3. ACQUISITIONS AND DISPOSITIONS

Acquisition of Fairmont and Wood River Ethanol Plants

In November 2013, the Company acquired ethanol plants located in Fairmont, Minnesota and Wood River, Nebraska, with a combined annual production capacity of 230 million gallons. Total consideration was $114.3 million and acquisition-related costs of $0.8 million were recorded in selling, general and administrative expenses. The Company issued approximately $77.0 million of short-term notes payable and term debt shortly after the acquisition, with the acquired assets serving as collateral for these loans, and entered into capital leases totaling $10.0 million for grain facilities that were previously leased by the predecessor owner of the acquired assets. The following is a summary of assets acquired and liabilities assumed (in thousands):



Amounts of Identifiable Assets Acquired and Liabilities Assumed
Accounts receivable	$	119
Inventory		8,680
Prepaid expenses and other		2,696
Property and equipment, net		112,274
Other assets		4,193

Current liabilities		(4,260)
Long-term portion of capital leases and
tax increment financing bond		(7,895)
Other liabilities		(1,489)
Total identifiable net assets	$	114,318

The operating results of the Wood River ethanol plant have been included in the Company’s consolidated financial statements since November 22, 2013. At the time of acquisition, the Fairmont ethanol plant was not operational; however, upon completion of certain maintenance and enhancement projects, operations began at the plant in early January 2014. Pro forma revenue and net income, had the acquisition of these two plants occurred on January 1, 2013, would have been $3.3 billion and $47.7 million, respectively, for the year ended December 31, 2013. This information is based on historical results of operations, and, in our opinion, is not necessarily indicative of the results that would have been achieved had we operated the two ethanol plants acquired since such dates.

There is ongoing litigation related to the consideration for this acquisition. To the extent that this litigation is resolved favorably for the Company, it will result in a gain in a future period with no impact in the event of a negative outcome.

Sale of Grain Assets

In December 2012, the Company sold twelve grain elevators located in northwestern Iowa and western Tennessee. The transaction involved approximately 32.6 million bushels, or 83%, of the Company’s reported agribusiness grain storage capacity and all of its agronomy and retail petroleum operations. The divested assets were reported within the Company’s agribusiness segment. The gross proceeds from the sale, including assumption of debt, current liabilities and fees, were $241.0 million. Cash proceeds from the sale totaled $117.7 million and a pre-tax gain from the sale of $47.1 million was included in operating income in the consolidated statement of operations for the year ended December 31, 2012. The following is a summary of divested assets and liabilities (in thousands):



Amounts of Disposed Assets and Liabilities
Current assets	$	146,527
Property and equipment, net		44,640
Current liabilities		92,386
Long-term debt, net		27,974