Green Plains Inc.
Annual Report 2010

Green Plains renewable enerGy
2010 AnnuAl RepoRt

Plant to PumP:  
Corn’s renewable life CyCle

Growth. Progress. Performance.  
From the first planting to the fuel 
pump, Green Plains Renewable Energy 
delivers results. Ethanol is the most 
economical motor fuel in the world, and 
its production provides high-quality feed 
for the livestock industry. Whether we’re 
producing fuel or helping local producers 
grow valuable crops, we’re helping 
America become stronger, move away 
from foreign oil dependence and toward 
a more self-sustaining model that is 
safe for our environment, secure for our 
national defense and offers Americans 
more fueling choices at the pump.

2

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

Green plains Renewable energy touches every aspect of the biofuels process.  

We are a growth company and we seek to grow by adding grain storage facilities, 

ethanol plants, fueling terminals, and more.

With growth comes additional scale that allows us to drive down our operating 

costs while providing excellent service to our large customer base. We continue  

to do our part to educate consumers and gain better market access for ethanol  

in America. through improved operational efficiency and meticulous attention  

to margin management, we expect to grow profits for our shareholders.

Growth. progress. performance.

to our shareholders:
We are happy to report that 2010 was another profitable 

specifications by the end of the first quarter in 2011. We 

see this as an important step for us as world demand for 

year for Green Plains Renewable Energy, one that brought 

renewable energy, particularly American ethanol, continues 

substantial growth in both assets and revenues. Our top 

to grow. Green Plains also has the ability to produce low-

priority continues to be to maximize the value of our 

carbon intensity ethanol, the only type of ethanol that can 

shareholders’ investments over the long term.

be sold in California under the state’s new Low-Carbon Fuel 

Standard regulations.

We earned record revenues of $2.1 billion, a 64% increase 

from $1.3 billion in 2009, and grew our net income to $48 

In 2010, our agribusiness segment earned higher revenues 

million, or $1.51 per diluted share. Our revenue and income 

than 2009, boosted by the addition of our Tennessee grain 

growth can be attributed to both improved operational 

facilities. Our marketing and distribution segment continues 

efficiencies and strategic acquisitions.

to improve each year, increasing its operating income 

contribution 300% in 2010 compared to 2009.

In 2010, we added two dry-mill ethanol plants, purchased 

five grain elevators in western Tennessee, built more grain 

In 2011, we again expect to be profitable, and a significant 

storage facilities near our existing Iowa grain operations 

contribution to our profit will come from the corn oil we 

and opened two new Blendstar facilities in Collins, 

began producing in the fourth quarter of 2010. We 

Mississippi and Bossier, Louisiana. Even with the 

expect to produce approximately 100 million pounds 

significant growth in our workforce from these 

acquisitions and additions, our safety record in 

of corn oil annually once we have completed the 

installation of the extraction technology at three 

2010 was even better than in 2009, with reductions 

additional plants by the end of the second quarter in 

in both total reportable incidents and lost time.

2011. We should generate an additional $30 million per 

year in recurring operating income from corn oil.

Our ethanol production segment 

contributed 85% of our operating 

income in 2010. We now have three 

plants able to export ethanol, with 

a fourth plant meeting export 

toDD beCKer 
President and 
Chief Executive Officer

Risk management played a key role for us 

again in 2010. It sounds simple, but buying 

corn and selling the ethanol and distillers 

grains that corn produces takes diligence 

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

3

GrowtH

2010 ETHANOL PRODUCTION
(IN MILLIONS OF GALLONS)

ProGress

2010 TOTAL REVENUES
(IN MILLIONS)

PerformanCe

2010 EARNINGS PER  
DILUTED SHARE

544

124

130

129

161

600

500

400

300

200

100

0

$2,133

$757

$427

$453

$496

2500

2250

2000

1750

1500

1250

1000

750

500

250

0

2.0

1.75

1.5

1.25

1.0

0.75

0.5

0.25

0

$1.51

$0.44

$0.58

$0.27

$0.23

Q1

Q2

Q3

Q4

TOTAL

Q1

Q2

Q3

Q4

TOTAL

Q1

Q2

Q3

Q4

TOTAL

and a relentless focus day in and day out to execute our 

consumers looking for a break at the gas pump and relief 

strategy. As a result, we generated $127 million of operating 

from our reliance on fossil fuels. We believe our partnership 

income before depreciation and amortization through our 

with NASCAR will go a long way to demonstrate that 

ethanol production, which is $60 million more than we 

ethanol is a premium, sustainable, and affordable alternative 

generated in 2009.

fuel that creates jobs and boosts our economy.

Our liquidity position is strong as we ended 2010 with total 

Another exciting development at Green Plains is the 

cash and equivalents of $261 million. As part of our strategy, 

we raised $170 million in growth capital while extending our 

short-term borrowing capacity by $110 million to support 

working capital needs.

We are pleased with the quality of assets we have built  

and acquired and we continue to seek more quality assets 

at the right price. We completed the acquisition of certain 

completion of our Phase II BioProcess Algae Grower 
Harvester™ bioreactors, which use the CO2 produced by the 
ethanol production process as input to grow algae. As this 

project develops, we are partnering with companies and 

local universities to find even more uses for algae. We believe 

our technology will become a viable solution for industries 
that have the need to sequester the CO2 they emit.

assets of Otter Tail Ag Enterprises in the first quarter of 

Our efforts remain concentrated on improving our 

2011, which adds 60 million gallons of ethanol production, 

operations through operational excellence while keeping 

bringing our expected ethanol production capacity to 

costs low, and continuing to expand our agribusiness and 

740 million gallons on an annual basis. We will continue 

marketing and distribution segments. With our shareholders 

to pursue new opportunities to expand and to acquire 

in mind, we are building a best-in-class company that is 

operating assets that meet our strategic goals and that 

confident in the quality of our assets, the expertise of our 

deliver value to our shareholders.

team, and the future of our industry.

Ethanol is the most economical motor fuel in the world, 

and Green Plains is proud to produce this clean-burning, 

environment-friendly, high-performance fuel that helps 

Sincerely, 

to reduce America’s dependence on foreign oil. We will 

Todd Becker

continue to deliver the facts about ethanol to American 

President and Chief Executive Officer

This annual report contains “forward-looking statements” within the meaning of the federal securities laws. see the discussion under “Cautionary information regarding Forward-looking statements”  
in the Form 10-K for matters to be considered in this regard.

 
4

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

An employee inspects the distillers grains 
dryers at one of our ethanol plants

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

5

we are a GrowtH ComPany 

We have designed our business model to encompass diverse 

revenue streams, including agribusiness products and 

services, ethanol production, marketing and distribution of 

ethanol and distillers grains, and a new product we added in 

2010, corn oil. Our objective is to continue the diversification 

of our cash flows and to de-risk our overall platform. Corn oil 

production allows us to realize an additional income stream 

and will generate substantial recurring cash flows and 

excellent returns on invested capital.

agribusiness
Our agribusiness segment works with local farmers to 

provide support in all phases of growing, harvesting and 

storing the grains used around the world for feed and 

fuel. Our agronomists analyze soil, advise about planting 

and fertilization strategies, and suggest ways farmers can 

boost yields while also taking good care of the land. We 

also sell many of the supplies farmers need, including seed 

and fertilizer, and can 

even take care of field 

applications. When it’s 

time to harvest, we can 

store the grain, buy it 

for use in our plants, or 

market it to other buyers.

In the second quarter, 

Green Plains acquired 

five grain elevators within 

50 miles of our Obion, 

Green plains  
acquired $200  
million in assets in 
2010, increasing  
our grain storage  
and ethanol  
production capacity.

Tennessee ethanol plant, with total storage capacity of 11.7 

million bushels, an increase of 63%. We also built more grain 

storage facilities around our existing Iowa agribusiness 

assets. Green Plains now has 13 grain elevators with a total 

storage capacity of over 31 million bushels.

Dried distillers grains
ready for distribution

6

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

ethanol and Distillers Grains
Our ethanol production segment produces two primary 

The distillers grains we market and sell are an important 

co-product of the ethanol production process. One-third 

products: ethanol and distillers grains. We sell ethanol to 

of the corn we use goes back into the livestock industry as 

oil refineries, blenders, distributors, and retailers; and we 

high-quality feed, which ranchers and feedlots use to boost 

sell distillers grains to ranchers, cattle feedlots, poultry 

the nutrition and protein for their livestock.

producers, and swine producers. One of our focuses is to 

continually look for new ways to extract as much benefit 

from a kernel of corn as possible.

marketing and Distribution
Our third segment is focused on marketing and distribution. 

One function of this segment is to work with third-party 

Thanks to the addition of the two Global Ethanol plants in 

ethanol producers to assist with supply and distribution 

2010 and the continued de-bottlenecking we achieved last 

needs. In 2010, we generated $11.2 million of operating 

year, we were able to increase our 

ethanol production capacity 42%, 

adding 200 million gallons to our 

annual output. We started 2011 

producing 680 million gallons of 

fuel-grade ethanol, securing our 

spot as the fourth largest ethanol 

producer in the world.

We also ended 2010 with three  

of our ethanol plants capable  

of producing ethanol that meets 

export specifications, with a fourth 

plant capable of producing ethanol 

for export by the beginning of the 

second quarter of 2011. In addition, 

Fueling and feeding the 
world. Going forward, 
Green plains expects 
to produce 740 million 
gallons of ethanol and 
over 2 million tons of 
high quality distillers 
grains for livestock feed 
on an annual basis.

income in this segment. Our 

customers value our assistance 

because we provide them with  

the level of transparency they  

need to manage their margins  

and efficiently operate their plants.

We opened two new Blendstar 

terminals in 2010 and increased  

the amount of ethanol we were 

able to sell into the Collins, 

Mississippi and the Shreveport, 

Louisiana markets. We continue  

to look for opportunities to  

expand our Blendstar footprint  

in strategic markets.

four of our plants qualify as low-carbon intensity producers, 

which makes Green Plains one of the few ethanol producers 

that can sell to California under the Low-Carbon Fuel 

Standard regulations implemented in early 2011.

OTTER TAIL

LAKOTA

RIGA

This segment is also responsible for producing, marketing, 

and distributing the industrial corn oil we began producing 

in the fourth quarter of 2010. Our investment in corn oil 

extraction technology is a significant operating income 

enhancement for our business.

bioProcess algae
We’re excited to have launched Phase II of our BioProcess 

Algae Grower Harvester™ technology with what we believe 

to be the largest commercial-scale algae bioreactors in the 
world extracting CO2 directly from the ethanol production 
process. This project is yet another way Green Plains is 

striving to improve efficiency and also protect our natural 

resources by reusing the outputs the corn kernel provides.

We have partnered with local universities to explore  

more ways that algae may be used, including the potential 

for advanced biofuel production, high-quality animal  

feed, nutraceuticals, pharmaceuticals, and/or biomass for 

energy production.

Our goal for Phase II is to satisfactorily demonstrate the 
commercial viability of our technology. We plan to utilize 

third-party verification for productivity, harvest densities and 

product value concerning lipid content and composition.

OTTER TAIL

LAKOTA

RIGA

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

7

Bluffton, Indiana lab technicians testing  
the specifications of the ethanol we produce

Commercial-scale phase II Grower Harvester™ bioreactors  
operational at our Bioprocess Algae project in Shenandoah, Iowa

8

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

Fermentation tanks at the Green plains 
ethanol facility in Bluffton, Indiana

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

9

etHanol inDustry

The ethanol industry is stronger than ever, supplying the 

almost 40%, and initiatives like Green Plains’ BioProcess 

world with the cheapest motor fuel on the market today.  

As technology improves and ethanol plant operations 

increase efficiencies, we are able to get more benefit in  

the form of ethanol, corn oil, and distillers grains per  

bushel of corn than ever before.

Algae project are finding ways to capture and convert 
CO2 emissions into more products that provide additional 
benefits to consumers.

Economically, ethanol generates hundreds of thousands 

of jobs, pours millions of dollars into rural economies, 

At current blending rates, ethanol provides close to 10% of 

and contributes substantial tax revenues to all levels of 

our nation’s fuel supply, more than any foreign oil source 

government. Because ethanol burns cleaner, less smog, 

except for Canada. The U.S. has over 

200 ethanol plants operating in  

26 states, producing approximately  

13 billion gallons of this vital fuel.  

The Environmental Protection 

Agency’s approval of a 15% blend, 

or E15, allows more ethanol in our 

fuel for 2001 and newer model 

vehicles. This, combined with U.S. 

car manufacturers’ pledge to keep 

increasing the number of FlexFuel 

Vehicles it produces, is paving the 

way for ethanol to help the U.S. 

become even less dependent on 

American ethanol 
supplied an estimated 
13 billion gallons of 
high octane fuel to 
u.S. consumers in 
2010, keeping billions 
of dollars at home in 
our nation’s economy.

toxins and man-made carcinogens 

are emitted from our vehicles today 

than a decade ago. As we reduce 

our dependence on foreign oil, we 

keep billions of dollars at home, 

making our economy stronger. In 

addition, importing less foreign 

oil, while exporting more ethanol 

to meet world demand, positively 

impacts the U.S. trade balance.

Ethanol is here to stay. Green Plains 

will continue to work with our 

partners in the industry to educate 

foreign oil from such volatile areas as the Middle East.

and advocate more widespread blending and greater access 

to consumers. Through better blending pump infrastructure, 

Not only is ethanol sustainable and renewable, it is also 

consumers can dispense many fuels with multiple and 

much better for the environment than fossil fuels. Burning 

higher ethanol blends, from E10 to E85.

ethanol in our car engines reduces greenhouse gases by 

Grain storage in Spencer, Iowa

10

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

emPloyees anD suPPliers 

In 2010, we were proud to welcome 167 employees to the 

Green Plains team following 

the acquisitions of the Global 

Ethanol facilities in Lakota, 

Iowa and Riga, Michigan, and 

the grain storage facilities 

in western Tennessee. 

These employees share our 

commitment to operational 

efficiency and the importance 

of safety in everything we 

Green plains  
has the workforce 
to support our 
growth and we  
all focus on safety 
as a top priority.

do. At all levels of Green Plains, our team members are well 

trained, highly-skilled, and dedicated to the growth and 

success of our company.

As we continue to expand, we appreciate the exceptional 

service we consistently receive from our preferred suppliers 

and vendors. They provide the resources we need to 

produce our ethanol, serve our agribusiness clients, and help 

to facilitate delivery of our products to our customers. The 

relationships we build with these trusted partners are critical 

to our company’s success.

investors 

Our shareholders are important to us and providing them 

with a solid return on their investment is what drives us. We 

believe that even though the commodity market is dynamic, 

our approach to risk management, balanced with our focus 

on operational efficiency, is a formula that will continue to 

pay off for our investors in the long term.

We strengthened our 

capital structure by 

issuing equity and debt in 

2010. In the first quarter 

of 2010, we raised capital 

through the sale of 6.3 

million shares of stock. 

Also, in the fourth quarter 

of 2010, we raised $90 

million in a convertible 

debt offering that fortified 

Green plains ethanol facility in Superior, Iowa

our balance sheet. We believe the issuance of this equity and 

debt has positioned us well for our next stage of growth.

Going forward, we are renewing our efforts to educate Wall 

Street about the vital role ethanol plays in our fuel supply 

and about the diversified business model we’ve established 

at Green Plains. We believe there is more value inherent 

in the assets of our business today that is not currently 

reflected in our stock price.

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

11

our ethanol plant in Shenandoah, Iowa

Control room operator overseeing  
the ethanol production process

12

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

Customers 

Green Plains is fortunate to work with 

whether they are ethanol plants, grain 

a diverse market of customers, from 

silos, or our BlendStar terminaling 

individual farmers to international oil 

facilities. We choose the geographic 

companies. No matter whether we’re 

locations of our acquisitions carefully 

selling a load of fertilizer, a barge 

to enhance our ability to deliver 

of distillers grains, a tank of corn oil 

our products and services to our 

or a unit trainload of ethanol, our 

customers. Because many of our 

commitment is the same: deliver the 

facilities are in the Midwest, delivery 

best product at the highest value as 

to almost anywhere in the country  

quickly and efficiently as possible.

is fast, efficient, and convenient.

Our customers help drive our 

decisions to improve our operations 

and where to expand our footprint, 

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

13

14

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

Green plains is proud to be a part of the 
American ethanol and nASCAR partnership

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

15

oPerational exCellenCe

We know that even incremental improvements in production 

the primary reason we have continued to be profitable for 

efficiency can significantly impact our profitability. With the 

seven consecutive quarters, even through periods of market 

ongoing implementation of improvement initiatives and our 

volatility. Our focus on margin management allows us to 

focus on de-bottlenecking, we were 

able to produce 43 million gallons 

more from our existing plants in 2010 

than we did in 2009. Not only can we 

produce more ethanol, we can do so 

with less corn, which also contributes  

to improved profit margins.

As we demonstrated in 2009 by 

incorporating the two acquired  

ethanol plants located in Nebraska, 

Green plains has 
achieved seven 
consecutive 
profitable quarters 
and we expect that 
trend to continue.

outperform in margin contracting 

environments without allocating risk 

capital or operating outside of our 

established value at risk (VAR) limits.

Our risk management team did a 

great job last year demonstrating 

why this approach is so successful 

for Green Plains. We generated $127 

million of operating income before 

depreciation and amortization in our 

we again seamlessly added two plants, acquired from 

ethanol production segment in 2010. That was a $60 million 

Global Ethanol, in the fourth quarter of 2010. Our team 

improvement over 2009. 

of employees worked quickly and efficiently to integrate 

newly-acquired assets, all the while focusing on safety. 

Our safety record remains exemplary, with both our total 

reportable incident rate and lost time at lower levels than 

the previous year.

balance sheet
Today, Green Plains stands on very solid financial ground. 

