0001104659-15-029012.txt : 20150421 0001104659-15-029012.hdr.sgml : 20150421 20150421153720 ACCESSION NUMBER: 0001104659-15-029012 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150421 DATE AS OF CHANGE: 20150421 GROUP MEMBERS: NOMURA INTERNATIONAL PLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Green Plains Inc. CENTRAL INDEX KEY: 0001309402 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 841652107 STATE OF INCORPORATION: IA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81560 FILM NUMBER: 15783120 BUSINESS ADDRESS: STREET 1: 450 REGENCY PARKWAY STREET 2: SUITE 400 CITY: OMAHA STATE: NE ZIP: 68114 BUSINESS PHONE: 402-884-8700 MAIL ADDRESS: STREET 1: 450 REGENCY PARKWAY STREET 2: SUITE 400 CITY: OMAHA STATE: NE ZIP: 68114 FORMER COMPANY: FORMER CONFORMED NAME: Green Plains Renewable Energy, Inc. DATE OF NAME CHANGE: 20100106 FORMER COMPANY: FORMER CONFORMED NAME: GREEN PLAINS RENEWABLE ENERGY, INC. DATE OF NAME CHANGE: 20060314 FORMER COMPANY: FORMER CONFORMED NAME: Green Plains Renewable Energy, Inc. DATE OF NAME CHANGE: 20041123 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NOMURA HOLDINGS INC CENTRAL INDEX KEY: 0001163653 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 000000000 STATE OF INCORPORATION: M0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1-9-1 NIHONBASHI STREET 2: CHUO-KU CITY: TOKYO STATE: M0 ZIP: 103-8645 BUSINESS PHONE: 810352551000 MAIL ADDRESS: STREET 1: 1-9-1 NIHONBASHI STREET 2: CHUO-KU CITY: TOKYO STATE: M0 ZIP: 103-8645 SC 13G/A 1 a15-9562_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

Green Plains Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

393222104

(CUSIP Number)

March 20, 2015

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x

Rule 13d-1(b)

o

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 

CUSIP No. 393222104

13G

 

 

 

1.

Names of Reporting Persons
Nomura Holdings, Inc.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization:
Japan

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
15,670 (1)

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
15,670 (1)

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
15,670

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

Not applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.04%

 

 

12.

Type of Reporting Person (See Instructions)
HC

 

(1)     This represents 15,670 shares beneficially owned by Nomura Securities International Inc. (“NSI”). No shares are beneficially owned by Nomura International PLC (“NIP”). NSI and NIP are wholly owned subsidiaries of Nomura Holdings, Inc., which accordingly may be deemed to beneficially own the shares beneficially owned by NSI and NIP.

 

2


 

CUSIP No. 393222104

13G

 

 

 

1.

Names of Reporting Persons
Nomura International PLC

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization:
United Kingdom

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

Not applicable

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.00%

 

 

12.

Type of Reporting Person (See Instructions)
FI

 

3


 

CUSIP No. 393222104

13G

 

 

Item 1.

 

(a)

Name of Issuer:
Green Plains Inc. 

 

(b)

Address of Issuer’s Principal Executive Offices:
450 Regency Parkway Suite 400

Omaha, NE 68114

 

Item 2.

 

(a)

Name of Person(s) Filing:
Nomura Holdings, Inc.

Nomura International PLC

 

(b)

Address of Principal Business Office or, if none, Residence:
Nomura Holdings, Inc.

1-9-1 Nihonbashi, Chuo-ku, Tokyo 103-8645, Japan

 

Nomura International PLC

1 Angel Lane, London, EC4R 3AB, United Kingdom

 

(c)

Citizenship:
Nomura Holdings, Inc.

Japan

 

Nomura International PLC

United Kingdom

 

(d)

Title of Class of Securities:
Common Stock, $0.001 par value

 

(e)

CUSIP Number:
393222104

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

x

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

x

A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with

§ 240.13d-1(b)(1)(ii)(J), please specify the type of institution:____________________________

 

4


 

CUSIP No. 393222104

13G

 

 

Item 4.

Ownership.

 

Items 5-11 of the cover page are incorporated by reference

 

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

Not applicable

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

 

See Exhibit B

 

Item 8.

Identification and Classification of Members of the Group.

 

Not applicable

 

Item 9.

Notice of Dissolution of Group.

 

Not applicable

 

5


 

CUSIP No. 393222104

13G

 

 

Item 10.

Certification.

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

 

By signing below for Nomura International PLC, I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Nomura International PLC is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

 

SIGNATURE

 

After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

EXECUTED as a sealed instrument this 21st day of April, 2015.

 

 

Nomura Holdings, Inc.

 

 

 

/s/ Hisato Miyashita

 

Hisato Miyashita

 

Senior Managing Director

 

 

 

 

 

Nomura International PLC

 

 

 

/s/ Todd Sandoz

 

Todd Sandoz

 

Managing Director

 

6


 

CUSIP No. 393222104

13G

 

 

Index to Exhibits

 

Exhibit

 

Exhibit

A

 

Joint Filing Agreement

B

 

Subsidiaries

 

7


 

CUSIP No. 393222104

13G

 

 

EXHIBIT A

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, the persons or entities named below agree to the joint filing on behalf of each of them of this Schedule 13G with respect to the Securities of the Issuer and further agree that this joint filing agreement be included as an exhibit to this Schedule 13G. In evidence thereof, the undersigned hereby execute this Agreement as of April 21, 2015.

 

Nomura Holdings, Inc.

 

 

 

/s/ Hisato Miyashita

 

Hisato Miyashita

 

Senior Managing Director

 

 

 

 

 

Nomura International PLC

 

 

 

/s/ Todd Sandoz

 

Todd Sandoz

 

Managing Director

 

 

8


 

CUSIP No. 393222104

13G

 

 

EXHIBIT B

 

SUBSIDIARIES

 

Nomura Securities International Inc. (“NSI”) and Nomura International PLC (“NIP”) are wholly owned subsidiaries of Nomura Holdings, Inc. NSI is a registered broker-dealer. NIP is a non-U.S. broker-dealer registered in the United Kingdom.

 

9