8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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):

March 11, 2008

VeraSun Energy Corporation

(Exact name of registrant as specified in its charter)

South Dakota	000-32913	20-3430241
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

100 22^nd Avenue

Brookings, SD 57006

(Address of principal executive offices)

(605) 696-7200

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

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:

¨ 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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On March 11, 2008, VeraSun Energy Corporation issued a press release reporting its financial results for its fiscal fourth quarter and for the twelve months ended December 31, 2007. The press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits.

Exhibit 99.1 Press Release issued by VeraSun Energy Corporation dated March 11, 2008

SIGNATURE

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.

	VERASUN ENERGY CORPORATION
Date: March 11, 2008	By:	/s/ Danny C. Herron
		Danny C. Herron
		President and Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release issued by VeraSun Energy Corporation dated March 11, 2008

EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

VeraSun Energy Corporation Announces Fourth Quarter

and Year-End 2007 Financial Results

Financial Highlights

• Total revenues

• Revenues increased to $848.3 million for 2007, a 52% increase from 2006

• Revenues for Q4 were $312.4 million, a 113% increase from Q4 2006

• Diluted earnings per share (EPS)

• Diluted EPS for 2007 were $0.31

• Diluted EPS for Q4 were $0.04

• Net income

• Net income for the year was $26.6 million

• Net income for the quarter was $4.0 million , or 1% of Q4 revenues

• Cash on hand and short-term investments

• Cash on hand and short term investments of $154.1 million at December 31, 2007

• EBITDA

• EBITDA for 2007 was $90.4 million

• EBITDA for Q4 was $31.1 million, or 10% of Q4 2007 revenues

Brookings, S.D., March 11, 2008 – VeraSun Energy Corporation (NYSE: VSE), a leading producer of ethanol, today announced its financial results for the three months and year ended December 31, 2007.

“We are pleased to announce a solid quarter and year. Fiscal year 2007 included significant milestones for the Company as we recorded more than $848 million of revenues in our fifth year of operations. We significantly increased our production capacity while improving operating efficiencies,” said Don Endres, CEO and Chairman of VeraSun. “Our operating performance and safety record have been exceptional. In the fourth quarter, we produced 142.1 million gallons and sold 134.4 million gallons of ethanol – our highest level of output to date with an average production rate of over 105% of nameplate capacity for the year,” said Endres. “During 2007, we positioned the company to be one of the largest and low cost producers in 2007 and we remain confident that a strong foundation has been laid for our continued leadership in the biofuels industry.”

Fourth Quarter 2007 Financial Highlights

Total revenues, which includes revenue from the sale of ethanol, distillers grains and VE85™, increased by $165.9 million, or 113%, to $312.4 million for the three months ended December 31, 2007 from $146.5 million for the three months ended December 31, 2006. The increase in total revenues was primarily the result of a 131% increase in ethanol volume sold, partially offset by a decrease in average ethanol prices of $0.30 per gallon, or 14%, compared to the three months ended December 31, 2006. Ethanol production increased by 82.5 million gallons, or 138%, as a result of the added capacity from bringing the Charles City, Iowa, facility on-line in April, the Linden, Indiana facility on-line in August and the Albion, Nebraska facility on-line in October.

Net sales from ethanol increased $125.6 million, or 99%, to $251.5 million for the three months ended December 31, 2007 from $125.9 million for the three months ended December 31, 2006. The impact of increased volume, primarily from the additional Charles City and Linden capacity, was $165.4 million, partially offset by a $39.8 million reduction due to lower prices. The average price of ethanol sold was $1.87 per gallon for the three months ended December 31, 2007 compared to $2.17 per gallon for the three months ended December 31, 2006.

Net sales from co-products increased $36.5 million, or 202%, to $54.6 million for the three months ended December 31, 2007 from $18.1 million for the three months ended December 31, 2006. The impact of increased volume from the additional Charles City, Linden, and Albion capacity was $26.4 million and the impact of higher prices was $10.1 million.