We continue to build our liquidity and reduce our leverage 

with new equity and strong cash flows from our operations.

risK manaGement anD balanCe sHeet

A growing business requires adequate cash and working 

risk management
One of the core competencies of our company is our 

capital to meet the expanding needs of its operations 

and we feel that 2010 was the year we made significant 

improvements to our balance sheet. Our finance team 

disciplined risk management. Our goal each day is to remain 

worked diligently to make growing our business a little easier.

as balanced as possible as we purchase the corn we need to 

make the ethanol and distillers grains we sell, all while locking 

We are pleased with the quality of assets we have built 

in acceptable operating margins. We are not derailed by the 

and acquired over the three years Green Plains has been 

price fluctuations in the market, nor do we focus on taking 

operating. The strength of our balance sheet will serve as a 

speculative positions that would put our balance sheet at 

solid foundation for us as we continue to add more quality 

risk. We believe this commitment to remaining balanced is 

assets at the right price.

our commodities
trading desk in omaha

16

GREEN PLAINS RENEWABLE ENERGY 2010 ANNUAL REPORT

the future of algae. Artist rendering of commercial deployment of Bioprocess Algae’s Grower Harvester™ technology bioreactors. the algae produced have the 
potential to be used for various products, including biofuels, high-quality feed and pharmaceuticals.

looKinG forwarD witH ConfiDenCe

Green Plains Renewable Energy is a solid, high-performance 

considering being a part of a bigger entity, so we plan to 

company focused on operational excellence, responsible 

continue the execution of our strategy to patiently pursue 

risk management, and steady growth. We are constantly 

those opportunities as they become available.

scanning the horizon for new opportunities that will fit well 

with this philosophy.

We are excited to be partnered with American Ethanol for 

the 2011 NASCAR race season. We believe as American race 

In March 2011, we acquired our ninth ethanol plant, located 

fans enjoy NASCAR, fueled by E15 and American Ethanol, 

outside of Fergus Falls, Minnesota from Otter Tail Ag 

they’ll see that our cleaner-burning renewable fuel is truly 

Enterprises. This addition will boost our annual expected 

a high-performance octane enhancer that provides more 

ethanol production from 680 million gallons to 740 million 

horsepower for your dollar.

gallons. The Otter Tail plant is operating 

and is in an especially good location for 

feedstock to make ethanol.

As we finish installing corn oil extraction 

technology at the remaining plants 

in the second quarter of 2011, we will 

begin producing more than 100 million 

pounds of corn oil, which given current 

Green plains 
remains focused 
on our mission to 
deliver value to  
our shareholders.

Considering the big picture, domestic 

and global demand for ethanol continues 

to rise as more and more countries look 

for alternatives to the consumption of 

fossil fuels. As a low-cost, high-efficiency 

alternative fuel industry, we continue 

to build bipartisan support as policy 

makers search for ways to reduce our 

market for corn oil prices, should generate at least $30 

dependence on foreign oil. We’re confident that Green 

million of operating income on an annual basis. In addition, 

Plains will continue to thrive. We will work with industry 

this incremental income stream will allow us to pay back our 

partners to educate Americans about ethanol and the need 

investment in the technology within eight months.

to develop better access to renewable energy.

We also have plans to build and acquire more grain storage 

In the meantime, we will remain focused on our mission to 

facilities near our existing agribusiness operations and 

deliver value to our shareholders through strategic growth 

ethanol plants to enhance our grain supply chain. Because 

initiatives, continued improvement of operational efficiencies, 

of our solid growth and performance, we believe we are 

and a careful eye on margin management.

an attractive destination for ethanol producers who are 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K

È ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2010

or

‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

1934

For the transition period from

to

Commission file number 001-32924
GREEN PLAINS RENEWABLE ENERGY, INC.
(Exact name of registrant as specified in its charter)

Iowa
(State or other jurisdiction of incorporation or organization)

84-1652107
(I.R.S. Employer Identification No.)

9420 Underwood Avenue, Suite 100 Omaha, NE 68114
(Address of principal executive offices, including zip code)

(402) 884-8700
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: Common Stock, $.001 par value
Name of exchanges on which registered: NASDAQ Stock Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Yes ‘ No È

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ‘ No È

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes È No ‘

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter)
during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ‘ No ‘

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and
will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K. ‘

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a
smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in
Rule 12b-2 of the Exchange Act.

Large accelerated filer ‘

Accelerated filer È

Non-accelerated filer ‘

Smaller reporting company ‘

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ‘ No È

The aggregate market value of the Company’s voting common stock held by non-affiliates of the registrant as of June 30,
2010 (the last business day of the second quarter), based on the last sale price of the common stock on that date of $10.22,
was approximately $165.7 million. For purposes of this calculation, executive officers, directors and holders of 10% or more
of the registrant’s common stock are deemed to be affiliates of the registrant.

As of March 1, 2011, there were 36,101,888 shares of the registrant’s common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive Proxy Statement for the 2011 Annual Meeting of Shareholders are incorporated by
reference in Part III herein. The Company intends to file such Proxy Statement with the Securities and Exchange
Commission no later than 120 days after the end of the period covered by this report on Form 10-K.

TABLE OF CONTENTS

PART I

Item 1.

Business

Item 1A. Risk Factors

Item 1B. Unresolved Staff Comments

Item 2.

Properties

Item 3.

Legal Proceedings

Item 4.

(Removed and Reserved)

Executive Officers of the Registrant

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases

of Equity Securities

Item 6.

Selected Financial Data

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Item 8.

Financial Statements and Supplementary Data

Item 9.

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Item 9A. Controls and Procedures

Item 9B. Other Information

Item 10. Directors, Executive Officers and Corporate Governance

Item 11. Executive Compensation

PART III

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder

Matters

Item 13. Certain Relationships and Related Transactions, and Director Independence

Item 14. Principal Accounting Fees and Services

Item 15. Exhibits, Financial Statement Schedules

Signatures

PART IV

Page

1

15

30

30

31

31

32

34

36

38

54

57

57

58

60

61

61

61

61

61

62

74

TABLE OF CONTENTS

PART I

Item 1.

Business

Item 1A. Risk Factors

Item 1B. Unresolved Staff Comments

Item 2.

Properties

Item 3.

Legal Proceedings

Item 4.

(Removed and Reserved)

(State or other jurisdiction of incorporation or organization)

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

Executive Officers of the Registrant

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases

PART II

of Equity Securities

Item 6.

Selected Financial Data

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Item 8.

Financial Statements and Supplementary Data

Item 9.

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Item 9A. Controls and Procedures

Item 9B. Other Information

Item 10. Directors, Executive Officers and Corporate Governance

Item 11. Executive Compensation

PART III

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder

Matters

Item 13. Certain Relationships and Related Transactions, and Director Independence

Item 14. Principal Accounting Fees and Services

Item 15. Exhibits, Financial Statement Schedules

Signatures

PART IV

È ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

For the fiscal year ended December 31, 2010

or

‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF

1934

For the transition period from

to

Commission file number 001-32924

GREEN PLAINS RENEWABLE ENERGY, INC.

(Exact name of registrant as specified in its charter)

Iowa

84-1652107

9420 Underwood Avenue, Suite 100 Omaha, NE 68114

(402) 884-8700

(Address of principal executive offices, including zip code)

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: Common Stock, $.001 par value

Name of exchanges on which registered: NASDAQ Stock Market

Securities registered pursuant to Section 12(g) of the Act: None

Yes ‘ No È

Yes ‘ No È

Yes ‘ No ‘

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the

Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required

to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes È No ‘

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every

Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter)

during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and

will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by

reference in Part III of this Form 10-K or any amendment to this Form 10-K. ‘

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a

smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in

Rule 12b-2 of the Exchange Act.

Large accelerated filer ‘

Accelerated filer È

Non-accelerated filer ‘

Smaller reporting company ‘

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ‘ No È

The aggregate market value of the Company’s voting common stock held by non-affiliates of the registrant as of June 30,

2010 (the last business day of the second quarter), based on the last sale price of the common stock on that date of $10.22,

was approximately $165.7 million. For purposes of this calculation, executive officers, directors and holders of 10% or more

of the registrant’s common stock are deemed to be affiliates of the registrant.

As of March 1, 2011, there were 36,101,888 shares of the registrant’s common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive Proxy Statement for the 2011 Annual Meeting of Shareholders are incorporated by

reference in Part III herein. The Company intends to file such Proxy Statement with the Securities and Exchange

Commission no later than 120 days after the end of the period covered by this report on Form 10-K.

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Cautionary Information Regarding Forward-Looking Statements

The SEC encourages companies to disclose forward-looking information so that investors can better
understand a company’s future prospects and make informed investment decisions. This report contains such
“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These
statements may be made directly in this report, and they may also be made a part of this report by reference to
other documents filed with the SEC, which is known as “incorporation by reference.”

This report contains forward-looking statements based on current expectations that involve a number of
risks and uncertainties. Forward-looking statements generally do not relate strictly to historical or current facts,
but rather to plans and objectives for future operations based upon management’s reasonable estimates of future
results or trends, and include statements preceded by, followed by, or that include words such as “anticipates,”
“believes,” “continue,” “estimates,” “expects,” “intends,” “outlook,” “plans,” “predicts,” “may,” “could,”
“should,” “will,” and words and phrases of similar impact, and include, but are not limited to, statements
regarding future operating or financial performance, business strategy, business environment, key trends, and
benefits of actual or planned acquisitions. In addition, any statements that refer to expectations, projections or
other characterizations of future events or circumstances, including any underlying assumptions, are forward-
looking statements. The forward-looking statements are made pursuant to safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Although we believe that our expectations regarding future events are
based on reasonable assumptions, any or all forward-looking statements in this report may turn out to be
incorrect. They may be based on inaccurate assumptions or may not account for known or unknown risks and
uncertainties. Consequently, no forward-looking statement is guaranteed, and actual future results may vary
materially from the results expressed or implied in our forward-looking statements. The cautionary statements in
this report expressly qualify all of our forward-looking statements. In addition, we are not obligated, and do not
intend, to update any of our forward-looking statements at any time unless an update is required by applicable
securities laws. Factors that could cause actual results to differ from those expressed or implied in the forward-
looking statements include, but are not limited to, those discussed in the section entitled “Risk Factors” in this
report or in any document incorporated by reference. Specifically, we may experience significant fluctuations in
future operating results due to a number of economic conditions, including, but not limited to, competition in the
ethanol and other industries in which we compete, commodity market risks, financial market risks, counter-party
risks, risks associated with changes to federal policy or regulation, risks related to closing and achieving
anticipated results from acquisitions, and other risk factors detailed in our reports filed with the SEC. Actual
results may differ from projected results due, but not limited, to unforeseen developments.

In light of these assumptions, risks and uncertainties, the results and events discussed in the forward-looking

statements contained in this report or in any document incorporated by reference might not occur. Investors are
cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this
report or the date of the document incorporated by reference in this report. We are not under any obligation, and
we expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of
new information, future events or otherwise.

ITEM 1. BUSINESS.

Overview

PART I

References to “we,” “us,” “our,” “Green Plains,” or the “Company” in this report refer to Green Plains

Renewable Energy, Inc., an Iowa corporation founded in June 2004, and its subsidiaries.

We believe we have created a platform that diversifies our revenues and income stream. Fundamentally, we

focus on managing commodity price risks, improving operating efficiencies and controlling costs. We believe

We are a leading, vertically-integrated producer, marketer and distributer of ethanol. We have grown
rapidly, primarily through acquisitions, and today we have operations throughout the ethanol value chain. Our
operations begin upstream with our agronomy and grain handling operations, continue through our

Disciplined Risk Management. We believe risk management is a core competency of ours. Our primary

focus is to lock in favorable operating margins whenever possible. We do not speculate on general price

1

2

approximately 680 million gallons per year, or mmgy, of ethanol production capacity and end downstream with

our ethanol marketing, distribution and blending facilities. We focus on generating stable operating margins

through our diversified business segments and our risk management strategy. We believe that owning and

operating assets throughout the ethanol value chain enables us to mitigate the effects of changes in commodity

prices on our profitability and differentiates us from companies focused only on ethanol production. Following is

our visual presentation of the ethanol value chain:

Upstream 

Downstream 

Seed, Fertilizer and 

Grain Handling and 

Ethanol Production

Marketing, 

Chemical Sales 

Storage

Transportation and 

Logistics 

Blending and 

Distribution 

Our disciplined risk management strategy is designed to lock in operating margins by forward contracting

the four primary commodities involved in ethanol production: corn, natural gas, ethanol and distillers grains. We

also seek to maintain an environment of continuous operational improvement to increase our efficiency and

effectiveness as a low-cost producer of ethanol.

Currently, we operate within the three segments outlined below:

•

Ethanol Production. We operated a total of eight ethanol plants in Indiana, Iowa, Michigan, Nebraska

and Tennessee, with approximately 680 mmgy of total ethanol production capacity at December 31,

2010. At capacity, these plants collectively will consume approximately 245 million bushels of corn

and produce approximately 2.0 million tons of distillers grains annually. In February 2011, our bid to

acquire an ethanol plant in Minnesota with approximately 55 mmgy of total ethanol production

capacity was accepted by the bankruptcy court overseeing the auction process. We expect to close this

acquisition in March 2011. We are focused on maximizing the operational efficiency at each of our

plants in order to achieve the lowest cost per gallon of ethanol produced.

•

Agribusiness. We operate three lines of business within our agribusiness segment: bulk grain,

agronomy and petroleum. In our bulk grain business, we have 13 grain elevators with approximately

31.4 million bushels of total storage capacity. We sell fertilizer and other agricultural inputs and

provide application services to area producers through our agronomy business. Additionally, we sell

petroleum products including diesel, soydiesel, blended gasoline and propane, primarily to agricultural

producers and consumers. We believe our bulk grain business provides synergies with our ethanol

production segment as it supplies a portion of the feedstock for our ethanol plants.

• Marketing and Distribution. Our in-house, fee-based marketing business is responsible for the sales,

marketing and distribution of all ethanol, distillers grains and corn oil produced at our eight ethanol

plants. We also market and distribute ethanol for third-party ethanol producers with expected

production totaling approximately 360 mmgy. Additionally, we hold a majority interest in Blendstar,

LLC, which operates nine blending or terminaling facilities with approximately 495 mmgy of total

throughput capacity in seven states in the south central United States.

Our Competitive Strengths

our competitive strengths include:

 
 
 
 
Cautionary Information Regarding Forward-Looking Statements

The SEC encourages companies to disclose forward-looking information so that investors can better

understand a company’s future prospects and make informed investment decisions. This report contains such

“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These

statements may be made directly in this report, and they may also be made a part of this report by reference to

other documents filed with the SEC, which is known as “incorporation by reference.”

This report contains forward-looking statements based on current expectations that involve a number of

risks and uncertainties. Forward-looking statements generally do not relate strictly to historical or current facts,

but rather to plans and objectives for future operations based upon management’s reasonable estimates of future

results or trends, and include statements preceded by, followed by, or that include words such as “anticipates,”

“believes,” “continue,” “estimates,” “expects,” “intends,” “outlook,” “plans,” “predicts,” “may,” “could,”

“should,” “will,” and words and phrases of similar impact, and include, but are not limited to, statements

regarding future operating or financial performance, business strategy, business environment, key trends, and

benefits of actual or planned acquisitions. In addition, any statements that refer to expectations, projections or

other characterizations of future events or circumstances, including any underlying assumptions, are forward-

looking statements. The forward-looking statements are made pursuant to safe harbor provisions of the Private

Securities Litigation Reform Act of 1995. Although we believe that our expectations regarding future events are

based on reasonable assumptions, any or all forward-looking statements in this report may turn out to be

incorrect. They may be based on inaccurate assumptions or may not account for known or unknown risks and

uncertainties. Consequently, no forward-looking statement is guaranteed, and actual future results may vary

materially from the results expressed or implied in our forward-looking statements. The cautionary statements in

this report expressly qualify all of our forward-looking statements. In addition, we are not obligated, and do not

intend, to update any of our forward-looking statements at any time unless an update is required by applicable

securities laws. Factors that could cause actual results to differ from those expressed or implied in the forward-

looking statements include, but are not limited to, those discussed in the section entitled “Risk Factors” in this

report or in any document incorporated by reference. Specifically, we may experience significant fluctuations in

future operating results due to a number of economic conditions, including, but not limited to, competition in the

ethanol and other industries in which we compete, commodity market risks, financial market risks, counter-party

risks, risks associated with changes to federal policy or regulation, risks related to closing and achieving

anticipated results from acquisitions, and other risk factors detailed in our reports filed with the SEC. Actual

results may differ from projected results due, but not limited, to unforeseen developments.

In light of these assumptions, risks and uncertainties, the results and events discussed in the forward-looking

statements contained in this report or in any document incorporated by reference might not occur. Investors are

cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this

report or the date of the document incorporated by reference in this report. We are not under any obligation, and

we expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of

new information, future events or otherwise.

ITEM 1. BUSINESS.

Overview

References to “we,” “us,” “our,” “Green Plains,” or the “Company” in this report refer to Green Plains

Renewable Energy, Inc., an Iowa corporation founded in June 2004, and its subsidiaries.

We are a leading, vertically-integrated producer, marketer and distributer of ethanol. We have grown

rapidly, primarily through acquisitions, and today we have operations throughout the ethanol value chain. Our

operations begin upstream with our agronomy and grain handling operations, continue through our

PART I

1

approximately 680 million gallons per year, or mmgy, of ethanol production capacity and end downstream with
our ethanol marketing, distribution and blending facilities. We focus on generating stable operating margins
through our diversified business segments and our risk management strategy. We believe that owning and
operating assets throughout the ethanol value chain enables us to mitigate the effects of changes in commodity
prices on our profitability and differentiates us from companies focused only on ethanol production. Following is
our visual presentation of the ethanol value chain:

Upstream 

Downstream 

Seed, Fertilizer and 
Chemical Sales 

Grain Handling and 
Storage

Ethanol Production

Marketing, 
Transportation and 
Logistics 

Blending and 
Distribution 

Our disciplined risk management strategy is designed to lock in operating margins by forward contracting

the four primary commodities involved in ethanol production: corn, natural gas, ethanol and distillers grains. We
also seek to maintain an environment of continuous operational improvement to increase our efficiency and
effectiveness as a low-cost producer of ethanol.

