000 | 4,563,000 | 16,222,000 | 12,548,000 |
Interest expense | 5,548,000 | 6,470,000 | 17,947,000 | 19,534,000 |
Accretion and other expenses of Series A preferred units | 2,185,000 | 1,765,000 | 7,928,000 | 4,087,000 |
Gain on debt extinguishment portions | 0 | 0 | (1,134,000) | 0 |
Other (income) expense | (30,000) | 153,000 | 483,000 | 393,000 |
Income (loss) before income taxes | (17,597,000) | (12,217,000) | (46,259,000) | (22,340,000) |
Capital expenditures | 5,836,000 | 6,300,000 | 18,771,000 | 14,921,000 |
Depreciation | 1,342,000 | 1,253,000 | 4,106,000 | 3,515,000 |
North America [Member] | ||||
Revenues | 49,832,000 | 33,131,000 | 146,890,000 | 114,226,000 |
Cost of goods sold | 54,664,000 | 33,534,000 | 151,614,000 | 101,231,000 |
Gross profit | (4,832,000) | (403,000) | (4,724,000) | 12,995,000 |
Expenses | ||||
Research and development expenses | 22,000 | 37,000 | 66,000 | 175,000 |
Selling, general and administrative expenses | 4,637,000 | 4,340,000 | 15,016,000 | 11,206,000 |
Interest expense | 5,548,000 | 6,461,000 | 17,947,000 | 19,490,000 |
Accretion and other expenses of Series A preferred units | 2,185,000 | 1,765,000 | 7,928,000 | 4,087,000 |
Gain on debt extinguishment portions | 0 | 0 | (1,134,000) | 0 |
Other (income) expense | (1,000) | 155,000 | 561,000 | 416,000 |
Income (loss) before income taxes | (17,223,000) | (13,161,000) | (45,108,000) | (22,379,000) |
Capital expenditures | 5,815,000 | 6,187,000 | 18,632,000 | 13,571,000 |
Depreciation | 1,187,000 | 1,085,000 | 3,593,000 | 3,030,000 |
India [Member] | ||||
Revenues | 63,000 | 7,792,000 | 696,000 | 14,001,000 |
Cost of goods sold | 16,000 | 6,618,000 | 719,000 | 12,599,000 |
Gross profit | 47,000 | 1,174,000 | (23,000) | 1,402,000 |
Expenses | ||||
Research and development expenses | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 450,000 | 223,000 | 1,206,000 | 1,342,000 |
Interest expense | 0 | 9,000 | 0 | 44,000 |
Accretion and other expenses of Series A preferred units | 0 | 0 | 0 | 0 |
Gain on debt extinguishment portions | 0 | 0 | 0 | 0 |
Other (income) expense | (29,000) | (2,000) | (78,000) | (23,000) |
Income (loss) before income taxes | (374,000) | 944,000 | (1,151,000) | 39,000 |
Capital expenditures | 21,000 | 113,000 | 139,000 | 1,350,000 |
Depreciation | $ 155,000 | $ 168,000 | $ 513,000 | $ 485,000 |
Segment Information (Details 1)
Segment Information (Details 1) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | $ 146,979 | $ 125,139 |
North America [Member] | ||
Assets | 135,720 | 112,312 |
India [Member] | ||
Assets | $ 11,259 | $ 12,827 |
Segment Information (Details Na
Segment Information (Details Narrative) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Kakinada Plant [Member] | ||||
Gallon per year | $ 50 | |||
Customer Two [Member] | ||||
Concentration credit risk | 71.00% | 33.00% | ||
North America [Member] | ||||
Gallon per year | $ 65 | |||
North America [Member] | Customer One [Member] | Sales of ethanol, WDG, and corn oil | ||||
Concentration credit risk | 77.00% | 72.00% | 75.00% | 45.00% |
North America [Member] | Customer Two [Member] | Sales of ethanol, WDG, and corn oil | ||||
Concentration credit risk | 21.00% | 24.00% | 24.00% | 32.00% |
North America [Member] | Customer Three [Member] | Sales of ethanol, WDG, and corn oil | ||||
Concentration credit risk | 11.00% | |||
India [Member] | ||||
Gallon per year | $ 50 | |||
India [Member] | Refined glycerin customer | ||||
Concentration credit risk | 10.00% | |||
India [Member] | Customer One [Member] | ||||
Concentration credit risk | 71.00% | 51.00% | ||
India [Member] | Customer One [Member] | Refined glycerin customer | ||||
Concentration credit risk | 16.00% | 10.00% | ||
India [Member] | Customer One [Member] | One biodiesel | ||||
Concentration credit risk | 66.00% | 56.00% | ||
India [Member] | Customer Two [Member] | ||||
Concentration credit risk | 23.00% | |||
India [Member] | Customer Two [Member] | One biodiesel | ||||
Concentration credit risk | 26.00% |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Jan. 07, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Guaranty fees | $ 200,000 | $ 800,000 | ||||
Percentage | 0.10% | |||||
Restricted stock | 5,200 | |||||
Eric McAfee and McAfee Capital | ||||||
Remaining expenses | $ 100,000 | |||||
Various Board Members | ||||||
Related party transaction | 100,000 | $ 1,200,000 | ||||
Board compensation fees | $ 100,000 | $ 100,000 | $ 300,000 | $ 300,000 | ||
Restricted stock | 900,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) $ in Millions | Nov. 05, 2021USD ($) |
Third Eye Capital Limited Waiver and Amendment [Member] | |
Waiver fee | $ 0.1 |