Net sales of VE85^TM, our branded E85 product, increased $3.0 million, or 166%, to $4.8 million for the three months ended December 31, 2007 from $1.8 million for the three months ended December 31, 2006, primarily due to a 17% increase in the number of retail outlets selling our product.

Gross profit decreased $10.0 million to $30.8 million for the three months ended December 31, 2007 from $40.8 million for the three months ended December 31, 2006. The decrease in gross profit was primarily due to higher corn costs and lower ethanol prices, partially offset by an increase in ethanol volume produced in the 2007 period compared to the 2006 period.

Fiscal Year 2007 Financial Highlights:

Revenues grew to $848.3 million for the year, an increase of $290.5 million, or 52% from 2006. This growth was driven by an increase in ethanol volume sold of 128.6 million gallons.

Net income for the year was $26.6 million. Diluted EPS was $0.31 for 2007. EBITDA was $90.4 million. In 2006, net income for the year was $75.7 million, diluted EPS was $1.03 and EBITDA was $177.6 million.

Operational Highlights:

During 2007, the Company experienced growth in production volume primarily due to its Charles City, Iowa facility successful start-up in April, the start-up of its Linden, Indiana facility in August and the start-up of Albion, Nebraska in October. Total ethanol sales increased to 134.4 million gallons during the fourth quarter of 2007, a 131% increase in sales from the fourth quarter of 2006.

The Company began construction on its facilities in Welcome, Minnesota, and Hartley, Iowa and expects to begin start-up operations at both plants by the end of the second quarter of 2008. The Company expects to start-up the Bloomingburg, Ohio plant by the end of the first quarter of 2008.

The Company will host a live conference call and webcast at 9:00 AM CST / 10:00 AM EST, Wednesday, March 12, 2008. To listen to the conference call by phone, domestic callers may dial 888-680-0869 and enter access code 37019078. International callers may dial 617-213-4854 and enter access code 37019078. A live webcast can be accessed on VeraSun’s Web site at www.verasun.com, on the Investor page. Participants may pre-register for the call at https://www.theconferencingservice.com/prereg/key.process?key=PFYUMAXUA. Pre-registrants will be issued a pin number to use when dialing into the live call.

A replay will be available beginning approximately one hour after conclusion of the call and ending on March 27, 2008. To access the replay, domestic callers may dial 888-286-8010 and enter access code 96576880. International callers may access the replay by dialing 617-801-6888 and entering access code 96576880. The webcast will be archived after conclusion of the call until March 27, 2008.

About VeraSun Energy Corporation

VeraSun Energy Corporation (NYSE: VSE), headquartered in Brookings, S.D., is a leading producer of

renewable fuel. Founded in 2001, the company has 560 million gallons per year (MMGY) of production capacity through five operating ethanol production facilities in Aurora, S.D., Fort Dodge and Charles City, Iowa, Linden, Ind., and Albion, Neb. Four facilities are currently either under construction or development in Hartley, Iowa, Welcome, Minn., Reynolds, Ind., and Bloomingburg, Ohio. Upon completion of the new facilities, VeraSun Energy will have an annual production capacity of approximately one billion gallons. The company also has begun construction at its Aurora facility to extract oil from dried distillers grains, a co-product of the ethanol process, for use in biodiesel production.

VeraSun markets E85, a blend of 85 percent ethanol and 15 percent gasoline for use in Flexible Fuel Vehicles (FFVs), directly to fuel retailers under the brand VE85™. VeraSun Energy now has approximately 150 VE85™ retail locations under contract in more than fifteen states and Washington, D.C. For more information, please visit VeraSun Energy’s websites at www.verasun.com or www.VE85.com.