Currently, we operate within the three segments outlined below:

•

•

Ethanol Production. We operated a total of eight ethanol plants in Indiana, Iowa, Michigan, Nebraska
and Tennessee, with approximately 680 mmgy of total ethanol production capacity at December 31,
2010. At capacity, these plants collectively will consume approximately 245 million bushels of corn
and produce approximately 2.0 million tons of distillers grains annually. In February 2011, our bid to
acquire an ethanol plant in Minnesota with approximately 55 mmgy of total ethanol production
capacity was accepted by the bankruptcy court overseeing the auction process. We expect to close this
acquisition in March 2011. We are focused on maximizing the operational efficiency at each of our
plants in order to achieve the lowest cost per gallon of ethanol produced.

Agribusiness. We operate three lines of business within our agribusiness segment: bulk grain,
agronomy and petroleum. In our bulk grain business, we have 13 grain elevators with approximately
31.4 million bushels of total storage capacity. We sell fertilizer and other agricultural inputs and
provide application services to area producers through our agronomy business. Additionally, we sell
petroleum products including diesel, soydiesel, blended gasoline and propane, primarily to agricultural
producers and consumers. We believe our bulk grain business provides synergies with our ethanol
production segment as it supplies a portion of the feedstock for our ethanol plants.

• Marketing and Distribution. Our in-house, fee-based marketing business is responsible for the sales,

marketing and distribution of all ethanol, distillers grains and corn oil produced at our eight ethanol
plants. We also market and distribute ethanol for third-party ethanol producers with expected
production totaling approximately 360 mmgy. Additionally, we hold a majority interest in Blendstar,
LLC, which operates nine blending or terminaling facilities with approximately 495 mmgy of total
throughput capacity in seven states in the south central United States.

Our Competitive Strengths

We believe we have created a platform that diversifies our revenues and income stream. Fundamentally, we

focus on managing commodity price risks, improving operating efficiencies and controlling costs. We believe
our competitive strengths include:

Disciplined Risk Management. We believe risk management is a core competency of ours. Our primary

focus is to lock in favorable operating margins whenever possible. We do not speculate on general price

2

 
 
 
 
movements by taking unhedged positions on commodity products such as corn, ethanol or natural gas. Our
comprehensive risk management platform allows us to monitor real-time commodity price risk exposure at each
of our plants, and to respond quickly to lock in acceptable margins. By using a variety of risk management tools
and hedging strategies, including our internally-developed real-time operating margin management system, we
believe we are able to maintain a disciplined approach to risk management.

Demonstrated Asset Acquisition and Integration Capabilities. We have demonstrated the ability to make
strategic acquisitions that we believe create synergies with our vertically-integrated platform. Our belief is that
acquiring and developing complementary businesses enhances our ability to mitigate risks. Our balance sheet
allows us to be selective in that process. Since our inception, we have acquired or developed eight ethanol plants
in addition to upstream grain elevators and agronomy businesses and downstream blending and distribution
businesses. We believe these acquisitions have been successfully integrated into our business and have enhanced
our overall returns.

Focus on Operational Excellence. All of our plants are staffed by experienced industry personnel. We focus

on incremental operational improvements to enhance overall production efficiencies and we share operational
knowledge across our plants. Using real-time production data and control systems, we continually monitor our
plants in an effort to optimize performance. We believe our ability to improve operating efficiencies provides an
operating cost advantage over most of our competitors. In turn, we believe we are well positioned to increase
operating margins for any facilities that we may acquire in the future.

Leading Vertically-Integrated Ethanol Producer. We believe our operations throughout the ethanol value

chain reduce our commodity and operating risks, and increase our pricing visibility and influence in key markets.
Combined, we believe our agribusiness, ethanol production, and marketing and distribution businesses provide
efficiencies across the ethanol value chain, from grain procurement to blending fuel. Our agribusiness operations
help to reduce our supply risk by providing grain handling and storage capabilities for approximately
31.4 million bushels. Assuming full production capacity at each of our plants and those of our third-party ethanol
producers, we would market and distribute more than one billion gallons of ethanol from twelve plants. Our
majority interest in Blendstar allows us to source, store, blend and distribute ethanol and biodiesel across
multiple states.

Proven Management Team. Our senior management team brings an average of 21 years of commodity risk
management and related industry experience. We have specific expertise across all aspects of the ethanol supply,
production, and distribution chain – from agribusiness, to plant operations and management, to commodity
markets and risk management, to ethanol marketing.

Our Growth Strategy

We intend to continue to focus on strengthening and diversifying our vertically-integrated platform by

implementing the following growth strategies:

Develop or Acquire Strategically-Located Grain Elevators. We intend to pursue opportunities to develop or

acquire additional grain elevators within the agribusiness segment, specifically those located near our ethanol
plants. We believe that owning additional grain elevators in close proximity to our ethanol plants enables us to
strengthen relationships with local corn producers, allowing us to source corn more effectively and at a lower
average cost. Since all of our plants are located within or near the corn belt where a number of competitors also
have ethanol facilities, we believe that owning grain elevators provides us with a competitive advantage in the
origination of corn.

Pursue Consolidation Opportunities within the Ethanol Industry. We continue to focus on the potential
acquisition of additional ethanol plants. Throughout 2010, we were approached with opportunities to acquire
existing ethanol plants. We believe those plants were available for a number of reasons including financial
distress of a particular facility, a lack of operational expertise or a desire by existing owners to exit their original

investment. We will continue to take a disciplined approach in evaluating new opportunities by considering

whether the plants fit within the design, engineering and geographic criteria we have developed. We believe that

our integrated platform, plant operations experience and disciplined risk management approach give us the

ability to generate favorable returns from our acquisitions.

Improve Operational Efficiency. We seek to enhance profitability at each of our plants by increasing our

production volumes through operational improvements. We continually research operational processes that may

increase our efficiency by increasing yields, lowering our processing cost per gallon and increasing our

production volumes. Additionally, we employ an extensive cost control system at each of our plants to

continuously monitor our plants’ performance. We are able to use performance data from our plants to develop

strategies for cost reduction and efficiency that can be applied across our platform.

Expand Our Third-Party Marketing Volumes. We plan to continue to grow our downstream access to

customers and are actively looking at new marketing opportunities with other ethanol producers. We maintain

active dialogues with prospective ethanol producers whose location, production and risk management practices

are consistent with our vertically-integrated platform. We believe that further expansion of our third-party

marketing volumes will enable us to continue to meet major ethanol customers’ needs by providing us with a

broader market presence and allowing us to further leverage our marketing expertise and distribution systems.

Invest in Next Generation Biofuel Opportunities. We plan to continue our investment in the BioProcess

Algae joint venture, which is focused on developing technology to grow and harvest algae, which consume

carbon dioxide, in commercially viable quantities. We believe this technology has specific applications with

facilities, including ethanol plants, that emit carbon dioxide. The algae produced has the potential to be used for

advanced biofuel production, high quality animal feed or as biomass for energy production.

Ethanol Industry Overview

The ethanol industry has grown significantly over the past several years, with production increasing from

1.4 billion gallons in 1998 to 13.2 billion gallons in 2010, according to the U.S. Energy Information

Administration. While the market prices for our feedstock commodities are volatile and at times result in

unprofitable ethanol operations, during the past three years, there have been few occasions where the simple

crush spread, which we define as the market value of 2.8 gallons of ethanol less the cost of one bushel of corn

(which represents the typical industry yield), has dropped to below $0.10 per gallon. We believe that ethanol will

continue to experience increased demand in the United States as there remains a focus on reducing reliance on

petroleum-based transportation fuels due to high and volatile oil prices, heightened environmental concerns, and

energy independence and national security concerns. Also according to the U.S. Energy Information

Administration, ethanol blends accounted for approximately 9.1% of the U.S. gasoline supply for the twelve

months ended December 31, 2010. We believe ethanol’s environmental benefits, ability to improve gasoline

performance, fuel supply extender capabilities, attractive production economics and favorable government

incentives could enable ethanol to comprise an increasingly larger portion of the U.S. fuel supply as more fully

described below:

•

Emissions Reduction. Ethanol demand increased substantially in the 1990’s, when federal law began

requiring the use of oxygenates in reformulated gasoline in cities with unhealthy levels of air pollution

on a seasonal or year-round basis. These oxygenates included ethanol and MTBE which, when blended

with gasoline, reduces vehicle emissions. Although the federal oxygenate requirement was eliminated

in 2006, oxygenated gasoline continues to be used in order to help meet separate federal and state air

emission standards. The refining industry has all but abandoned the use of MTBE making ethanol the

primary clean air oxygenate currently used.

•

Octane Enhancer. Ethanol, with an octane rating of 113, is used to increase the octane value of

gasoline with which it is blended, thereby improving engine performance. It is used as an octane

enhancer both for producing regular grade gasoline from lower octane blending stocks and for

upgrading regular gasoline to premium grades.

3

4

movements by taking unhedged positions on commodity products such as corn, ethanol or natural gas. Our

comprehensive risk management platform allows us to monitor real-time commodity price risk exposure at each

of our plants, and to respond quickly to lock in acceptable margins. By using a variety of risk management tools

and hedging strategies, including our internally-developed real-time operating margin management system, we

believe we are able to maintain a disciplined approach to risk management.

Demonstrated Asset Acquisition and Integration Capabilities. We have demonstrated the ability to make

strategic acquisitions that we believe create synergies with our vertically-integrated platform. Our belief is that

acquiring and developing complementary businesses enhances our ability to mitigate risks. Our balance sheet

allows us to be selective in that process. Since our inception, we have acquired or developed eight ethanol plants

in addition to upstream grain elevators and agronomy businesses and downstream blending and distribution

businesses. We believe these acquisitions have been successfully integrated into our business and have enhanced

our overall returns.

Focus on Operational Excellence. All of our plants are staffed by experienced industry personnel. We focus

on incremental operational improvements to enhance overall production efficiencies and we share operational

knowledge across our plants. Using real-time production data and control systems, we continually monitor our

plants in an effort to optimize performance. We believe our ability to improve operating efficiencies provides an

operating cost advantage over most of our competitors. In turn, we believe we are well positioned to increase

operating margins for any facilities that we may acquire in the future.

Leading Vertically-Integrated Ethanol Producer. We believe our operations throughout the ethanol value

chain reduce our commodity and operating risks, and increase our pricing visibility and influence in key markets.

Combined, we believe our agribusiness, ethanol production, and marketing and distribution businesses provide

efficiencies across the ethanol value chain, from grain procurement to blending fuel. Our agribusiness operations

help to reduce our supply risk by providing grain handling and storage capabilities for approximately

31.4 million bushels. Assuming full production capacity at each of our plants and those of our third-party ethanol

producers, we would market and distribute more than one billion gallons of ethanol from twelve plants. Our

majority interest in Blendstar allows us to source, store, blend and distribute ethanol and biodiesel across

multiple states.

Proven Management Team. Our senior management team brings an average of 21 years of commodity risk

management and related industry experience. We have specific expertise across all aspects of the ethanol supply,

production, and distribution chain – from agribusiness, to plant operations and management, to commodity

markets and risk management, to ethanol marketing.

Our Growth Strategy

We intend to continue to focus on strengthening and diversifying our vertically-integrated platform by

implementing the following growth strategies:

Develop or Acquire Strategically-Located Grain Elevators. We intend to pursue opportunities to develop or

acquire additional grain elevators within the agribusiness segment, specifically those located near our ethanol

plants. We believe that owning additional grain elevators in close proximity to our ethanol plants enables us to

strengthen relationships with local corn producers, allowing us to source corn more effectively and at a lower

average cost. Since all of our plants are located within or near the corn belt where a number of competitors also

have ethanol facilities, we believe that owning grain elevators provides us with a competitive advantage in the

origination of corn.

Pursue Consolidation Opportunities within the Ethanol Industry. We continue to focus on the potential

acquisition of additional ethanol plants. Throughout 2010, we were approached with opportunities to acquire

existing ethanol plants. We believe those plants were available for a number of reasons including financial

distress of a particular facility, a lack of operational expertise or a desire by existing owners to exit their original

investment. We will continue to take a disciplined approach in evaluating new opportunities by considering
whether the plants fit within the design, engineering and geographic criteria we have developed. We believe that
our integrated platform, plant operations experience and disciplined risk management approach give us the
ability to generate favorable returns from our acquisitions.

Improve Operational Efficiency. We seek to enhance profitability at each of our plants by increasing our

production volumes through operational improvements. We continually research operational processes that may
increase our efficiency by increasing yields, lowering our processing cost per gallon and increasing our
production volumes. Additionally, we employ an extensive cost control system at each of our plants to
continuously monitor our plants’ performance. We are able to use performance data from our plants to develop
strategies for cost reduction and efficiency that can be applied across our platform.

Expand Our Third-Party Marketing Volumes. We plan to continue to grow our downstream access to
customers and are actively looking at new marketing opportunities with other ethanol producers. We maintain
active dialogues with prospective ethanol producers whose location, production and risk management practices
are consistent with our vertically-integrated platform. We believe that further expansion of our third-party
marketing volumes will enable us to continue to meet major ethanol customers’ needs by providing us with a
broader market presence and allowing us to further leverage our marketing expertise and distribution systems.

Invest in Next Generation Biofuel Opportunities. We plan to continue our investment in the BioProcess

Algae joint venture, which is focused on developing technology to grow and harvest algae, which consume
carbon dioxide, in commercially viable quantities. We believe this technology has specific applications with
facilities, including ethanol plants, that emit carbon dioxide. The algae produced has the potential to be used for
advanced biofuel production, high quality animal feed or as biomass for energy production.

Ethanol Industry Overview

The ethanol industry has grown significantly over the past several years, with production increasing from

1.4 billion gallons in 1998 to 13.2 billion gallons in 2010, according to the U.S. Energy Information
Administration. While the market prices for our feedstock commodities are volatile and at times result in
unprofitable ethanol operations, during the past three years, there have been few occasions where the simple
crush spread, which we define as the market value of 2.8 gallons of ethanol less the cost of one bushel of corn
(which represents the typical industry yield), has dropped to below $0.10 per gallon. We believe that ethanol will
continue to experience increased demand in the United States as there remains a focus on reducing reliance on
petroleum-based transportation fuels due to high and volatile oil prices, heightened environmental concerns, and
energy independence and national security concerns. Also according to the U.S. Energy Information
Administration, ethanol blends accounted for approximately 9.1% of the U.S. gasoline supply for the twelve
months ended December 31, 2010. We believe ethanol’s environmental benefits, ability to improve gasoline
performance, fuel supply extender capabilities, attractive production economics and favorable government
incentives could enable ethanol to comprise an increasingly larger portion of the U.S. fuel supply as more fully
described below:

•

•

Emissions Reduction. Ethanol demand increased substantially in the 1990’s, when federal law began
requiring the use of oxygenates in reformulated gasoline in cities with unhealthy levels of air pollution
on a seasonal or year-round basis. These oxygenates included ethanol and MTBE which, when blended
with gasoline, reduces vehicle emissions. Although the federal oxygenate requirement was eliminated
in 2006, oxygenated gasoline continues to be used in order to help meet separate federal and state air
emission standards. The refining industry has all but abandoned the use of MTBE making ethanol the
primary clean air oxygenate currently used.

Octane Enhancer. Ethanol, with an octane rating of 113, is used to increase the octane value of
gasoline with which it is blended, thereby improving engine performance. It is used as an octane
enhancer both for producing regular grade gasoline from lower octane blending stocks and for
upgrading regular gasoline to premium grades.

3

4

•

•

•

•

Fuel Stock Extender. Ethanol is a valuable blend component that is used by refiners in the United
States to extend fuel supplies. According to the Energy Information Administration, from 2000 to
2010, ethanol as a component of the United States gasoline supply has grown from 1.3% to 9.0%. In
2010 alone, ethanol replaced the need for approximately 297 million barrels of oil in the United States.

E15 Blending Waiver. In March 2009, Growth Energy, an ethanol industry trade association, and 54
ethanol producers requested that the U.S. Environmental Protection Agency, or EPA, approve the use of
up to 15% ethanol blended with gasoline, or E15. In October 2010, the EPA approved the use of E15 in
model year 2007 and newer passenger vehicles, including cars, SUVs and light pickup trucks. In January
2011, the EPA approved the use of E15 in model year 2001 to 2006 passenger vehicles. With these
approvals, over 129 million vehicles or 60% of the passenger vehicles in service are eligible to use E15.
We believe that ethanol blended in the U.S. gasoline supply is an important step towards the long-term
introduction of more renewable fuels into the transportation sector. We also believe that increasing the
ethanol blended in the domestic gasoline supply could have a positive impact on the demand for ethanol.

Economics of Ethanol Blending. We believe that the costs ethanol producers incur in producing a
gallon of ethanol currently are lower than the costs refiners incur in producing a gallon of petroleum-
based gasoline. Ethanol’s favorable production economics are further enhanced in the United States by
the Volumetric Ethanol Excise Tax Credit, or VEETC (commonly referred to as the “blender’s credit”),
which can be captured by refiners or passed on to consumers for a benefit of $0.45 per gallon of
ethanol. The blender’s credit was renewed in 2010 and is set to expire on December 31, 2011.

Mandated Use of Renewable Fuels. In addition to the blender’s tax credit, the growth in ethanol usage has
also been supported by legislative requirements dictating the use of renewable fuels, including ethanol. The
Energy Independence and Security Act of 2007, confirmed by the EPA regulations on the Renewable Fuel
Standard, or RFS 2, issued in February 2010 mandated a minimum usage of corn-derived renewable fuels
of 12.0 billion gallons in 2010, increasing annually by 0.6 million gallons to 15.0 billion gallons in 2015.

Our Operating Segments

Ethanol Production Segment

Our ethanol production segment had the capacity to produce approximately 680 mmgy of ethanol as of

December 31, 2010. Our ethanol plants also produce co-products such as wet, modified wet or dried distillers
grains. Processing at full capacity, our plants will consume approximately 245 million bushels of corn and
produce approximately 2.0 million tons of distillers grains annually. Our plants use a dry mill process to produce
ethanol and co-products. We operate all of our ethanol plants through wholly-owned operating subsidiaries. A
summary of these plants is outlined below:

Plant
Bluffton, Indiana
Central City, Nebraska(1)
Lakota, Iowa(1)
Obion, Tennessee(2)
Ord, Nebraska(1)
Riga, Michigan(1)
Shenandoah, Iowa
Superior, Iowa

Plant
Production
Capacity
(mmgy)
120
100
100
120
55
60
65
60

Start Date Technology
Sept. 2008
July 2009
Oct. 2010
Nov. 2008
July 2009
Oct. 2010
Aug. 2007
July 2008

ICM
ICM
ICM/Lurgi
ICM
ICM
Delta-T
ICM
Delta-T

Land
Owned
(acres)
419
40
230
230
170
132
108
264

On Site Corn
Storage Capacity
(bushels)
1,040,000
1,200,000
1,410,000
2,100,000
400,000
525,000
500,000
525,000

(1) These plants operated under different ownership prior to the stated start date.
(2) We lease an additional 129 acres of land near the Obion, Tennessee plant.

