0001181749-17-000012.txt : 20170302 0001181749-17-000012.hdr.sgml : 20170302 20170302124057 ACCESSION NUMBER: 0001181749-17-000012 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170302 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20170302 DATE AS OF CHANGE: 20170302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Granite Falls Energy, LLC CENTRAL INDEX KEY: 0001181749 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 411997390 STATE OF INCORPORATION: MN FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51277 FILM NUMBER: 17657765 BUSINESS ADDRESS: STREET 1: 15045 HIGHWAY 23 S.E. CITY: GRANITE FALLS STATE: MN ZIP: 56241-0216 BUSINESS PHONE: 320-564-3100 MAIL ADDRESS: STREET 1: 15045 HIGHWAY 23 S.E. CITY: GRANITE FALLS STATE: MN ZIP: 56241-0216 FORMER COMPANY: FORMER CONFORMED NAME: GRANITE FALLS COMMUNITY ETHANOL PLANT LLC DATE OF NAME CHANGE: 20020821 8-K 1 c749-20170302x8k.htm 8-K gfe_Current_Folio _8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): February 27, 2017

 

 

 

 

 

GRANITE FALLS ENERGY, LLC

(Exact name of small business issuer as specified in its charter)

 

Minnesota

000-51277

41-1997390

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

15045 Highway 23 SE, Granite Falls, MN

56241-0216

(Address of principal executive offices)

(Zip Code)

 

(320) 564-3100

(Issuer's telephone number)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

 

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

Item 1.01 - Entry into a Material Definitive Agreement;  

Item 1.02 - Termination of a Material Definitive Agreement

 

On February 27, 2017, Granite Falls Energy, LLC (the "Company") and Farmers Cooperative Elevator Co. (“FCE”) executed a Third Amendment to Grain Procurement Agreement (the “Third Amendment”) with an effective date of February 21, 2017. 

 

Pursuant to the terms of the Third Amendment, the parties agreed to amend their Grain Procurement Agreement dated May 14, 2015, as amended (collectively, the “Grain Procurement Agreement”) to accelerate the termination date of the Grain Procurement Agreement to midnight August 31, 2017.  Additionally, the Company may begin posting bids for the purchase of corn beginning June 1, 2017 and thereafter, but may not accept delivery of corn at its Granite Falls, Minnesota plant until September 1, 2017.  In exchange for the early termination, the Company agreed to pay an early termination fee of approximately $255,000 on or before August 31, 2017. 

 

Under the Grain Procurement Agreement, FCE served as the exclusive third-party agent to procure all of the corn to be used as feedstock at the Company’s Granite Falls, Minnesota ethanol plant. Prior to the Third Amendment, the termination date of the Grain Procurement Agreement was set to expire in November 2017. 

 

The foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the Third Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.

 

This current report on Form 8-K contains forward-looking statements. We undertake no responsibility to update any forward looking statement. When used, the words “believe”, “hope”, “expect”, “anticipate” and similar expressions are intended to identify forward-looking statements. Readers should not place undue reliance on any forward-looking statements and recognize that the statements are not predictions of actual future results, which could and likely will differ materially from those anticipated in the forward-looking statements due to risks and uncertainties, including those described in our Securities and Exchange Commission filings, copies of which are available through our website or upon request.

 

Item 9.01 - Financial Statements and Exhibits

 

(a)None.

 

(b)None.

 

(c)None.

 

(d)Exhibits.

 

 

 

Exhibit No.

Description

10.1

Third Amendment to Grain Procurement Agreement with Farmers Cooperative Elevator Co., dated February 21, 2017.

 


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

GRANITE FALLS ENERGY, LLC

 

 

Date: March 2, 2017

/s/ Stacie Schuler

 

Stacie Schuler, Chief Financial Officer

 

 


EX-10.1 2 c749-20170302ex10174a9a4.htm EX-10.1 gfe_Current_Folio _8-K_EX_10.1

THIRD AMENDMENT TO

GRAIN PROCUREMENT AGREEMENT

 

WHEREAS, Granite Falls Energy, LLC and Fanners Cooperative Elevator Co. entered into a Grain Procurement Agreement dated May 14, 2004; and

WHEREAS, said parties entered into an Amendment to Grain Procurement Agreement dated May 15, 2004; and

WHEREAS, the parties entered into a Second Amendment to Grain Procurement Agreement with an effective date of September 1, 2009; and

WHEREAS, the parties acknowledge that said Grain Procurement Agreement terminates effective midnight October 31, 2017; and

WHEREAS, Granite Falls Energy, LLC desires an earlier termination date and Farmers  Cooperative Elevator Co. in exchange for the payment described hereafter, is willing to agree to an earlier termination date.

NOW, THEREFORE, the undersigned parties hereby agree and contract, intending to be legally bound, as follows:

1) The above recitals are incorporated herein.

2) The Grain Procurement Agreement, as Amended, shall terminate effective midnight August 31, 2017.

3)In exchange for Fanners Cooperative Elevator Co. agreeing to said earlier termination date, Granite Falls Energy, LLC shall pay Farmers Cooperative Elevator Co. Two

1

 


 

Hundred Fifty-four Thousand Seven Hundred Forty-four and no/100 Dollars ($254,744.00) on or before August 31, 2017.

4) Granite Falls Energy, LLC is authorized to begin posting bids for purchase of com beginning June 1, 2017 and thereafter; provided that the delivery of such com to Granite Falls Energy, LLC shall not occur until September l, 2017 and thereafter. Specifically, that all com purchases regarding com to be delivered to or used by Granite Falls Energy, LLC through and including midnight August 31, 2017 shall be purchased from Farmers Cooperative Elevator Co. pursuant to the terms and conditions of said Grain Procurement Agreement, as Amended.

5) Except as specifically modified and amended hereby, all terms and conditions of said Grain Procurement Agreement as amended by said First Amendment and said Second Amendment, shall stay in full force and effect.

6) This Third Amendment to said Grain Procurement Agreement may be executed in multiple identical counterparts, all of which shall be construed as one and the same document. Facsimile or electronic signatures shall be deemed original signatures for all purposes.

Dated: February 21, 2017

GRANITE FALLS ENERGY, LLCFARMERS COOPERATIVE ELEVATOR CO.

 

By:    /s/ Steve A. ChristensenBy:   /s/ Mark Vandelanotte

Its:    CEO/GMIts:   President

 

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