Forward-Looking Statements:

Certain statements in this release, and other written or oral statements made by or on behalf of us, are “forward-looking statements” within the meaning of the federal securities laws. Statements regarding future events and developments and our future performance, as well as management’s expectations, anticipations, beliefs, plans, targets, estimates, or projections and similar expressions relating to the future, are forward-looking statements within the meaning of these laws. These statements are based on assumptions and assessments made by our management in light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe to be appropriate. Any forward-looking statements are not guarantees of our future performance and are subject to risks and uncertainties that could cause actual results, developments and business decisions to differ materially from those contemplated by any forward-looking statements. We disclaim any duty to update any forward-looking statements. Some of the factors that may cause actual results, developments and business decisions to differ materially from those contemplated by any forward-looking statements include the volatility and uncertainty of corn, natural gas, ethanol and unleaded gasoline prices; the completion and results of our pending merger with US BioEnergy; our ability to develop an oil extraction business; the results of our recently acquired facilities; the results of our hedging transactions and other risk mitigation strategies; operational disruptions at our facilities; our ability to implement our expansion strategy as planned or at all; our ability to locate and integrate potential future acquisitions; development of infrastructure related to the sale and distribution of ethanol; our limited operating history; excess production capacity in our industry; our ability to compete effectively in our industry; our ability to implement a marketing and sales network for our ethanol; changes in or elimination of governmental laws, tariffs, trade or other controls or enforcement practices; environmental, health and safety laws, regulations and liabilities; our reliance on key management personnel; future technological advances; limitations and restrictions contained in the instruments and agreements governing our indebtedness; our ability to raise additional capital and secure additional financing; and costs of construction and equipment, as more fully described in the “Risk Factors” section of our annual report on Form 10-K for the year ended December 31, 2007.

Additional Information

In connection with the proposed transaction between VeraSun and US BioEnergy, VeraSun has filed with the SEC a registration statement on Form S-4 containing a definitive joint proxy statement of VeraSun and US BioEnergy that also constitutes a prospectus of VeraSun, which was mailed to the shareholders of VeraSun and US BioEnergy. SHAREHOLDERS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT VERASUN, US BIOENERGY AND THE PROPOSED TRANSACTION. The joint proxy statement/prospectus and other documents relating to the proposed transaction (when they are available) can be obtained free of charge from the SEC’s website at www.sec.gov. These documents (when they are available) can also be obtained free of charge from VeraSun upon written request to VeraSun Energy Corporation, Attention: Investor Relations, 100 22nd Avenue, Brookings, South Dakota 57006, or by calling 605-696-7236, or from US BioEnergy, upon written request to US BioEnergy Corporation, Attention: Investor Relations, 5500 Cenex Drive, Inver Grove Heights, Minnesota 55077, or by calling 651-554-5491

VeraSun Contacts:

Investors:

Patty Dickerson

605-696-7236

pdickerson@verasun.com

Media:

Mike Lockrem

605-696-7527

mlockrem@verasun.com

VERASUN ENERGY CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

	Years Ended December 31,												Three Months Ended December 31,
	2007						2006						2007						2006
													(unaudited)						(unaudited)
							(dollars in thousands)						(dollars in thousands)
Total revenues	$	848,281			100.0	%	$	557,817			100.0	%	$	312,347			100.0	%	$	146,498		100.0	%
Cost of goods sold		752,382			88.7			365,139			65.5			281,571			90.1			105,697		72.1
Gross profit		95,899			11.3			192,678			34.5			30,776			9.9			40,801		27.9
Selling, general and administrative expenses		42,480			5.0			41,060			7.4			11,012			3.5			7,454		5.1
Operating income		53,419			6.3			151,618			27.1			19,764			6.4			33,347		22.8
Other income (expense), net		(16,464	)		(1.9	)		(21,541	)		(3.9	)		(10,983	)		-3.5			1,325		0.9
Income before income taxes and minority interest		36,955			4.4			130,077			23.2			8,781			2.8			34,672		23.7
Income tax provision		10,348			1.2			54,350			9.7			4,791			1.5			13,233		9.0
Income before minority interest		26,607			3.2			75,727			13.5			3,990			1.4			21,439		14.7
Minority interest in net loss (income) of subsidiary		—			—			—			—			—			—			—		—
Net income	$	26,607			3.2	%	$	75,727			13.5	%	$	3,990			1.4	%	$	21,439		14.7	%
Per Share data:
Income per common share – basic				$	0.32					$	1.09					$	0.04				$	0.29
Basic weighted average number of common shares					82,659,352						69,328,436						92,313,267					74,965,021
Income per common share - diluted				$	0.31					$	1.03						0.04				$	0.27
Diluted weighted average number of common and common equivalent shares					86,236,442						73,779,278						94,952,762					80,380,362