Corn Feedstock and Ethanol Production

Ethanol is a chemical produced by the fermentation of carbohydrates found in grains and other biomass.

Ethanol can be produced from a number of different types of grains, such as corn, wheat and sorghum, as well as

from agricultural waste products such as rice hulls, cheese whey, potato waste, brewery and beverage wastes and

forestry and paper wastes. At present, the majority of ethanol in the United States is produced from corn because

corn contains large quantities of carbohydrates, can be handled efficiently and is in greater supply than other

grains. Such carbohydrates convert into glucose more easily than most other kinds of biomass. Outside the

United States, sugarcane is the primary feedstock used in ethanol production.

Our plants use corn as feedstock in the dry mill ethanol production process. Each of our plants requires,

depending on their production capacity, approximately 20 million to 40 million bushels of corn annually. The

price and availability of corn are subject to significant fluctuations depending upon a number of factors that

affect commodity prices in general, including crop conditions, weather, governmental programs and foreign

purchases. Because the market price of ethanol is not directly related to corn prices, ethanol producers are

generally not able to compensate for increases in the cost of corn feedstock through adjustments to prices

charged for their ethanol.

Our corn supply is obtained primarily from local markets. We utilize cash and forward fixed-price contracts

with grain producers and elevators for the physical delivery of corn to our plants. At our Nebraska, Tennessee

and Iowa plants, we maintain relationships with local farmers, grain elevators and cooperatives which serve as

our primary sources of grain feedstock. Most farmers in the areas where our plants are located have stored their

corn in their own dry storage facilities, which allows us to purchase much of the corn needed to supply our plants

directly from farmers throughout the year. At our Bluffton, Lakota and Riga plants, we have contracted with a

third-party grain originator to supply all of our corn requirements for ethanol production. These contracts

terminate between November 2012 and September 2015. Each of our plants is also situated on rail lines that we

can use to receive corn from other regions of the country, if local corn supplies are insufficient.

Corn is received at the plant by truck or rail, which is then weighed and unloaded in a receiving building.

Storage bins are utilized to inventory grain, which is passed through a scalper to remove rocks and debris prior to

processing. Thereafter, the corn is transported to a hammer mill where it is ground into coarse flour and

conveyed into a slurry tank for enzymatic processing. Water, heat and enzymes are added to convert the complex

starch molecules into simpler carbohydrates. The slurry is heated to reduce the potential of microbial

contamination and pumped to a liquefaction tank where additional enzymes are added. Next, the grain slurry is

pumped into fermenters, where yeast, enzymes, and nutrients are added, to begin a batch fermentation process. A

beer column, within the distillation system, separates the alcohol from the spent grain mash. Alcohol is then

transported through a rectifier column, a side stripper and a molecular sieve system where it is dehydrated to 200

proof. The 200 proof alcohol is then pumped to a holding tank and then blended with approximately two percent

denaturant (usually natural gasoline) as it is pumped into finished product storage tanks.

Distillers Grains

The spent grain mash from the beer column is pumped into one of several decanter type centrifuges for

dewatering. The water, or thin stillage, is pumped from the centrifuges and then to an evaporator where it is dried

into a thick syrup. The solids, or wet cake, that exits the centrifuge are conveyed to the dryer system. The wet

cake is dried at varying degrees, resulting in the production of distillers grains. Syrup might be reapplied to the

wet cake prior to drying, providing nutrients if the distillers grains are to be used as animal feed. Distillers grains,

the principal co-product of the ethanol production process, are principally used as high-protein, high-energy

animal fodder and feed supplements marketed to the dairy, beef, swine and poultry industries. Distillers grains

have alternative uses as burning fuel, fertilizer and weed inhibitors.

5

6

•

•

Fuel Stock Extender. Ethanol is a valuable blend component that is used by refiners in the United

States to extend fuel supplies. According to the Energy Information Administration, from 2000 to

2010, ethanol as a component of the United States gasoline supply has grown from 1.3% to 9.0%. In

2010 alone, ethanol replaced the need for approximately 297 million barrels of oil in the United States.

E15 Blending Waiver. In March 2009, Growth Energy, an ethanol industry trade association, and 54

ethanol producers requested that the U.S. Environmental Protection Agency, or EPA, approve the use of

up to 15% ethanol blended with gasoline, or E15. In October 2010, the EPA approved the use of E15 in

model year 2007 and newer passenger vehicles, including cars, SUVs and light pickup trucks. In January

2011, the EPA approved the use of E15 in model year 2001 to 2006 passenger vehicles. With these

approvals, over 129 million vehicles or 60% of the passenger vehicles in service are eligible to use E15.

We believe that ethanol blended in the U.S. gasoline supply is an important step towards the long-term

introduction of more renewable fuels into the transportation sector. We also believe that increasing the

ethanol blended in the domestic gasoline supply could have a positive impact on the demand for ethanol.

•

Economics of Ethanol Blending. We believe that the costs ethanol producers incur in producing a

gallon of ethanol currently are lower than the costs refiners incur in producing a gallon of petroleum-

based gasoline. Ethanol’s favorable production economics are further enhanced in the United States by

the Volumetric Ethanol Excise Tax Credit, or VEETC (commonly referred to as the “blender’s credit”),

which can be captured by refiners or passed on to consumers for a benefit of $0.45 per gallon of

ethanol. The blender’s credit was renewed in 2010 and is set to expire on December 31, 2011.

•

Mandated Use of Renewable Fuels. In addition to the blender’s tax credit, the growth in ethanol usage has

also been supported by legislative requirements dictating the use of renewable fuels, including ethanol. The

Energy Independence and Security Act of 2007, confirmed by the EPA regulations on the Renewable Fuel

Standard, or RFS 2, issued in February 2010 mandated a minimum usage of corn-derived renewable fuels

of 12.0 billion gallons in 2010, increasing annually by 0.6 million gallons to 15.0 billion gallons in 2015.

Our Operating Segments

Ethanol Production Segment

Our ethanol production segment had the capacity to produce approximately 680 mmgy of ethanol as of

December 31, 2010. Our ethanol plants also produce co-products such as wet, modified wet or dried distillers

grains. Processing at full capacity, our plants will consume approximately 245 million bushels of corn and

produce approximately 2.0 million tons of distillers grains annually. Our plants use a dry mill process to produce

ethanol and co-products. We operate all of our ethanol plants through wholly-owned operating subsidiaries. A

summary of these plants is outlined below:

Plant

Production

Capacity

(mmgy)

Land

Owned

(acres)

On Site Corn

Storage Capacity

Plant

Start Date Technology

Bluffton, Indiana

Central City, Nebraska(1)

Lakota, Iowa(1)

Obion, Tennessee(2)

Ord, Nebraska(1)

Riga, Michigan(1)

Shenandoah, Iowa

Superior, Iowa

120

100

100

120

55

60

65

60

Oct. 2010

ICM/Lurgi

Sept. 2008

July 2009

Nov. 2008

July 2009

Oct. 2010

Aug. 2007

July 2008

ICM

ICM

ICM

ICM

Delta-T

ICM

Delta-T

419

40

230

230

170

132

108

264

(bushels)

1,040,000

1,200,000

1,410,000

2,100,000

400,000

525,000

500,000

525,000

(1) These plants operated under different ownership prior to the stated start date.

(2) We lease an additional 129 acres of land near the Obion, Tennessee plant.

Corn Feedstock and Ethanol Production

Ethanol is a chemical produced by the fermentation of carbohydrates found in grains and other biomass.
Ethanol can be produced from a number of different types of grains, such as corn, wheat and sorghum, as well as
from agricultural waste products such as rice hulls, cheese whey, potato waste, brewery and beverage wastes and
forestry and paper wastes. At present, the majority of ethanol in the United States is produced from corn because
corn contains large quantities of carbohydrates, can be handled efficiently and is in greater supply than other
grains. Such carbohydrates convert into glucose more easily than most other kinds of biomass. Outside the
United States, sugarcane is the primary feedstock used in ethanol production.

Our plants use corn as feedstock in the dry mill ethanol production process. Each of our plants requires,
depending on their production capacity, approximately 20 million to 40 million bushels of corn annually. The
price and availability of corn are subject to significant fluctuations depending upon a number of factors that
affect commodity prices in general, including crop conditions, weather, governmental programs and foreign
purchases. Because the market price of ethanol is not directly related to corn prices, ethanol producers are
generally not able to compensate for increases in the cost of corn feedstock through adjustments to prices
charged for their ethanol.

Our corn supply is obtained primarily from local markets. We utilize cash and forward fixed-price contracts

with grain producers and elevators for the physical delivery of corn to our plants. At our Nebraska, Tennessee
and Iowa plants, we maintain relationships with local farmers, grain elevators and cooperatives which serve as
our primary sources of grain feedstock. Most farmers in the areas where our plants are located have stored their
corn in their own dry storage facilities, which allows us to purchase much of the corn needed to supply our plants
directly from farmers throughout the year. At our Bluffton, Lakota and Riga plants, we have contracted with a
third-party grain originator to supply all of our corn requirements for ethanol production. These contracts
terminate between November 2012 and September 2015. Each of our plants is also situated on rail lines that we
can use to receive corn from other regions of the country, if local corn supplies are insufficient.

Corn is received at the plant by truck or rail, which is then weighed and unloaded in a receiving building.
Storage bins are utilized to inventory grain, which is passed through a scalper to remove rocks and debris prior to
processing. Thereafter, the corn is transported to a hammer mill where it is ground into coarse flour and
conveyed into a slurry tank for enzymatic processing. Water, heat and enzymes are added to convert the complex
starch molecules into simpler carbohydrates. The slurry is heated to reduce the potential of microbial
contamination and pumped to a liquefaction tank where additional enzymes are added. Next, the grain slurry is
pumped into fermenters, where yeast, enzymes, and nutrients are added, to begin a batch fermentation process. A
beer column, within the distillation system, separates the alcohol from the spent grain mash. Alcohol is then
transported through a rectifier column, a side stripper and a molecular sieve system where it is dehydrated to 200
proof. The 200 proof alcohol is then pumped to a holding tank and then blended with approximately two percent
denaturant (usually natural gasoline) as it is pumped into finished product storage tanks.

Distillers Grains

The spent grain mash from the beer column is pumped into one of several decanter type centrifuges for
dewatering. The water, or thin stillage, is pumped from the centrifuges and then to an evaporator where it is dried
into a thick syrup. The solids, or wet cake, that exits the centrifuge are conveyed to the dryer system. The wet
cake is dried at varying degrees, resulting in the production of distillers grains. Syrup might be reapplied to the
wet cake prior to drying, providing nutrients if the distillers grains are to be used as animal feed. Distillers grains,
the principal co-product of the ethanol production process, are principally used as high-protein, high-energy
animal fodder and feed supplements marketed to the dairy, beef, swine and poultry industries. Distillers grains
have alternative uses as burning fuel, fertilizer and weed inhibitors.

5

6

Dry mill ethanol processing potentially creates three forms of distillers grains, depending on the number of
times the solids are passed through the dryer system; wet, modified wet and dried distillers grains. Wet distillers
grains are processed wet cake that contains approximately 65% to 70% moisture. Wet distillers grains have a
shelf life of approximately three days and can be sold only to dairies or feedlots within the immediate vicinity of
an ethanol plant. Modified wet distillers grains, which have been dried further to approximately 50% to 55%
moisture, have a slightly longer shelf life of approximately three weeks and are marketed to regional dairies and
feedlots. Dried distillers grains, which have been dried more extensively to approximately 10% to 12% moisture,
have an almost indefinite shelf life and may be stored, sold and shipped to any market regardless of its proximity
to an ethanol plant.

Utilities

The production of ethanol requires significant amounts of natural gas, electricity and water.

Natural Gas. Ethanol plants produce process steam from their own boiler systems and dry the distillers
grains co-product via a direct gas-fired dryer. Depending on certain production parameters, our ethanol plants are
expected to use approximately 22,000 to 32,000 British Thermal Units of natural gas per gallon of production.
The price of natural gas can be volatile; therefore, we use hedging strategies to mitigate increases in gas prices.
We have entered into certain service agreements for the natural gas required by our ethanol plants and pay tariff
fees to these providers for transporting the gas through their pipelines to our plants.

Electricity. Our plants require between 0.5 and 1.0 kilowatt hours of electricity per gallon of production.

Local utilities supply necessary electricity to all of our ethanol plants at market-based rates.

Water. Although some of our plants expect to satisfy the majority of their water requirements from wells

located on their respective properties, each anticipates that it will obtain potable water for certain processes from
local municipal water sources at prevailing rates. Each facility operates a filtration system to purify the well
water that is utilized for its operations. Local municipalities supply all of the necessary water for our plants that
do not have onsite wells. Water quality is very important. Much of the water used in an ethanol plant is recycled
back into the process. The plants require boiler makeup water and cooling tower water. Boiler makeup water is
treated on-site to minimize minerals and substances that would harm the boiler. Recycled process water cannot
be used for this purpose. Cooling tower water is deemed non-contact water (it does not come in contact with the
mash) and, therefore, can be regenerated back into the cooling tower process.

Agribusiness Segment

We operate our agribusiness segment primarily through our wholly-owned subsidiary, Green Plains Grain
Company LLC, which is a grain and farm supply business with three primary operating lines of business: bulk
grain, agronomy and petroleum. We believe our agribusiness operations increase our operational efficiency,
reduce commodity price and supply risks, and diversify our revenue streams.

Bulk Grain. We buy bulk grain, primarily corn and soybeans, from area producers and provide grain drying

and storage services to those producers. The grain is then sold to grain processing companies and area livestock
producers. We have grain storage capacity of approximately 31.4 million bushels, not including the on-site
storage capacity at each of our ethanol plants. This capacity supports the grain merchandising activities and our
Lakota, Obion, Shenandoah and Superior ethanol plant operations. These bulk grain commodities are readily
traded on commodity exchanges and inventory values are affected by market changes and spreads. To attempt to
reduce risk due to market fluctuations from purchase and sale commitments, we enter into exchange-traded
futures and options contracts designed to serve as economic hedges.

Agronomy. We have agronomists on staff who consult and provide services to our customers. The

agronomy division also sells dry and liquid fertilizer and agricultural inputs, such as chemicals, seed and supplies
that we buy wholesale, and provides application services to area producers. Having these experts on staff,

coupled with the wide variety of agricultural products we offer, allows us to provide customized attention and

build long-term relationships with our customers.

Petroleum. A portion of our business consists of selling diesel, soydiesel, blended gasoline and propane that

we buy wholesale, primarily to agricultural producers and consumers. We believe this business line demonstrates

our ability to provide a range of fuel products that support the local communities in which we are located.

We own approximately 134 acres of land in seven locations in Northwest Iowa, near our Superior ethanol

plant, for our agribusiness operations with licensed grain storage capacity of approximately 16.9 million bushels,

3.6 million gallons of liquid fertilizer storage and 12,000 tons of dry fertilizer storage. We own approximately 38

acres of land in five locations in western Tennessee, in the general region of our Obion ethanol plant, for our

agribusiness operations with licensed grain storage capacity of approximately 11.7 million bushels. We also own

approximately 11 additional acres of land at our grain elevator in Essex, Iowa, near our Shenandoah ethanol

plant, with licensed grain storage capacity of approximately 2.8 million bushels.

Seasonality is present within our agribusiness operations. The spring planting and fall harvest periods have

the largest seasonal impact, directly impacting the quarterly operating results of our agribusiness segment. This

seasonality generally results in higher revenues and stronger financial results for this segment during the second

and fourth quarters while the financial results of the first and third quarters generally will reflect periods of lower

activity with low to negative margins.

Marketing and Distribution Segment

We have an in-house, fee-based marketing business which is responsible for sales of Company-produced

corn oil, along with marketing and distribution of all ethanol and distillers grains produced at our eight ethanol

plants. We also market and distribute ethanol for third-party ethanol producers. Assuming full production

capacity at each of our plants and those of our third-party ethanol producers, we would market and distribute

more than one billion gallons of ethanol. Our majority interest in Blendstar allows us to source, store, blend and

distribute biodiesel and ethanol, including our production and that of other producers, across multiple states.

Marketing

We market our ethanol and that of our third-party producers to many different customers on a local, regional

and national basis. In addition, during 2010 we began purchasing ethanol from other independent producers to

realize price arbitrages that may exist. These transactions are expected to increase in volume in 2011. Local

markets are the easiest to service because of their close proximity to the related production facility. To achieve

the best prices for the ethanol that we market, we sell into local, regional and national markets under sales

agreements with integrated energy companies, jobbers, retailers, traders and resellers. Under these agreements,

ethanol is priced under fixed and indexed pricing arrangements. Deliveries to the majority of the local markets,

within 150 miles of the plants, are generally transported by truck, and deliveries to more distant markets are

shipped by rail using major U.S. rail carriers.

The market for distillers grains generally consists of local markets for wet, modified wet and dried distillers

grains, and national markets for dried distillers grains. If all of our distillers grains were marketed in the form of

dried distillers grains, we expect that our ethanol plants would produce approximately 2.0 million tons of

distillers grains annually. In addition, the market can be segmented by geographic region and livestock industry.

The bulk of the current demand is for dried distillers grains delivered to geographic regions without significant

local corn or ethanol production. Our market strategy includes shipping a substantial amount of distillers grains

as dried distillers grains to regional and national markets by rail.

