XML 21 R10.htm IDEA: XBRL DOCUMENT v3.5.0.2
Acquisitions
9 Months Ended
Sep. 30, 2016
Acquisitions [Abstract]  
Acquisitions

3.  ACQUISITIONS



Acquisition of Abengoa Ethanol Plants



On September 23, 2016, the company acquired three ethanol plants located in Madison, Illinois, Mount Vernon, Indiana, and York, Nebraska from subsidiaries of Abengoa S.A. for approximately $237.4 million for the ethanol plant assets and $15.2 million for working capital acquired or assumed, subject to certain post-closing adjustments.  These ethanol facilities have a combined annual production capacity of 236 mmgy. The company recorded $0.8 million of acquisition costs for the Abengoa ethanol plants to selling, general and administrative expenses during the three months ended September 30, 2016.

The purchase price allocation is based on the preliminary results of an independent valuation. The purchase price and purchase price allocation are preliminary until contractual post-closing working capital adjustments are finalized and the final independent valuation report is issued. The following is a summary of the preliminary purchase price of assets acquired and liabilities assumed (in thousands):







 

 

 

 

Amounts of Identifiable Assets Acquired
and Liabilities Assumed

Inventory

 

$

16,456 

Accounts receivable, net

 

1,588 

Prepaid expenses and other

 

 

457 

Property and equipment, net

 

235,395 

Other assets

 

 

60 



 

 

 

 

Current liabilities

 

(1,403)



Total identifiable net assets

$

252,553 



Concurrently with the company’s acquisition of the Abengoa ethanol plants, on September 23, 2016, the partnership acquired the storage assets of the Abengoa ethanol plants from the company for $90 million in a transfer between entities under common control and entered into amendments to the related commercial agreements with Green Plains Trade.  



Disclosure of pro forma combined total revenues and net income (loss) information for the acquisition of the Abengoa ethanol plants is not currently practicable because financial statements for the acquired plants are currently under audit and have not yet been provided by the sellers. The company expects to report pro forma financial information in the annual report on Form 10-K for the year ending December 31, 2016. 



Acquisition of Hereford Ethanol Plant

 

On November 12, 2015, the company acquired an ethanol production facility in Hereford, Texas, with an annual production capacity of approximately 100 mmgy for approximately $78.8 million for the ethanol plant assets, as well as working capital acquired or assumed of approximately $19.4 million.



The following is a summary of the final purchase price of assets acquired and liabilities assumed (in thousands):













 

 

 

 

Amounts of Identifiable Assets Acquired
and Liabilities Assumed

Inventory

 

$

20,487 

Derivative financial instruments

 

2,625 

Property and equipment, net

 

78,786 



 

 

 

 

Current liabilities

 

(2,542)

Other liabilities

 

(1,128)



Total identifiable net assets

$

98,228 



Effective January 1, 2016, the partnership acquired the storage and transportation assets of the Hereford and Hopewell production facilities in a transfer between entities under common control for approximately $62.3 million and entered into amendments to the related commercial agreements with Green Plains Trade.