The following table sets forth other key data for the periods presented (in thousands, except per unit data):

	Year Ended December 31,							Three Months Ended December 31,
	2007		2006		2005			2007			2006
	(in thousands, except per unit data)							(unaudited)
Other financial data:
Net cash provided by (used in) operating activities	$	39,047	$	97,264	$	(2,515	)	$	(34,599	)	$	(20,108	)
Other non-GAAP financial performance data:
EBITDA (3)	$	90,359	$	177,615	$	29,880		$	31,118		$	40,537
Operating data:
Ethanol sold (gallons)		353,133		224,520		126,346			134,444			58,103
Average gross price of ethanol sold (dollars per gallon) (5)	$	1.99	$	2.18	$	1.59		$	1.87		$	2.17
Average corn cost per bushel		3.60		2.16		2.12			3.61			2.52
Average natural gas cost per MMBTU		7.16		8.39		9.12			7.12			8.51
Average dry distillers grains price per ton		104.81		86.04		87.00			126.09			95.00

The following table reconciles our EBITDA to net income for the periods presented (dollars in thousands):

	Year Ended December 31,						Three Months Ended December 31,
	2007		2006		2005		2007		2006
	(in thousands)						(unaudited)		(unaudited)
Net income	$	26,607	$	75,727	$	253	$	3,990	$	21,439
Depreciation		20,028		9,667		5,692		8,908		2,502
Interest expense		33,376		37,871		23,353		13,429		3,363
Income tax provision		10,348		54,350		582		4,791		13,233
EBITDA	$	90,359	$	177,615	$	29,880	$	31,118	$	40,537

VERASUN ENERGY CORPORATION

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW

	2007			2006
	(dollars in thousands)
Cash Flows from Operating Activities
Net income	$	26,607		$	75,727
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation		19,586			9,667
Amortization		2,427			1,141
Accretion of deferred revenue		(95	)		(96	)
Minority interest in net loss of subsidiary		—			—
Debt issuance costs and debt discount expensed on extinguishment of debt		—			—
Change in fair value of convertible put warrant		—			19,670
Change in derivative financial instruments		1,203			(3,402	)
Deferred income taxes		26,146			16,124
(Gain) loss on disposal of equipment		(82	)		103
Stock-based compensation expense		5,733			22,452
Excess tax benefits from share-based payment arrangements		(8,480	)		(1,320	)
Change in other long-term liabilities		1,395			—
Changes in current assets and liabilities, net of affects of business acquisition:
(Increase) decrease in:
Receivables		(19,100	)		(33,886	)
Inventories		(65,583	)		(19,758	)
Prepaid expenses		(28,640	)		424
Increase (decrease) in:
Accounts payable		72,344			9,448
Accrued expenses		5,586			970
Net cash provided by (used in) operating activities		39,047			97,264
Cash Flows from Investing Activities
Payments for investments in short-term investments		(617,471	)		(204,635	)
Proceeds from the sale of short-term investments		642,196			136,735
Investment in restricted cash		—			—
Purchases of property and equipment		(437,592	)		(42,973	)
Payments for other long-term assets		(14,961	)		(480	)
ASA acquisition		(249,068	)		—
Proceeds from sales of equipment		12			838
Net cash used in investing activities		(676,884	)		(110,515	)
Cash Flows from Financing Activities
Proceeds from long-term debt		497,480			—
Principal payments on long-term debt		—			—
Net proceeds from the issuance of shares of common stock		—			233,170
Net proceeds from the issuance of stock options and warrants		4,126			368
Excess tax benefits from share-based payment arrangements		8,480			1,320
Debt issuance costs paid		(11,456	)		(1,172	)
Net cash provided by financing activities		498,630			233,686
Net increase (decrease) in cash and cash equivalents		(139,207	)		220,435
Cash and Cash Equivalents
Beginning		250,149			29,714
Ending	$	110,942		$	250,149

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