Most of our modified wet distillers grains are sold to midwestern feedlot markets. Our dried distillers grains

are generally shipped to feedlot and poultry markets, as well as to Texas and west coast rail markets. Some of our

7

8

Dry mill ethanol processing potentially creates three forms of distillers grains, depending on the number of

times the solids are passed through the dryer system; wet, modified wet and dried distillers grains. Wet distillers

grains are processed wet cake that contains approximately 65% to 70% moisture. Wet distillers grains have a

shelf life of approximately three days and can be sold only to dairies or feedlots within the immediate vicinity of

an ethanol plant. Modified wet distillers grains, which have been dried further to approximately 50% to 55%

moisture, have a slightly longer shelf life of approximately three weeks and are marketed to regional dairies and

feedlots. Dried distillers grains, which have been dried more extensively to approximately 10% to 12% moisture,

have an almost indefinite shelf life and may be stored, sold and shipped to any market regardless of its proximity

to an ethanol plant.

Utilities

The production of ethanol requires significant amounts of natural gas, electricity and water.

Natural Gas. Ethanol plants produce process steam from their own boiler systems and dry the distillers

grains co-product via a direct gas-fired dryer. Depending on certain production parameters, our ethanol plants are

expected to use approximately 22,000 to 32,000 British Thermal Units of natural gas per gallon of production.

The price of natural gas can be volatile; therefore, we use hedging strategies to mitigate increases in gas prices.

We have entered into certain service agreements for the natural gas required by our ethanol plants and pay tariff

fees to these providers for transporting the gas through their pipelines to our plants.

Water. Although some of our plants expect to satisfy the majority of their water requirements from wells

located on their respective properties, each anticipates that it will obtain potable water for certain processes from

local municipal water sources at prevailing rates. Each facility operates a filtration system to purify the well

water that is utilized for its operations. Local municipalities supply all of the necessary water for our plants that

do not have onsite wells. Water quality is very important. Much of the water used in an ethanol plant is recycled

back into the process. The plants require boiler makeup water and cooling tower water. Boiler makeup water is

treated on-site to minimize minerals and substances that would harm the boiler. Recycled process water cannot

be used for this purpose. Cooling tower water is deemed non-contact water (it does not come in contact with the

mash) and, therefore, can be regenerated back into the cooling tower process.

Agribusiness Segment

We operate our agribusiness segment primarily through our wholly-owned subsidiary, Green Plains Grain

Company LLC, which is a grain and farm supply business with three primary operating lines of business: bulk

grain, agronomy and petroleum. We believe our agribusiness operations increase our operational efficiency,

reduce commodity price and supply risks, and diversify our revenue streams.

Bulk Grain. We buy bulk grain, primarily corn and soybeans, from area producers and provide grain drying

and storage services to those producers. The grain is then sold to grain processing companies and area livestock

producers. We have grain storage capacity of approximately 31.4 million bushels, not including the on-site

storage capacity at each of our ethanol plants. This capacity supports the grain merchandising activities and our

Lakota, Obion, Shenandoah and Superior ethanol plant operations. These bulk grain commodities are readily

traded on commodity exchanges and inventory values are affected by market changes and spreads. To attempt to

reduce risk due to market fluctuations from purchase and sale commitments, we enter into exchange-traded

futures and options contracts designed to serve as economic hedges.

Agronomy. We have agronomists on staff who consult and provide services to our customers. The

agronomy division also sells dry and liquid fertilizer and agricultural inputs, such as chemicals, seed and supplies

that we buy wholesale, and provides application services to area producers. Having these experts on staff,

coupled with the wide variety of agricultural products we offer, allows us to provide customized attention and
build long-term relationships with our customers.

Petroleum. A portion of our business consists of selling diesel, soydiesel, blended gasoline and propane that
we buy wholesale, primarily to agricultural producers and consumers. We believe this business line demonstrates
our ability to provide a range of fuel products that support the local communities in which we are located.

We own approximately 134 acres of land in seven locations in Northwest Iowa, near our Superior ethanol

plant, for our agribusiness operations with licensed grain storage capacity of approximately 16.9 million bushels,
3.6 million gallons of liquid fertilizer storage and 12,000 tons of dry fertilizer storage. We own approximately 38
acres of land in five locations in western Tennessee, in the general region of our Obion ethanol plant, for our
agribusiness operations with licensed grain storage capacity of approximately 11.7 million bushels. We also own
approximately 11 additional acres of land at our grain elevator in Essex, Iowa, near our Shenandoah ethanol
plant, with licensed grain storage capacity of approximately 2.8 million bushels.

Seasonality is present within our agribusiness operations. The spring planting and fall harvest periods have
the largest seasonal impact, directly impacting the quarterly operating results of our agribusiness segment. This
seasonality generally results in higher revenues and stronger financial results for this segment during the second
and fourth quarters while the financial results of the first and third quarters generally will reflect periods of lower
activity with low to negative margins.

Electricity. Our plants require between 0.5 and 1.0 kilowatt hours of electricity per gallon of production.

Local utilities supply necessary electricity to all of our ethanol plants at market-based rates.

Marketing and Distribution Segment

We have an in-house, fee-based marketing business which is responsible for sales of Company-produced
corn oil, along with marketing and distribution of all ethanol and distillers grains produced at our eight ethanol
plants. We also market and distribute ethanol for third-party ethanol producers. Assuming full production
capacity at each of our plants and those of our third-party ethanol producers, we would market and distribute
more than one billion gallons of ethanol. Our majority interest in Blendstar allows us to source, store, blend and
distribute biodiesel and ethanol, including our production and that of other producers, across multiple states.

Marketing

We market our ethanol and that of our third-party producers to many different customers on a local, regional

and national basis. In addition, during 2010 we began purchasing ethanol from other independent producers to
realize price arbitrages that may exist. These transactions are expected to increase in volume in 2011. Local
markets are the easiest to service because of their close proximity to the related production facility. To achieve
the best prices for the ethanol that we market, we sell into local, regional and national markets under sales
agreements with integrated energy companies, jobbers, retailers, traders and resellers. Under these agreements,
ethanol is priced under fixed and indexed pricing arrangements. Deliveries to the majority of the local markets,
within 150 miles of the plants, are generally transported by truck, and deliveries to more distant markets are
shipped by rail using major U.S. rail carriers.

The market for distillers grains generally consists of local markets for wet, modified wet and dried distillers
grains, and national markets for dried distillers grains. If all of our distillers grains were marketed in the form of
dried distillers grains, we expect that our ethanol plants would produce approximately 2.0 million tons of
distillers grains annually. In addition, the market can be segmented by geographic region and livestock industry.
The bulk of the current demand is for dried distillers grains delivered to geographic regions without significant
local corn or ethanol production. Our market strategy includes shipping a substantial amount of distillers grains
as dried distillers grains to regional and national markets by rail.

Most of our modified wet distillers grains are sold to midwestern feedlot markets. Our dried distillers grains
are generally shipped to feedlot and poultry markets, as well as to Texas and west coast rail markets. Some of our

7

8

distillers grains are shipped by truck to dairy, beef, and poultry operations in the eastern United States. Also, at
certain times of the year, we transport product to the Mississippi River to be loaded on barges destined for export
markets. We also ship by railcars into Eastern and Southeastern feed mill, poultry and dairy operations, as well as
to domestic trade companies. Access to these markets allows us to move product into markets that are offering
the highest net price.

Corn Oil

Recently, we began implementing corn oil extraction technology at our six legacy ethanol plants. We expect

the implementation of corn oil extraction at our plants will be completed by the end of the second quarter of
2011. As of December 31, 2010, we were operating corn oil extraction systems at our Lakota, Obion, Ord and
Riga plants. The corn oil systems are designed to extract non-edible corn oil from the thin stillage evaporation
process immediately prior to production of distillers grains. Corn oil is produced by processing syrup and
evaporated thin stillage, through a decanter style centrifuge or a disk stack style centrifuge. Corn oil has a lower
density than water or solids which make up the syrup. The centrifuges separate the relatively light oil from the
heavier components of the syrup, eliminating the need for significant retention time. De-oiled syrup is returned to
the process for blending into wet, modified, or dry distillers grains. The corn oil product is primarily marketed as
a livestock feed supplement or to the biodiesel market.

Industrial uses for corn oil include feedstock for biodiesel, livestock feed additives, rubber substitutes, rust
preventatives, inks, textiles, soaps and insecticides. Our corn oil is primarily sold to biodiesel manufactures and,
to a lesser extent, feed lot and poultry markets. We generally transport our corn oil by truck to locations in a
close proximity to our ethanol plants, primarily in the southeastern and midwestern regions of the U.S.

Transportation and Delivery

Four of our plants are designed with unit-train load out capabilities and all have access to railroad mainlines.

To meet the challenge of marketing ethanol and distillers grains to diverse market segments, five of our plants
have extensive rail siding capable of handling more than 150 railcars at their production facilities while the three
other plants have rail siding that can accommodate approximately 90 railcars at their respective locations. At
certain of our locations, we have large loop tracks which enable loading of unit trains of both ethanol and dried
distillers grains, as well as spurs connecting the site’s rail loop to the railroad mainline or spurs that allow
movement and storage of railcars on-site. These rail lines allow us to sell our products to various regional and
national markets. The rail providers for our ethanol plants can switch cars to most of the other major railroads,
allowing the plants to easily ship ethanol and distillers grains throughout the United States.

Ethanol Blending and Distribution

We hold a majority interest in Blendstar, a biofuels terminal operator that owns and operates biofuel holding

tanks and terminals, and provides terminaling, splash blending and logistics solutions to markets that currently do

not have efficient access to renewable fuels. Blendstar operates blending and terminaling facilities at one owned

and eight leased locations on approximately 19 acres in seven states with a combined total storage capacity of

approximately 700,000 gallons and throughput capacity of approximately 495 mmgy. These facilities are

summarized below:

Facility Location

Storage Capacity

Throughput Capacity

(mmgy)

Birmingham, Alabama

Little Rock, Arkansas

Louisville, Kentucky

Bossier City, Louisiana(1)

Collins, Mississippi

Oklahoma City, Oklahoma

Tulsa, Oklahoma

Knoxville, Tennessee

Nashville, Tennessee

(gallons)

120,000

30,000

60,000

-

-

120,000

150,000

60,000

160,000

96

36

30

60

84

84

24

21

60

(1) Five acre facility is owned by Blendstar.

Risk Management and Hedging Activities

The profitability of our operations and our industry are highly dependent on commodity prices, especially

prices for corn, ethanol, distillers grains and natural gas. Because the market prices among these commodities are

not always correlated at times ethanol production may be unprofitable. We believe that ineffective commodity

price risk management was a primary reason for the distressed conditions the ethanol industry faced in late 2008

and through the first 6 months of 2009 as ethanol producers had entered into fixed-price corn contracts, or built

large inventory positions, in order to ensure corn supply. When corn and ethanol prices declined, these producers

were unable to profitably produce ethanol given their higher feedstock costs. We believe the ethanol industry as a

whole has and continues to demonstrate more discipline on utilizing risk management tools to avoid the issues

experienced in late 2008 and early 2009.

We enter into forward contracts to supply a portion of our respective ethanol and distillers grains production

or to purchase a portion of our respective corn or natural gas requirements in an attempt to partially offset the

effects of volatility of ethanol, distillers grains, corn and natural gas prices. To a much lesser extent, we also

engage in other hedging transactions involving exchange-traded futures contracts for corn, natural gas and

ethanol from time to time. The financial statement impact of these activities is dependent upon, among other

things, the prices involved and our ability to physically receive or deliver the commodities involved. Hedging

arrangements also expose us to the risk of financial loss in situations where the counterparty to the hedging

contract defaults on its contract or, in the case of exchange-traded contracts, where there is a change in the

expected differential between the price of the commodity underlying the hedging agreement and the actual prices

paid or received by us for the physical commodity bought or sold. Hedging activities can themselves result in

losses when a position is purchased in a declining market or a position is sold in a rising market. A hedge

position is often settled in the same time frame as the physical commodity is either purchased (corn and natural

gas) or sold (ethanol, distillers grains and corn oil). Hedging losses may be offset by a decreased cash price for

corn and natural gas and an increased cash price for ethanol, distillers grains and corn oil. We also vary the

amount of hedging or other risk mitigation strategies we undertake, and we may choose not to engage in hedging

9

10

distillers grains are shipped by truck to dairy, beef, and poultry operations in the eastern United States. Also, at

certain times of the year, we transport product to the Mississippi River to be loaded on barges destined for export

markets. We also ship by railcars into Eastern and Southeastern feed mill, poultry and dairy operations, as well as

to domestic trade companies. Access to these markets allows us to move product into markets that are offering

the highest net price.

Corn Oil

Recently, we began implementing corn oil extraction technology at our six legacy ethanol plants. We expect

the implementation of corn oil extraction at our plants will be completed by the end of the second quarter of

2011. As of December 31, 2010, we were operating corn oil extraction systems at our Lakota, Obion, Ord and

Riga plants. The corn oil systems are designed to extract non-edible corn oil from the thin stillage evaporation

process immediately prior to production of distillers grains. Corn oil is produced by processing syrup and

evaporated thin stillage, through a decanter style centrifuge or a disk stack style centrifuge. Corn oil has a lower

density than water or solids which make up the syrup. The centrifuges separate the relatively light oil from the

heavier components of the syrup, eliminating the need for significant retention time. De-oiled syrup is returned to

the process for blending into wet, modified, or dry distillers grains. The corn oil product is primarily marketed as

a livestock feed supplement or to the biodiesel market.

Industrial uses for corn oil include feedstock for biodiesel, livestock feed additives, rubber substitutes, rust

preventatives, inks, textiles, soaps and insecticides. Our corn oil is primarily sold to biodiesel manufactures and,

to a lesser extent, feed lot and poultry markets. We generally transport our corn oil by truck to locations in a

close proximity to our ethanol plants, primarily in the southeastern and midwestern regions of the U.S.

Transportation and Delivery

Four of our plants are designed with unit-train load out capabilities and all have access to railroad mainlines.

To meet the challenge of marketing ethanol and distillers grains to diverse market segments, five of our plants

have extensive rail siding capable of handling more than 150 railcars at their production facilities while the three

other plants have rail siding that can accommodate approximately 90 railcars at their respective locations. At

certain of our locations, we have large loop tracks which enable loading of unit trains of both ethanol and dried

distillers grains, as well as spurs connecting the site’s rail loop to the railroad mainline or spurs that allow

movement and storage of railcars on-site. These rail lines allow us to sell our products to various regional and

national markets. The rail providers for our ethanol plants can switch cars to most of the other major railroads,

allowing the plants to easily ship ethanol and distillers grains throughout the United States.

Ethanol Blending and Distribution

We hold a majority interest in Blendstar, a biofuels terminal operator that owns and operates biofuel holding
tanks and terminals, and provides terminaling, splash blending and logistics solutions to markets that currently do
not have efficient access to renewable fuels. Blendstar operates blending and terminaling facilities at one owned
and eight leased locations on approximately 19 acres in seven states with a combined total storage capacity of
approximately 700,000 gallons and throughput capacity of approximately 495 mmgy. These facilities are
summarized below:

Facility Location

Storage Capacity
(gallons)

Throughput Capacity
(mmgy)

Birmingham, Alabama

Little Rock, Arkansas

Louisville, Kentucky

Bossier City, Louisiana(1)

Collins, Mississippi
Oklahoma City, Oklahoma

Tulsa, Oklahoma

Knoxville, Tennessee

Nashville, Tennessee

120,000

30,000

60,000

-

120,000
150,000

-

60,000

160,000

96

36

30

60

84
84

24

21

60

(1) Five acre facility is owned by Blendstar.

Risk Management and Hedging Activities

The profitability of our operations and our industry are highly dependent on commodity prices, especially
prices for corn, ethanol, distillers grains and natural gas. Because the market prices among these commodities are
not always correlated at times ethanol production may be unprofitable. We believe that ineffective commodity
price risk management was a primary reason for the distressed conditions the ethanol industry faced in late 2008
and through the first 6 months of 2009 as ethanol producers had entered into fixed-price corn contracts, or built
large inventory positions, in order to ensure corn supply. When corn and ethanol prices declined, these producers
were unable to profitably produce ethanol given their higher feedstock costs. We believe the ethanol industry as a
whole has and continues to demonstrate more discipline on utilizing risk management tools to avoid the issues
experienced in late 2008 and early 2009.

We enter into forward contracts to supply a portion of our respective ethanol and distillers grains production

or to purchase a portion of our respective corn or natural gas requirements in an attempt to partially offset the
effects of volatility of ethanol, distillers grains, corn and natural gas prices. To a much lesser extent, we also
engage in other hedging transactions involving exchange-traded futures contracts for corn, natural gas and
ethanol from time to time. The financial statement impact of these activities is dependent upon, among other
things, the prices involved and our ability to physically receive or deliver the commodities involved. Hedging
arrangements also expose us to the risk of financial loss in situations where the counterparty to the hedging
contract defaults on its contract or, in the case of exchange-traded contracts, where there is a change in the
expected differential between the price of the commodity underlying the hedging agreement and the actual prices
paid or received by us for the physical commodity bought or sold. Hedging activities can themselves result in
losses when a position is purchased in a declining market or a position is sold in a rising market. A hedge
position is often settled in the same time frame as the physical commodity is either purchased (corn and natural
gas) or sold (ethanol, distillers grains and corn oil). Hedging losses may be offset by a decreased cash price for
corn and natural gas and an increased cash price for ethanol, distillers grains and corn oil. We also vary the
amount of hedging or other risk mitigation strategies we undertake, and we may choose not to engage in hedging

9

10

transactions at all. By using a variety of risk management tools and hedging strategies, including our internally-
developed real-time operating margin management system, we believe our approach to risk management allows
us to monitor real-time operating price risk exposure at each of our plants and to respond quickly to lock in
acceptable margins. In addition, our multiple business lines and revenue streams help diversify our operations
and profitability.

Merger and Acquisition Activity

In October 2008, we completed a merger with VBV, LLC that resulted in our ownership of the Bluffton and

Obion plants. Simultaneously with the closing of the merger, NTR plc, a leading international developer and
operator in renewable energy and sustainable waste management and the majority equity holder of VBV prior to
the merger, through its wholly-owned subsidiaries, invested $60 million in us by purchasing newly-issued shares
of our common stock.

