0000823277-12-000002.txt : 20121207 0000823277-12-000002.hdr.sgml : 20121207 20121207143601 ACCESSION NUMBER: 0000823277-12-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121206 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20121207 DATE AS OF CHANGE: 20121207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHS INC CENTRAL INDEX KEY: 0000823277 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-FARM PRODUCT RAW MATERIALS [5150] IRS NUMBER: 410251095 STATE OF INCORPORATION: MN FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50150 FILM NUMBER: 121249565 BUSINESS ADDRESS: STREET 1: 5500 CENEX DRIVE CITY: INVER GROVE HEIGHTS STATE: MN ZIP: 55077 BUSINESS PHONE: 651-355-6000 MAIL ADDRESS: STREET 1: 5500 CENEX DRIVE CITY: INVER GROVE HEIGHTS STATE: MN ZIP: 55077 FORMER COMPANY: FORMER CONFORMED NAME: CENEX HARVEST STATES COOPERATIVES DATE OF NAME CHANGE: 19980611 FORMER COMPANY: FORMER CONFORMED NAME: HARVEST STATES COOPERATIVES DATE OF NAME CHANGE: 19961212 8-K 1 a8-kdirectors2012.htm 8-K 8-K Directors 2012


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):
 
December 6, 2012

CHS Inc.

__________________________________________

(Exact name of registrant as specified in its charter)
 
 
 
Minnesota
0-50150
41-0251095
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
  
 
 
5500 Cenex Drive, Inver Grove Heights, Minnesota
 
55077
________________________________
(Address of principal executive offices)
 
___________
(Zip Code)
 
 
 
Registrant’s telephone number, including area code:
 
651-355-6000
Not Applicable

______________________________________________

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 6, 2012, CHS Inc. (“CHS” or the “Company”) held its Annual Members Meeting. At the meeting, each of the following directors were re-elected to the Board for a three-year term: Donald Anthony, David Bielenberg, Steve Fritel and David Kayser. The delegates also elected one new director, David Johnsrud, to serve a three-year term on the Board. David Johnsrud succeeds Michael Mulcahey, who has served on the Board since 2003. The following directors' terms of office continued after the meeting: Robert Bass, Clinton J. Blew, Dennis Carlson, Curt Eischens, Jon Erickson, Jerry Hasnedl, Randy Knecht, Greg Kruger, Edward Malesich, Steve Riegel, Daniel Shurr and Michael Toelle.

David Johnsrud, 59, will represent members in Minnesota. Johnsrud has been a member of the board of directors of AgCountry Farm Credit Services since 2001, and currently serves as chairman. Johnsrud also serves on the Minnesota Farm Credit Legislative Committee, with three years as chairman. He was chairman of the Minnesota Farm Credit nominating committee for the AgriBank election in 2012, and served on the Farmers Union Oil and Prairie Lake Coop boards of directors from 1987 through 2007, with 15 years as board secretary. Johnsrud served on the Mid-Minnesota Association Board, with terms as secretary and chairman, as well as on the State Directors' Association, with terms as treasurer. He also served on the CHS Annual Meeting Credentials Committee in 2000 and 2001 and on the Resolutions Committee in 2002 and 2003.

Following the Annual Members Meeting, the Board of Directors held the annual re-organizational meeting at which Board officers were elected. David Bielenberg- was elected Chairman of the Board, Dennis Carlson- was elected First Vice Chairman of the Board, Daniel Schurr- was elected Secretary-Treasurer of the Board, Steve Fritel was elected Second Vice Chairman of the Board and Curt Eischens was elected Assistant Secretary-Treasurer of the Board, each for a one-year term.

Item 7.01 Regulation FD Disclosure.
On December 7, 2012, the Company issued a press release announcing the results of the election of directors to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
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.
 
 
 
 
 
 
 
CHS Inc.
  
 
 
 
 
December 7, 2012
 
By:
 
/s/ David A. Kastelic
 
 
 
 
 
 
 
 
 
Name: David A. Kastelic
 
 
 
 
Title: Executive Vice President and Chief Financial Officer
Exhibit Index






 
 
 
Exhibit No.
 
Description
 
 
 
99.1
 
Press release dated December 7, 2012.



EX-99.1 2 ex99-1.htm EX-99.1 EX 99-1

Exhibit 99.1

FOR IMMEDIATE RELEASE    For further information,
Contact:        Lani Jordan
(651) 355-4946
lani.jordan@chsinc.com
                                    
Oregon producer will chair board of farmer co-op CHS Inc.