In January 2009, we acquired a majority interest in biofuel terminal operator Blendstar, LLC for $8.9
million. The acquisition of Blendstar was a strategic investment within the ethanol value chain whose operations
are included in our marketing and distribution segment.

In July 2009, we acquired the membership interests in two limited liability companies that owned ethanol
plants in Central City and Ord, Nebraska for approximately $121 million. These plants, which are a part of our
ethanol production segment, were acquired to add to our overall ethanol and distillers grains production. The
Central City and Ord plants added expected operating capacity totaling 150 mmgy. Following implementation of
process improvements, they are now operating at approximately 155 mmgy.

In April 2010, we acquired agribusiness operations in western Tennessee which include five grain elevators
with federally licensed grain storage capacity of 11.7 million bushels for $25.7 million. The five grain elevators
and other assets acquired are included in our agribusiness segment.

In October 2010, we acquired Global Ethanol, LLC, which owned two operating ethanol plants with a
combined production capacity of approximately 157 mmgy for approximately $174.2 million. These plants,
which currently are operating at approximately 160 mmgy and are part of our ethanol production segment, were
acquired to add to our overall ethanol, distillers grains and corn oil production.

In February 2011, we announced that our bid to purchase certain assets of Otter Tail Ag Enterprises, LLC

was accepted by the bankruptcy court overseeing the auction process. The 55 mmgy dry-mill ethanol plant being
acquired is located near Fergus Falls, Minnesota. The asset purchase is expected to close in March 2011. We will
finance the $55 million acquisition with cash and financing from a group of nine lenders, led by AgStar Financial
Services. The expected impact of this transaction on our production capacity and operations has not been
included throughout this report as the transaction had not closed as of the date of this filing.

Algae Joint Venture

In November 2008, we formed a joint venture to commercialize algae production as part of our commitment

to next-generation biofuels. BioProcess Algae LLC is a joint venture between us, Clarcor Inc., BioProcessH2O
LLC and NTR. Using advanced photobioreactor technology developed from base technology licensed from
BioProcessH2O, BioProcess Algae currently is producing algae at a pilot plant located at our Shenandoah
ethanol plant, sustained by the plant’s recycled heat, water and carbon dioxide. We believe algae production fits
well into our business model since we already engage in the business of marketing biofuel and feed products. The
algae produced have the potential to be used for advanced bio-fuel production, high quality animal feed, or as
biomass for energy production, but our current primary focus is on efficiently capturing carbon dioxide to grow
and harvest algae.

Construction of Phase II, which began during the third quarter of 2010, was completed and the Grower

Harvester bioreactors were successfully started up in January 2011. Phase II allows for verification of growth

rates, energy balances and operating expenses, which are considered to be some of the key steps to

commercialization. The Iowa Power Fund awarded BioProcess Algae an additional grant to continue the research

and development of the Grower Harvester technology, and the remaining cost of the Phase II project was shared

by the joint venture partners. As part of the Phase II funding, we increased our ownership in BioProcess Algae to

35%.

Our Competition

Domestic Ethanol Competitors

We compete with numerous other ethanol producers located throughout the United States, several of which

have much greater resources, in the sales of ethanol and distillers grains. In 2010, the three largest ethanol

producers in North America were Archer-Daniels-Midland Company, POET, LLC and Valero Energy

Corporation. We believe that our principal competitors’ expected managed production capacity and ethanol

marketed ranges between approximately 200 mmgy and approximately 1,800 mmgy. Based on production

capacity as reported by Ethanol Producer Magazine, we believe we are the fourth largest ethanol producer in

North America. According to Ethanol Producer Magazine, as of December 31, 2010, there were 214 ethanol-

producing plants within the United States, capable of producing 14.1 billion gallons of ethanol annually, as well

as several new plants that were under construction or expanding their capacity. The industry typically does not

operate at 100% of capacity with historical rates of annual production to available plant capacity averaging in the

high 80 percent to the low 90 percent range. We believe that by the end of 2011, annual U.S. ethanol production

capacity could reach 14.5 billion gallons.

Competition for corn supply from other ethanol plants and other corn consumers exists in all areas and

regions in which our plants operate. According to Ethanol Producer Magazine, as of December 31, 2010, there

were 42 operational ethanol plants in Iowa. The plants are concentrated, for the most part, in the northern and

central regions of the state where a majority of the corn is produced. As of December 31, 2010, the state of

Nebraska had 25 operating ethanol plants and one under construction. The state of Indiana had 13 operating

ethanol plants with one under construction. The state of Tennessee had only two operational ethanol production

facilities. The state of Michigan had 5 operational ethanol plants.

Foreign Ethanol Competitors

We also face competition from foreign producers of ethanol and such competition may increase

significantly in the future. Large international companies with much greater resources than ours have developed,

or are developing, increased foreign ethanol production capacities. Brazil is the world’s second largest ethanol

producer. Brazil makes ethanol primarily from sugarcane. Several large companies produce ethanol in Brazil. For

example, in August 2010, Royal Dutch Shell formed a joint venture with Cosan, which produces approximately

450 mmgy of sugar-based ethanol per year.

Ethanol produced in foreign countries, from sugarcane or other feed stocks imported into the United States,

is subject to an import tariff of $0.54 per gallon. Production imported from the Caribbean region is eligible for

tariff reduction or elimination under a program known as the Caribbean Basin Initiative. Large multinational

companies have expressed interest in building dehydration plants in participating Caribbean Basin countries,

such as El Salvador, which would convert ethanol into fuel-grade ethanol for shipment to the United States.

Depending on feed stock prices, ethanol imported from Caribbean Basin countries may be less expensive than

domestically-produced ethanol though transportation and infrastructure constraints may temper the market

impact on the United States.

11

12

transactions at all. By using a variety of risk management tools and hedging strategies, including our internally-

developed real-time operating margin management system, we believe our approach to risk management allows

us to monitor real-time operating price risk exposure at each of our plants and to respond quickly to lock in

acceptable margins. In addition, our multiple business lines and revenue streams help diversify our operations

and profitability.

Merger and Acquisition Activity

In October 2008, we completed a merger with VBV, LLC that resulted in our ownership of the Bluffton and

Obion plants. Simultaneously with the closing of the merger, NTR plc, a leading international developer and

operator in renewable energy and sustainable waste management and the majority equity holder of VBV prior to

the merger, through its wholly-owned subsidiaries, invested $60 million in us by purchasing newly-issued shares

of our common stock.

In January 2009, we acquired a majority interest in biofuel terminal operator Blendstar, LLC for $8.9

million. The acquisition of Blendstar was a strategic investment within the ethanol value chain whose operations

are included in our marketing and distribution segment.

In July 2009, we acquired the membership interests in two limited liability companies that owned ethanol

plants in Central City and Ord, Nebraska for approximately $121 million. These plants, which are a part of our

ethanol production segment, were acquired to add to our overall ethanol and distillers grains production. The

Central City and Ord plants added expected operating capacity totaling 150 mmgy. Following implementation of

process improvements, they are now operating at approximately 155 mmgy.

In April 2010, we acquired agribusiness operations in western Tennessee which include five grain elevators

with federally licensed grain storage capacity of 11.7 million bushels for $25.7 million. The five grain elevators

and other assets acquired are included in our agribusiness segment.

In October 2010, we acquired Global Ethanol, LLC, which owned two operating ethanol plants with a

combined production capacity of approximately 157 mmgy for approximately $174.2 million. These plants,

which currently are operating at approximately 160 mmgy and are part of our ethanol production segment, were

acquired to add to our overall ethanol, distillers grains and corn oil production.

In February 2011, we announced that our bid to purchase certain assets of Otter Tail Ag Enterprises, LLC

was accepted by the bankruptcy court overseeing the auction process. The 55 mmgy dry-mill ethanol plant being

acquired is located near Fergus Falls, Minnesota. The asset purchase is expected to close in March 2011. We will

finance the $55 million acquisition with cash and financing from a group of nine lenders, led by AgStar Financial

Services. The expected impact of this transaction on our production capacity and operations has not been

included throughout this report as the transaction had not closed as of the date of this filing.

Algae Joint Venture

In November 2008, we formed a joint venture to commercialize algae production as part of our commitment

to next-generation biofuels. BioProcess Algae LLC is a joint venture between us, Clarcor Inc., BioProcessH2O

LLC and NTR. Using advanced photobioreactor technology developed from base technology licensed from

BioProcessH2O, BioProcess Algae currently is producing algae at a pilot plant located at our Shenandoah

ethanol plant, sustained by the plant’s recycled heat, water and carbon dioxide. We believe algae production fits

well into our business model since we already engage in the business of marketing biofuel and feed products. The

algae produced have the potential to be used for advanced bio-fuel production, high quality animal feed, or as

biomass for energy production, but our current primary focus is on efficiently capturing carbon dioxide to grow

and harvest algae.

Construction of Phase II, which began during the third quarter of 2010, was completed and the Grower

Harvester bioreactors were successfully started up in January 2011. Phase II allows for verification of growth
rates, energy balances and operating expenses, which are considered to be some of the key steps to
commercialization. The Iowa Power Fund awarded BioProcess Algae an additional grant to continue the research
and development of the Grower Harvester technology, and the remaining cost of the Phase II project was shared
by the joint venture partners. As part of the Phase II funding, we increased our ownership in BioProcess Algae to
35%.

Our Competition

Domestic Ethanol Competitors

We compete with numerous other ethanol producers located throughout the United States, several of which

have much greater resources, in the sales of ethanol and distillers grains. In 2010, the three largest ethanol
producers in North America were Archer-Daniels-Midland Company, POET, LLC and Valero Energy
Corporation. We believe that our principal competitors’ expected managed production capacity and ethanol
marketed ranges between approximately 200 mmgy and approximately 1,800 mmgy. Based on production
capacity as reported by Ethanol Producer Magazine, we believe we are the fourth largest ethanol producer in
North America. According to Ethanol Producer Magazine, as of December 31, 2010, there were 214 ethanol-
producing plants within the United States, capable of producing 14.1 billion gallons of ethanol annually, as well
as several new plants that were under construction or expanding their capacity. The industry typically does not
operate at 100% of capacity with historical rates of annual production to available plant capacity averaging in the
high 80 percent to the low 90 percent range. We believe that by the end of 2011, annual U.S. ethanol production
capacity could reach 14.5 billion gallons.

Competition for corn supply from other ethanol plants and other corn consumers exists in all areas and
regions in which our plants operate. According to Ethanol Producer Magazine, as of December 31, 2010, there
were 42 operational ethanol plants in Iowa. The plants are concentrated, for the most part, in the northern and
central regions of the state where a majority of the corn is produced. As of December 31, 2010, the state of
Nebraska had 25 operating ethanol plants and one under construction. The state of Indiana had 13 operating
ethanol plants with one under construction. The state of Tennessee had only two operational ethanol production
facilities. The state of Michigan had 5 operational ethanol plants.

Foreign Ethanol Competitors

We also face competition from foreign producers of ethanol and such competition may increase

significantly in the future. Large international companies with much greater resources than ours have developed,
or are developing, increased foreign ethanol production capacities. Brazil is the world’s second largest ethanol
producer. Brazil makes ethanol primarily from sugarcane. Several large companies produce ethanol in Brazil. For
example, in August 2010, Royal Dutch Shell formed a joint venture with Cosan, which produces approximately
450 mmgy of sugar-based ethanol per year.

Ethanol produced in foreign countries, from sugarcane or other feed stocks imported into the United States,

is subject to an import tariff of $0.54 per gallon. Production imported from the Caribbean region is eligible for
tariff reduction or elimination under a program known as the Caribbean Basin Initiative. Large multinational
companies have expressed interest in building dehydration plants in participating Caribbean Basin countries,
such as El Salvador, which would convert ethanol into fuel-grade ethanol for shipment to the United States.
Depending on feed stock prices, ethanol imported from Caribbean Basin countries may be less expensive than
domestically-produced ethanol though transportation and infrastructure constraints may temper the market
impact on the United States.

11

12

Other Competition

Alternative fuels, gasoline oxygenates and ethanol production methods are continually under development
by ethanol and oil companies. Ethanol production technologies continue to evolve, and changes are expected to
occur primarily in the area of ethanol made from cellulose obtained from other sources of biomass such as
switchgrass or fast growing poplar trees. Because our plants are designed as single-feedstock facilities, we have
limited ability to adapt the plants to a different feedstock or process system without additional capital investment
and retooling.

Regulatory Matters

Government Ethanol Programs, Policies and Subsidies

In an effort to reduce this country’s dependence on foreign oil, federal and state governments have enacted

numerous policies, incentives and subsidies to encourage the usage of domestically-produced alternative fuel
solutions. The U.S. ethanol industry has benefited significantly as a direct result of these policies. While
historically the ethanol industry has been dependent on economic incentives, the need for such incentives may
diminish as the acceptance of ethanol as a primary fuel and as a fuel extender continues to increase.

Passed in 2007 as part of the Energy Independence and Security Act, a federal Renewable Fuels Standard,

or RFS, has been and will continue to be a driving factor in the growth of ethanol usage. As mandated by the
RFS, 12.6 billion gallons of conventional biofuels, which corn-based ethanol falls under, must be blended into
the U.S. fuel supply in 2011. This requirement progressively increases up to 15.0 billion gallons by 2015.

To further drive growth in the increased adoption of ethanol, Growth Energy, an ethanol industry trade
association, and a number of ethanol producers requested a waiver from the EPA to increase the amount of
ethanol blended into gasoline from the current 10% level, or E10, to a 15% level, or E15. In October 2010, the
EPA approved E15 for use in model year 2007 and newer model passenger vehicles, including cars, SUVs and
light pickup trucks. In January 2011, the EPA ruled that E15 was also approved for use in model year 2001
through 2006 passenger vehicles. The Department of Energy is funding research by two Kettering University
mechanical engineering professors on how cars from the 1990s react to E15. The Kettering study is among
several that may help the EPA determine whether E15 is safe in older cars. We believe this increased blend rate
will have a positive impact on demand for ethanol.

Another major benefit to the industry is the Volumetric Ethanol Excise Tax Credit, or VEETC (often
commonly referred to as the “blender’s credit”) created by the American Jobs Creation Act of 2004. This credit
allows gasoline distributors who blend ethanol with gasoline to receive a federal excise tax credit of $0.45 per
gallon of pure ethanol used, or $0.045 per gallon for E10 and $0.3825 per gallon for E85. Currently, the
blender’s credit is set to expire in December 31, 2011. There can be no assurances that the blenders’ credit will
be extended at the end of 2011.

In July 2010, Growth Energy called for the redirection and eventual phasing out of government support for
ethanol in return for a level playing field in fuel distribution. The “Fueling Freedom” plan calls for the phasing
out of the blenders credit and import tariff over time, by redirecting a portion of those funds to build out the
infrastructure for the distribution and use of ethanol, and shifting the remaining portion away from oil companies.
The primary elements of the plan include:

•

VEETC credits currently going to the oil industry as an incentive for blending ethanol into gasoline
would be redirected to provide incentive for the build-out of distribution infrastructure for ethanol,
possibly in the form of tax credits for retailers to install 200,000 blender pumps and federal backing of
ethanol pipelines. This would provide Americans the access to choose ethanol in an open and free
market, and would allow for the elimination of the tax supports over time.

•

Requiring that all automobiles sold in the United States be flex-fuel vehicles. Assuming that consumers

purchase an average of 14 to 15 million vehicles annually, it would take an estimated nine years to

replace the 120 million vehicles in the United States. This would require no additional cost to taxpayers

and a minimal cost of approximately $120 per vehicle to vehicle manufacturers.

Changes in corporate average fuel economy, or CAFE, standards have also benefited the ethanol industry by

encouraging use of E85 fuel products. CAFE provides an effective 54% efficiency bonus to flexible-fuel vehicles

running on E85. Though E85 is not in widespread use today, auto manufacturers may find it attractive to build

more flexible-fuel trucks and sport utility vehicles that are otherwise unlikely to meet CAFE standards.

In addition to these federal standards, many states have taken other steps to encourage ethanol consumption

including tax credits, mandated blend rates and subsidies.

Environmental and Other Regulation

Our ethanol production and agribusiness activities are subject to environmental and other regulations. We

obtain environmental permits to construct and operate our ethanol plants.

Ethanol production involves the emission of various airborne pollutants, including particulate, carbon

dioxide, oxides of nitrogen, hazardous air pollutants and volatile organic compounds. In 2007, the U.S. Supreme

Court classified carbon dioxide as an air pollutant under the Clean Air Act in a case seeking to require the EPA to

regulate carbon dioxide in vehicle emissions. In February 2010, the EPA released its final regulations on the

Renewable Fuels Standard, or RFS 2. We believe these final regulations grandfather our plants at their current

operating capacity, though expansion of our plants will need to meet a threshold of a 20% reduction in

greenhouse gas, or GHG emissions from a 2005 baseline measurement to produce ethanol eligible for the RFS 2

mandate. In order to expand capacity at our plants, we may be required to obtain additional permits, install

advanced technology, or reduce drying of certain amounts of distillers grains.

Separately, the California Air Resources Board has adopted a Low Carbon Fuel Standard requiring a 10%

reduction in GHG emissions from transportation fuels by 2020. An Indirect Land Use Change component is

included in this lifecycle GHG emissions calculation, though this standard is being challenged by numerous

lawsuits.

Part of our business is regulated by environmental laws and regulations governing the labeling, use, storage,

discharge and disposal of hazardous materials. Our agribusiness operations are subject to government regulation

and regulation by certain private sector associations. Production levels, markets and prices of the grains we

merchandise are affected by federal government programs, which include acreage control and price support

programs of the U.S. Department of Agriculture, or USDA. In addition, grain that we sell must conform to

official grade standards imposed by the USDA. Other examples of government policies that can have an impact

on our business include tariffs, duties, subsidies, import and export restrictions and outright embargos.

We also employ maintenance and operations personnel at each of our ethanol plants. In addition to the

attention that we place on the health and safety of our employees, the operations at our facilities are governed by

the regulations of the Occupational Safety and Health Administration, or OSHA.

Employees

As of December 31, 2010, we had 605 full-time, part-time and temporary or seasonal employees. At that

date, we employed 72 people, including 35 employees of Green Plains Trade, at our corporate office in Omaha,

111 employees at our Iowa agribusiness operations, 43 employees at our Tennessee agribusiness operations, 10

employees at Blendstar and the remainder at our eight ethanol plants.

13

14

Alternative fuels, gasoline oxygenates and ethanol production methods are continually under development

by ethanol and oil companies. Ethanol production technologies continue to evolve, and changes are expected to

occur primarily in the area of ethanol made from cellulose obtained from other sources of biomass such as

switchgrass or fast growing poplar trees. Because our plants are designed as single-feedstock facilities, we have

limited ability to adapt the plants to a different feedstock or process system without additional capital investment

Other Competition

and retooling.

Regulatory Matters

Government Ethanol Programs, Policies and Subsidies

In an effort to reduce this country’s dependence on foreign oil, federal and state governments have enacted

numerous policies, incentives and subsidies to encourage the usage of domestically-produced alternative fuel

solutions. The U.S. ethanol industry has benefited significantly as a direct result of these policies. While

historically the ethanol industry has been dependent on economic incentives, the need for such incentives may

diminish as the acceptance of ethanol as a primary fuel and as a fuel extender continues to increase.

Passed in 2007 as part of the Energy Independence and Security Act, a federal Renewable Fuels Standard,

or RFS, has been and will continue to be a driving factor in the growth of ethanol usage. As mandated by the

RFS, 12.6 billion gallons of conventional biofuels, which corn-based ethanol falls under, must be blended into

the U.S. fuel supply in 2011. This requirement progressively increases up to 15.0 billion gallons by 2015.

To further drive growth in the increased adoption of ethanol, Growth Energy, an ethanol industry trade

association, and a number of ethanol producers requested a waiver from the EPA to increase the amount of

ethanol blended into gasoline from the current 10% level, or E10, to a 15% level, or E15. In October 2010, the

EPA approved E15 for use in model year 2007 and newer model passenger vehicles, including cars, SUVs and

light pickup trucks. In January 2011, the EPA ruled that E15 was also approved for use in model year 2001

through 2006 passenger vehicles. The Department of Energy is funding research by two Kettering University

mechanical engineering professors on how cars from the 1990s react to E15. The Kettering study is among

several that may help the EPA determine whether E15 is safe in older cars. We believe this increased blend rate

will have a positive impact on demand for ethanol.

Another major benefit to the industry is the Volumetric Ethanol Excise Tax Credit, or VEETC (often

commonly referred to as the “blender’s credit”) created by the American Jobs Creation Act of 2004. This credit

allows gasoline distributors who blend ethanol with gasoline to receive a federal excise tax credit of $0.45 per

gallon of pure ethanol used, or $0.045 per gallon for E10 and $0.3825 per gallon for E85. Currently, the

blender’s credit is set to expire in December 31, 2011. There can be no assurances that the blenders’ credit will

be extended at the end of 2011.

In July 2010, Growth Energy called for the redirection and eventual phasing out of government support for

ethanol in return for a level playing field in fuel distribution. The “Fueling Freedom” plan calls for the phasing

out of the blenders credit and import tariff over time, by redirecting a portion of those funds to build out the

infrastructure for the distribution and use of ethanol, and shifting the remaining portion away from oil companies.

The primary elements of the plan include:

•

VEETC credits currently going to the oil industry as an incentive for blending ethanol into gasoline

would be redirected to provide incentive for the build-out of distribution infrastructure for ethanol,

possibly in the form of tax credits for retailers to install 200,000 blender pumps and federal backing of

ethanol pipelines. This would provide Americans the access to choose ethanol in an open and free

market, and would allow for the elimination of the tax supports over time.

•

Requiring that all automobiles sold in the United States be flex-fuel vehicles. Assuming that consumers
purchase an average of 14 to 15 million vehicles annually, it would take an estimated nine years to
replace the 120 million vehicles in the United States. This would require no additional cost to taxpayers
and a minimal cost of approximately $120 per vehicle to vehicle manufacturers.

Changes in corporate average fuel economy, or CAFE, standards have also benefited the ethanol industry by
encouraging use of E85 fuel products. CAFE provides an effective 54% efficiency bonus to flexible-fuel vehicles
running on E85. Though E85 is not in widespread use today, auto manufacturers may find it attractive to build
more flexible-fuel trucks and sport utility vehicles that are otherwise unlikely to meet CAFE standards.

In addition to these federal standards, many states have taken other steps to encourage ethanol consumption

including tax credits, mandated blend rates and subsidies.

Environmental and Other Regulation

Our ethanol production and agribusiness activities are subject to environmental and other regulations. We

obtain environmental permits to construct and operate our ethanol plants.

Ethanol production involves the emission of various airborne pollutants, including particulate, carbon
dioxide, oxides of nitrogen, hazardous air pollutants and volatile organic compounds. In 2007, the U.S. Supreme
Court classified carbon dioxide as an air pollutant under the Clean Air Act in a case seeking to require the EPA to
regulate carbon dioxide in vehicle emissions. In February 2010, the EPA released its final regulations on the
Renewable Fuels Standard, or RFS 2. We believe these final regulations grandfather our plants at their current
operating capacity, though expansion of our plants will need to meet a threshold of a 20% reduction in
greenhouse gas, or GHG emissions from a 2005 baseline measurement to produce ethanol eligible for the RFS 2
mandate. In order to expand capacity at our plants, we may be required to obtain additional permits, install
advanced technology, or reduce drying of certain amounts of distillers grains.

Separately, the California Air Resources Board has adopted a Low Carbon Fuel Standard requiring a 10%

reduction in GHG emissions from transportation fuels by 2020. An Indirect Land Use Change component is
included in this lifecycle GHG emissions calculation, though this standard is being challenged by numerous
lawsuits.

Part of our business is regulated by environmental laws and regulations governing the labeling, use, storage,
discharge and disposal of hazardous materials. Our agribusiness operations are subject to government regulation
and regulation by certain private sector associations. Production levels, markets and prices of the grains we
merchandise are affected by federal government programs, which include acreage control and price support
programs of the U.S. Department of Agriculture, or USDA. In addition, grain that we sell must conform to
official grade standards imposed by the USDA. Other examples of government policies that can have an impact
on our business include tariffs, duties, subsidies, import and export restrictions and outright embargos.

We also employ maintenance and operations personnel at each of our ethanol plants. In addition to the
attention that we place on the health and safety of our employees, the operations at our facilities are governed by
the regulations of the Occupational Safety and Health Administration, or OSHA.

Employees

As of December 31, 2010, we had 605 full-time, part-time and temporary or seasonal employees. At that

date, we employed 72 people, including 35 employees of Green Plains Trade, at our corporate office in Omaha,
111 employees at our Iowa agribusiness operations, 43 employees at our Tennessee agribusiness operations, 10
employees at Blendstar and the remainder at our eight ethanol plants.

13

14

Available Information

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and

amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act
of 1934 (the “Exchange Act) are available free of charge on our website at www.gpreinc.com as soon as
reasonably practicable after we file or furnish such information electronically with the SEC. Also available on
our website in our corporate governance section are the charters of our audit, compensation, and nominating
committees, and a copy of our code of conduct and ethics that applies to our directors, officers and other
employees, including our Chief Executive Officer and all senior financial officers. The information found on our
website is not part of this or any other report we file with or furnish to the SEC.

The public may read and copy any materials we file with the SEC at the SEC’s Public Reference Room at

100 F Street, NE, Washington, DC 20549. The public may obtain information on the operation of the Public
Reference Room by calling the SEC at 1-800-SEC-0330. The SEC also maintains an Internet site that contains
reports, proxy and information statements, and other information regarding issuers that file electronically with
the SEC at http://www.sec.gov.

ITEM 1A. RISK FACTORS.

We operate in an evolving industry that presents numerous risks. Many of these risks are beyond our control

and are driven by factors that often cannot be predicted. Investors should carefully consider the risk factors set
forth below, as well as the other information appearing in this report, before making any investment in our
securities. If any of the risks described below or in the documents incorporated by reference in this report
actually occur, our financial results, financial condition or stock price could be materially adversely affected.
These risk factors should be considered in conjunction with the other information included in this report.

Risks relating to our business and industry

Our results of operations and ability to operate at a profit is largely dependent on managing the spread among
the prices of corn, natural gas, ethanol and distillers grains, the prices of which are subject to significant
volatility and uncertainty.

The results of our ethanol production business are highly impacted by commodity prices, including the
spread between the cost of corn and natural gas that we must purchase, and the price of ethanol and distillers
grains that we sell. Prices and supplies are subject to and determined by market forces over which we have no
control, such as weather, domestic and global demand, shortages, export prices, and various governmental
policies in the United States and around the world. As a result of price volatility for these commodities, our
operating results may fluctuate substantially. Increases in corn or natural gas prices or decreases in ethanol or
distillers grains prices may make it unprofitable to operate our plants. No assurance can be given that we will be
able to purchase corn and natural gas at, or near, current prices and that we will be able to sell ethanol or distillers
grains at, or near, current prices. Consequently, our results of operations and financial position may be adversely
affected by increases in the price of corn or natural gas or decreases in the price of ethanol or distillers grains.

In early 2006, the spread between ethanol and corn prices was at historically high levels, driven in large part

by oil companies removing a competitive product, methyl tertiary butyl ether, or MTBE, from the fuel stream
and replacing it with ethanol in a relatively short time period. However, since that time, this spread has fluctuated
widely and narrowed significantly. Fluctuations are likely to continue to occur. A sustained narrow spread or any
further reduction in the spread between ethanol and corn prices, whether as a result of sustained high or increased
corn prices or sustained low or decreased ethanol prices, would adversely affect our results of operations and
financial position. Further, combined revenues from sales of ethanol and distillers grains could decline below our
marginal cost of production, which could cause us to suspend production at some or all of our plants.

Our risk management strategies, including hedging transactions, may be ineffective and may expose us to

decreased liquidity.

In an attempt to partially offset the effects of volatility of ethanol, distillers grains, corn oil, corn and natural

gas prices, we enter into forward contracts to sell a portion of our respective ethanol, distillers grains and corn oil

production or to purchase a portion of our respective corn or natural gas requirements. To a much lesser extent,

we also engage in other hedging transactions involving exchange-traded futures contracts for corn, natural gas,

ethanol and unleaded gasoline from time to time. The financial statement impact of these activities is dependent

upon, among other things, the prices involved and our ability to physically receive or deliver the commodities

involved. Hedging arrangements also expose us to the risk of financial loss in situations where the counterparty

to the hedging contract defaults on its contract or, in the case of exchange-traded contracts, where there is a

change in the expected differential between the price of the commodity underlying the hedging agreement and

the actual prices paid or received by us for the physical commodity bought or sold. Hedging activities can

themselves result in losses when a position is purchased in a declining market or a position is sold in a rising

market. A hedge position is often settled in the same time frame as the physical commodity is either purchased

(corn and natural gas) or sold (ethanol, distillers grains and corn oil). Hedging losses may be offset by a

decreased cash price for corn and natural gas and an increased cash price for ethanol, distillers grains and corn

oil. We also vary the amount of hedging or other risk mitigation strategies we undertake, and we may choose not

to engage in hedging transactions at all. We cannot assure you that our risk management and hedging activities

will be effective in offsetting the effects of volatility. If we fail to offset such volatility, our results of operations

and financial position may be adversely affected.

We also attempt to reduce the market risk associated with fluctuations in commodity prices through the use

of derivative financial instruments. Sudden changes in commodity prices may require cash deposits with brokers,

or margin calls. Depending on our open derivative positions, we may require additional liquidity with little

advance notice to meet margin calls. As part of our risk management strategy, we have routinely had to, and in

the future will likely be required to, cover margin calls. While we continuously monitor our exposure to margin

calls, we cannot guarantee you that we will be able to maintain adequate liquidity to cover margin calls in the

future.

Price volatility of each commodity that we buy and sell could each adversely affect our results of operations and

our ability to operate at a profit.

Corn. Because ethanol competes with non-corn derived fuels, we generally are unable to pass along

increased corn costs to our customers. At certain levels, corn prices may make ethanol uneconomical to produce.

There is significant price pressure on local corn markets caused by nearby ethanol plants, livestock industries and

other corn consuming enterprises. Additionally, local corn supplies and prices could be adversely affected by

rising prices for alternative crops, increasing input costs, changes in government policies, shifts in global

markets, or damaging growing conditions such as plant disease or adverse weather.

Natural Gas. The prices for and availability of natural gas are subject to volatile market conditions. These

market conditions often are affected by factors beyond our control, such as weather conditions, overall economic

conditions, and foreign and domestic governmental regulation and relations. Significant disruptions in the supply

of natural gas could impair our ability to manufacture ethanol for our customers. Furthermore, increases in

natural gas prices or changes in our natural gas costs relative to natural gas costs paid by competitors may

adversely affect our results of operations and financial position.

Ethanol. Our revenues are dependent on market prices for ethanol. These market prices can be volatile as

a result of a number of factors, including, but not limited to, the availability and price of competing fuels, the

overall supply and demand for ethanol and corn, the price of gasoline and corn, and the level of government

support.

15

16

Available Information

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and

amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act

of 1934 (the “Exchange Act) are available free of charge on our website at www.gpreinc.com as soon as

reasonably practicable after we file or furnish such information electronically with the SEC. Also available on

our website in our corporate governance section are the charters of our audit, compensation, and nominating

committees, and a copy of our code of conduct and ethics that applies to our directors, officers and other

employees, including our Chief Executive Officer and all senior financial officers. The information found on our

website is not part of this or any other report we file with or furnish to the SEC.

The public may read and copy any materials we file with the SEC at the SEC’s Public Reference Room at

100 F Street, NE, Washington, DC 20549. The public may obtain information on the operation of the Public

Reference Room by calling the SEC at 1-800-SEC-0330. The SEC also maintains an Internet site that contains

reports, proxy and information statements, and other information regarding issuers that file electronically with

the SEC at http://www.sec.gov.

ITEM 1A. RISK FACTORS.

We operate in an evolving industry that presents numerous risks. Many of these risks are beyond our control

and are driven by factors that often cannot be predicted. Investors should carefully consider the risk factors set

forth below, as well as the other information appearing in this report, before making any investment in our

securities. If any of the risks described below or in the documents incorporated by reference in this report

actually occur, our financial results, financial condition or stock price could be materially adversely affected.

These risk factors should be considered in conjunction with the other information included in this report.

Risks relating to our business and industry

Our results of operations and ability to operate at a profit is largely dependent on managing the spread among

the prices of corn, natural gas, ethanol and distillers grains, the prices of which are subject to significant

volatility and uncertainty.

The results of our ethanol production business are highly impacted by commodity prices, including the

spread between the cost of corn and natural gas that we must purchase, and the price of ethanol and distillers

grains that we sell. Prices and supplies are subject to and determined by market forces over which we have no

control, such as weather, domestic and global demand, shortages, export prices, and various governmental

policies in the United States and around the world. As a result of price volatility for these commodities, our

operating results may fluctuate substantially. Increases in corn or natural gas prices or decreases in ethanol or

distillers grains prices may make it unprofitable to operate our plants. No assurance can be given that we will be

able to purchase corn and natural gas at, or near, current prices and that we will be able to sell ethanol or distillers

grains at, or near, current prices. Consequently, our results of operations and financial position may be adversely

affected by increases in the price of corn or natural gas or decreases in the price of ethanol or distillers grains.

In early 2006, the spread between ethanol and corn prices was at historically high levels, driven in large part

by oil companies removing a competitive product, methyl tertiary butyl ether, or MTBE, from the fuel stream

and replacing it with ethanol in a relatively short time period. However, since that time, this spread has fluctuated

widely and narrowed significantly. Fluctuations are likely to continue to occur. A sustained narrow spread or any

further reduction in the spread between ethanol and corn prices, whether as a result of sustained high or increased

corn prices or sustained low or decreased ethanol prices, would adversely affect our results of operations and

financial position. Further, combined revenues from sales of ethanol and distillers grains could decline below our

marginal cost of production, which could cause us to suspend production at some or all of our plants.

Our risk management strategies, including hedging transactions, may be ineffective and may expose us to
decreased liquidity.

In an attempt to partially offset the effects of volatility of ethanol, distillers grains, corn oil, corn and natural
gas prices, we enter into forward contracts to sell a portion of our respective ethanol, distillers grains and corn oil
production or to purchase a portion of our respective corn or natural gas requirements. To a much lesser extent,
we also engage in other hedging transactions involving exchange-traded futures contracts for corn, natural gas,
ethanol and unleaded gasoline from time to time. The financial statement impact of these activities is dependent
upon, among other things, the prices involved and our ability to physically receive or deliver the commodities
involved. Hedging arrangements also expose us to the risk of financial loss in situations where the counterparty
to the hedging contract defaults on its contract or, in the case of exchange-traded contracts, where there is a
change in the expected differential between the price of the commodity underlying the hedging agreement and
the actual prices paid or received by us for the physical commodity bought or sold. Hedging activities can
themselves result in losses when a position is purchased in a declining market or a position is sold in a rising
market. A hedge position is often settled in the same time frame as the physical commodity is either purchased
(corn and natural gas) or sold (ethanol, distillers grains and corn oil). Hedging losses may be offset by a
decreased cash price for corn and natural gas and an increased cash price for ethanol, distillers grains and corn
oil. We also vary the amount of hedging or other risk mitigation strategies we undertake, and we may choose not
to engage in hedging transactions at all. We cannot assure you that our risk management and hedging activities
will be effective in offsetting the effects of volatility. If we fail to offset such volatility, our results of operations
and financial position may be adversely affected.

We also attempt to reduce the market risk associated with fluctuations in commodity prices through the use
of derivative financial instruments. Sudden changes in commodity prices may require cash deposits with brokers,
or margin calls. Depending on our open derivative positions, we may require additional liquidity with little
advance notice to meet margin calls. As part of our risk management strategy, we have routinely had to, and in
the future will likely be required to, cover margin calls. While we continuously monitor our exposure to margin
calls, we cannot guarantee you that we will be able to maintain adequate liquidity to cover margin calls in the
future.

Price volatility of each commodity that we buy and sell could each adversely affect our results of operations and
our ability to operate at a profit.