ST. PAUL, MINN. (December 7, 2012) – Oregon farmer David Bielenberg has been elected chairman of the board of CHS Inc., the nation’s leading farmer-owned cooperative and a global energy, grains and foods company.
Bielenberg was selected during the 17-member board’s yearly reorganization meeting which followed the company’s 2012 annual meeting on Dec. 6. He succeeds Jerry Hasnedl, a St. Hilaire, Minn., farmer who held the post during the past 12 months.
“This company has achieved unprecedented success in delivering value for its owners in recent years,” Bielenberg said. “In the year ahead, the CHS Board of Directors will focus on continuing to deliver that for the producers and cooperatives that own CHS. This will include maximizing the value of CHS ownership for producers and cooperatives through a continued focus on our equity management program.
“In addition, we’ll continue building on the company’s success by driving our strategic momentum, growing enterprise value, maintaining an aggressive risk management approach and developing our skills as leaders.”
Bielenberg has served a total of seven years on the CHS board, with terms from 2002-2006 and from 2009 to the present. During 2012, he was the board’s assistant secretary-treasurer, chaired its Audit Committee and served on its Government Relations and board Executive committees. He operates a diverse agricultural operation near Silverton, Ore., which includes seed crops, vegetables, soft white wheat, greenhouse production and timberland.
He has held numerous cooperative and agricultural leadership roles including service as board member and president of Wilco Farmers Cooperative, Mt. Angel, Ore., and the East Valley Water District. Bielenberg holds a bachelor’s of science degree in agricultural engineering from Oregon State University and is a graduate of the Texas A & M University executive program for agricultural producers. He completed the National Association of Corporate Directors comprehensive Director Professionalism course and received its Certificate of Director Education.
Also elected to one-year leadership terms were:
Dennis Carlson, Bismarck, N.D., as first vice chairman; elected to the board in 2001 and previously was second vice chairman.
Dan Schurr, LeClaire, Iowa, as secretary-treasurer; elected to the board in 2006 and previously was first vice chairman.
Steve Fritel, Rugby, N.D., as second vice chairman; elected to the board in 2003 and previously was secretary-treasurer.



Curt Eischens, Minneota, Minn., as assistant secretary-treasurer; elected to the board in 1990 and previously served as second vice chairman.
During the annual meeting, delegates elected David Johnsrud of Starbuck, Minn., to a three-year term on the CHS Board. He succeeds Michael Mulcahy of Waseca, Minn., who served nine years. Johnsrud farms in partnership with his brother and nephew. He has been a member of the board of directors of AgCountry Farm Credit Services since 2001, and currently serves as chairman. He also serves on the Minnesota Farm Credit Legislative Committee, with three years as chairman; was chairman of the Minnesota Farm Credit nominating committee for the AgriBank election in 2012, served on the Farmers Union Oil and Prairie Lake Coop boards of directors from 1987 through 2007, with 15 years as board secretary; and was on the Mid-Minnesota Association Board, with terms as secretary and chairman, as well as on the State Directors’ Association, with terms as treasurer. In 2010 he completed the Farm Credit Services Premier Governance Series and became a Certified Director and is a 2010 graduate of Minnesota Agricultural Rural Leadership Class V.
Members also re-elected Bielenberg, Fritel, David Kayser of Alexandria, S.D., and Don Anthony of Lexington, Neb., to three-year terms on the CHS Board.
CHS Inc. (www.chsinc.com) is a leading global agribusiness owned by farmers, ranchers and cooperatives across the United States. Diversified in energy, grains and foods, CHS is committed to helping its customers, farmer-owners and other stakeholders grow their businesses through its domestic and global operations. CHS, a Fortune 100 company, supplies energy, crop nutrients, grain marketing services, livestock feed, food and food ingredients, along with business solutions including insurance, financial and risk management services. The company operates petroleum refineries/pipelines and manufactures, markets and distributes Cenex® brand refined fuels, lubricants, propane and renewable energy products.
This document contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995 that are based on management's current expectations and assumptions. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from the potential results discussed in the forward-looking statements. The company undertakes no obligations to publicly revise any forward-looking statements to reflect future events or circumstances. For a discussion of additional factors that may materially affect management's estimates and predictions, please view the CHS Inc. annual report filed on Form 10-K for the year ended Aug. 31, 2012, which can be found on the Securities and Exchange Commission web site (www.sec.gov) or on the CHS web site www.chsinc.com.