Corn. Because ethanol competes with non-corn derived fuels, we generally are unable to pass along
increased corn costs to our customers. At certain levels, corn prices may make ethanol uneconomical to produce.
There is significant price pressure on local corn markets caused by nearby ethanol plants, livestock industries and
other corn consuming enterprises. Additionally, local corn supplies and prices could be adversely affected by
rising prices for alternative crops, increasing input costs, changes in government policies, shifts in global
markets, or damaging growing conditions such as plant disease or adverse weather.

Natural Gas. The prices for and availability of natural gas are subject to volatile market conditions. These
market conditions often are affected by factors beyond our control, such as weather conditions, overall economic
conditions, and foreign and domestic governmental regulation and relations. Significant disruptions in the supply
of natural gas could impair our ability to manufacture ethanol for our customers. Furthermore, increases in
natural gas prices or changes in our natural gas costs relative to natural gas costs paid by competitors may
adversely affect our results of operations and financial position.

Ethanol. Our revenues are dependent on market prices for ethanol. These market prices can be volatile as

a result of a number of factors, including, but not limited to, the availability and price of competing fuels, the
overall supply and demand for ethanol and corn, the price of gasoline and corn, and the level of government
support.

15

16

Ethanol is marketed as a fuel additive to reduce vehicle emissions from gasoline, as an octane enhancer to

improve the octane rating of the gasoline with which it is blended and, to a lesser extent, as a gasoline substitute.
As a result, ethanol prices are influenced by the supply of and demand for gasoline. Our results of operations may
be materially harmed if the demand for, or the price of, gasoline decreases. Conversely, a prolonged increase in
the price of, or demand for, gasoline could lead the U.S. government to relax import restrictions on foreign
ethanol that currently benefit us.

Distillers Grains. Distillers grains compete with other protein-based animal feed products. The price of

distillers grains may decrease when the prices of competing feed products decrease. The prices of competing
animal feed products are based in part on the prices of the commodities from which these products are derived.
Downward pressure on commodity prices, such as soybeans, will generally cause the price of competing animal
feed products to decline, resulting in downward pressure on the price of distillers grains.

Historically, sales prices for distillers grains has tracked along with the price of corn. However, there have

been occasions when the price increase for this co-product has lagged behind increases in corn prices. In
addition, our distillers grains co-product competes with products made from other feedstocks, the cost of which
may not have risen as corn prices have risen. Consequently, the price we may receive for distillers grains may not
rise as corn prices rise, thereby lowering our cost recovery percentage relative to corn.

Due to industry increases in U.S. dry mill ethanol production, the production of distillers grains in the
United States has increased dramatically, and this trend may continue. This may cause distillers grains prices to
fall in the United States, unless demand increases or other market sources are found. To date, demand for
distillers grains in the United States has increased roughly in proportion to supply. We believe this is because
U.S. farmers use distillers grains as a feedstock, and distillers grains are slightly less expensive than corn, for
which it is a substitute. However, if prices for distillers grains in the United States fall, it may have a material
adverse effect on our business.

Corn Oil. Corn oil is marketed as a feedstock for biodiesel and, therefore, the price of corn oil is affected
by demand for biodiesel. In general, corn oil prices follow the same price trends as heating oil and soybean oil.
Corn oil revenues historically have not been significant to our business; however, our business may be materially
affected by price volatility of corn oil in the future as we expand our corn oil production.

Our existing debt arrangements require us to abide by certain restrictive loan covenants that may hinder our
ability to operate and reduce our profitability.

The loan agreements governing secured debt financing at our subsidiaries and the convertible debt issued in

November 2010 contain a number of restrictive affirmative and negative covenants. These covenants limit the
ability of our subsidiaries to, among other things, incur additional indebtedness, make capital expenditures above
certain limits, pay dividends or distributions, merge or consolidate, or dispose of substantially all of their assets.

We are also required to maintain specified financial ratios, including minimum cash flow coverage,

minimum working capital and minimum net worth. Some of our loan agreements require us to utilize a portion of
any excess cash flow generated by operations to prepay the respective term debt. A breach of any of these
covenants or requirements could result in a default under our loan agreements. If any of our subsidiaries default,
and if such default is not cured or waived, our lenders could, among other remedies, accelerate their debt and
declare that debt immediately due and payable. If this occurs, we may not be able to repay such debt or borrow
sufficient funds to refinance. Even if new financing is available, it may not be on terms that are acceptable. No
assurance can be given that the future operating results of our subsidiaries will be sufficient to achieve
compliance with such covenants and requirements, or in the event of a default, to remedy such default.

In the past, we have received waivers from our lenders for failure to meet certain financial covenants and
have amended our subsidiary loan agreements to change these covenants if they have not been met. For example,
during 2010, loan agreements for Bluffton and Central City were amended to reduce certain financial covenants

related to the fixed coverage ratio. No assurance can be given that, if we are unable to comply with these

covenants in the future, we will be able to obtain the necessary waivers or amend our subsidiary loan agreements

to prevent a default. Default by us or any of our subsidiaries with respect to any loan in excess of $10.0 million

constitutes an event of default under our convertible senior notes, which could result in the convertible senior

notes being declared due and payable.

Additionally, in October 2010 we acquired Global Ethanol, LLC, which we renamed Green Plains

Holdings II LLC, or Holdings II. Global Ethanol’s lenders had agreed, during a specified forbearance period, to

not exercise any right or remedy under its credit agreement for specified defaults related to certain loan

covenants that it had been unable to satisfy. Upon closing of the Global Ethanol acquisition, Holdings II entered

into an amendment to the existing credit agreement which modifies existing covenants and extends the

forbearance period to April 30, 2013. If any future defaults under Holdings II’s credit agreement occur, the

lenders are permitted to accelerate the maturity date on the outstanding balance. In connection with the closing of

our acquisition of Global Ethanol, we contributed $10 million of cash to Holdings II, of which $6.0 million was

utilized to reduce outstanding debt. Notwithstanding these actions, we cannot assure you that Holdings II will be

able to comply with the new covenants going forward or obtain additional waivers for non-compliance.

We may fail to realize all of the anticipated benefits of mergers and acquisitions that we have undertaken or may

undertake because of integration challenges.

We have increased the size of our operations significantly through mergers and acquisitions and intend to

continue to explore potential merger or acquisition opportunities. For example, in April 2010 we acquired

additional agribusiness operations in western Tennessee that included five grain elevators with federally licensed

storage capacity of 11.7 million bushels. In October 2010, we acquired Global Ethanol, which owns two

operating ethanol plants with a combined annual production capacity of approximately 157 million gallons of

ethanol. The anticipated benefits and cost savings of such mergers and acquisitions may not be realized fully, or

at all, or may take longer to realize than expected. Acquisitions involve numerous risks, any of which could harm

our business, including:

businesses;

difficulties in integrating the operations, technologies, products, existing contracts, accounting

processes and personnel of the target and realizing the anticipated synergies of the combined

risks relating to environmental hazards on purchased sites;

risks relating to acquiring or developing the infrastructure needed for facilities or acquired sites,

including access to rail networks;

difficulties in supporting and transitioning customers, if any, of the target company;

diversion of financial and management resources from existing operations;

the purchase price or other devoted resources may exceed the value realized, or the value we could

have realized if the purchase price or other resources had been allocated to another opportunity;

risks of entering new markets or areas in which we have limited or no experience, or are outside our

core competencies;

the business of the target;

potential loss of key employees, customers and strategic alliances from either our current business or

assumption of unanticipated problems or latent liabilities, such as problems with the quality of the

target company’s products; and

inability to generate sufficient revenue to offset acquisition costs and development costs.

•

•

•

•

•

•

•

•

•

•

17

18

Ethanol is marketed as a fuel additive to reduce vehicle emissions from gasoline, as an octane enhancer to

improve the octane rating of the gasoline with which it is blended and, to a lesser extent, as a gasoline substitute.

As a result, ethanol prices are influenced by the supply of and demand for gasoline. Our results of operations may

be materially harmed if the demand for, or the price of, gasoline decreases. Conversely, a prolonged increase in

the price of, or demand for, gasoline could lead the U.S. government to relax import restrictions on foreign

ethanol that currently benefit us.

Distillers Grains. Distillers grains compete with other protein-based animal feed products. The price of

distillers grains may decrease when the prices of competing feed products decrease. The prices of competing

animal feed products are based in part on the prices of the commodities from which these products are derived.

Downward pressure on commodity prices, such as soybeans, will generally cause the price of competing animal

feed products to decline, resulting in downward pressure on the price of distillers grains.

Historically, sales prices for distillers grains has tracked along with the price of corn. However, there have

been occasions when the price increase for this co-product has lagged behind increases in corn prices. In

addition, our distillers grains co-product competes with products made from other feedstocks, the cost of which

may not have risen as corn prices have risen. Consequently, the price we may receive for distillers grains may not

rise as corn prices rise, thereby lowering our cost recovery percentage relative to corn.

Due to industry increases in U.S. dry mill ethanol production, the production of distillers grains in the

United States has increased dramatically, and this trend may continue. This may cause distillers grains prices to

fall in the United States, unless demand increases or other market sources are found. To date, demand for

distillers grains in the United States has increased roughly in proportion to supply. We believe this is because

U.S. farmers use distillers grains as a feedstock, and distillers grains are slightly less expensive than corn, for

which it is a substitute. However, if prices for distillers grains in the United States fall, it may have a material

adverse effect on our business.

Corn Oil. Corn oil is marketed as a feedstock for biodiesel and, therefore, the price of corn oil is affected

by demand for biodiesel. In general, corn oil prices follow the same price trends as heating oil and soybean oil.

Corn oil revenues historically have not been significant to our business; however, our business may be materially

affected by price volatility of corn oil in the future as we expand our corn oil production.

Our existing debt arrangements require us to abide by certain restrictive loan covenants that may hinder our

ability to operate and reduce our profitability.

The loan agreements governing secured debt financing at our subsidiaries and the convertible debt issued in

November 2010 contain a number of restrictive affirmative and negative covenants. These covenants limit the

ability of our subsidiaries to, among other things, incur additional indebtedness, make capital expenditures above

certain limits, pay dividends or distributions, merge or consolidate, or dispose of substantially all of their assets.

We are also required to maintain specified financial ratios, including minimum cash flow coverage,

minimum working capital and minimum net worth. Some of our loan agreements require us to utilize a portion of

any excess cash flow generated by operations to prepay the respective term debt. A breach of any of these

covenants or requirements could result in a default under our loan agreements. If any of our subsidiaries default,

and if such default is not cured or waived, our lenders could, among other remedies, accelerate their debt and

declare that debt immediately due and payable. If this occurs, we may not be able to repay such debt or borrow

sufficient funds to refinance. Even if new financing is available, it may not be on terms that are acceptable. No

assurance can be given that the future operating results of our subsidiaries will be sufficient to achieve

compliance with such covenants and requirements, or in the event of a default, to remedy such default.

In the past, we have received waivers from our lenders for failure to meet certain financial covenants and

have amended our subsidiary loan agreements to change these covenants if they have not been met. For example,

during 2010, loan agreements for Bluffton and Central City were amended to reduce certain financial covenants

related to the fixed coverage ratio. No assurance can be given that, if we are unable to comply with these
covenants in the future, we will be able to obtain the necessary waivers or amend our subsidiary loan agreements
to prevent a default. Default by us or any of our subsidiaries with respect to any loan in excess of $10.0 million
constitutes an event of default under our convertible senior notes, which could result in the convertible senior
notes being declared due and payable.

Additionally, in October 2010 we acquired Global Ethanol, LLC, which we renamed Green Plains

Holdings II LLC, or Holdings II. Global Ethanol’s lenders had agreed, during a specified forbearance period, to
not exercise any right or remedy under its credit agreement for specified defaults related to certain loan
covenants that it had been unable to satisfy. Upon closing of the Global Ethanol acquisition, Holdings II entered
into an amendment to the existing credit agreement which modifies existing covenants and extends the
forbearance period to April 30, 2013. If any future defaults under Holdings II’s credit agreement occur, the
lenders are permitted to accelerate the maturity date on the outstanding balance. In connection with the closing of
our acquisition of Global Ethanol, we contributed $10 million of cash to Holdings II, of which $6.0 million was
utilized to reduce outstanding debt. Notwithstanding these actions, we cannot assure you that Holdings II will be
able to comply with the new covenants going forward or obtain additional waivers for non-compliance.

We may fail to realize all of the anticipated benefits of mergers and acquisitions that we have undertaken or may
undertake because of integration challenges.

We have increased the size of our operations significantly through mergers and acquisitions and intend to

continue to explore potential merger or acquisition opportunities. For example, in April 2010 we acquired
additional agribusiness operations in western Tennessee that included five grain elevators with federally licensed
storage capacity of 11.7 million bushels. In October 2010, we acquired Global Ethanol, which owns two
operating ethanol plants with a combined annual production capacity of approximately 157 million gallons of
ethanol. The anticipated benefits and cost savings of such mergers and acquisitions may not be realized fully, or
at all, or may take longer to realize than expected. Acquisitions involve numerous risks, any of which could harm
our business, including:

•

•

•

•

•

•

•

•

•

•

difficulties in integrating the operations, technologies, products, existing contracts, accounting
processes and personnel of the target and realizing the anticipated synergies of the combined
businesses;

risks relating to environmental hazards on purchased sites;

risks relating to acquiring or developing the infrastructure needed for facilities or acquired sites,
including access to rail networks;

difficulties in supporting and transitioning customers, if any, of the target company;

diversion of financial and management resources from existing operations;

the purchase price or other devoted resources may exceed the value realized, or the value we could
have realized if the purchase price or other resources had been allocated to another opportunity;

risks of entering new markets or areas in which we have limited or no experience, or are outside our
core competencies;

potential loss of key employees, customers and strategic alliances from either our current business or
the business of the target;

assumption of unanticipated problems or latent liabilities, such as problems with the quality of the
target company’s products; and

inability to generate sufficient revenue to offset acquisition costs and development costs.

17

18

We also may pursue growth through joint ventures or partnerships. Partnerships and joint ventures typically
involve restrictions on actions that the partnership or joint venture may take without the approval of the partners.
These types of provisions may limit our ability to manage a partnership or joint venture in a manner that is in our
best interest but is opposed by our other partner or partners.

Future acquisitions may involve the issuance of equity securities as payment or in connection with financing

the business or assets acquired and, as a result, could dilute your ownership interest. In addition, additional debt
may be necessary in order to complete these transactions, which could have a material adverse effect on our
financial condition. The failure to successfully evaluate and execute acquisitions or joint ventures or otherwise
adequately address the risks associated with acquisitions or joint ventures could have a material adverse effect on
our business, results of operations and financial condition.

The ethanol industry is highly dependent on government usage mandates affecting ethanol production and
favorable tax benefits for ethanol blending and any changes to such regulation could adversely affect the market
for ethanol and our results of operations.

The domestic market for ethanol is largely dictated by federal mandates for blending ethanol with gasoline.
The RFS mandate level for 2011 of 12.6 billion gallons approximates current domestic production levels. Future
demand will be largely dependent upon the economic incentives to blend based upon the relative value of
gasoline versus ethanol, taking into consideration the blender’s credit and the RFS. Any significant increase in
production capacity beyond the RFS level might have an adverse impact on ethanol prices. Additionally, the RFS
mandate with respect to ethanol derived from grain could be reduced or waived entirely. A reduction or waiver of
the RFS mandate could adversely affect the prices of ethanol and our future performance.

The volumetric ethanol excise tax credit, or VEETC, is currently set to expire on December 31, 2011.
Referred to as the blender’s credit, VEETC provides companies with a tax credit to blend ethanol with gasoline.
The Food, Conservation and Energy Act of 2008, or the 2008 Farm Bill, amended the amount of tax credit
provided under VEETC to 45 cents per gallon of pure ethanol and 38 cents per gallon for E85, a blended motor
fuel containing 85% ethanol and 15% gasoline. The elimination or further reduction of VEETC or other federal
tax incentives to the ethanol industry may have an adverse impact on our business by reducing the demand and
market price for the ethanol we produce.

Federal law mandates the use of oxygenated gasoline. If these mandates are repealed, the market for
domestic ethanol would be diminished significantly. Additionally, flexible-fuel vehicles receive preferential
treatment in meeting corporate average fuel economy, or CAFE, standards. However, high blend ethanol fuels
such as E85 result in lower fuel efficiencies. Absent the CAFE preferences, it may be unlikely that auto
manufacturers would build flexible-fuel vehicles. Any change in these CAFE preferences could reduce the
growth of E85 markets and result in lower ethanol prices.

To the extent that such federal or state laws are modified, the demand for ethanol may be reduced, which

could negatively and materially affect our ability to operate profitably.

Future demand for ethanol is uncertain and may be affected by changes to federal mandates, public perception
and consumer acceptance, any of which could negatively affect demand for ethanol and our results of operations.

Ethanol production from corn has not been without controversy. Although many trade groups, academics
and governmental agencies have supported ethanol as a fuel additive that promotes a cleaner environment, others
have criticized ethanol production as consuming considerably more energy and emitting more greenhouse gases
than other biofuels and potentially depleting water resources. Some studies have suggested that corn-based
ethanol is less efficient than ethanol produced from switchgrass or wheat grain and that it negatively impacts
consumers by causing prices for dairy, meat and other foodstuffs from livestock that consume corn to increase.
Additionally, ethanol critics contend that corn supplies are redirected from international food markets to

domestic fuel markets. If negative views of corn-based ethanol production gain acceptance, support for existing

measures promoting use and domestic production of corn-based ethanol could decline, leading to reduction or

repeal of federal mandates which would adversely affect the demand for ethanol. These views could also

negatively impact public perception of the ethanol industry and acceptance of ethanol as an alternative fuel.

Beyond the federal mandates, there are limited markets for ethanol. Discretionary blending and E85

blending are important secondary markets. Discretionary blending is often determined by the price of ethanol

versus the price of gasoline. In periods when discretionary blending is financially unattractive, the demand for

ethanol may be reduced. A reduction in the demand for our products may depress the value of our products,

erode our margins, and reduce our ability to generate revenue or to operate profitably. Consumer acceptance of

E85 fuels and flexible-fuel technology vehicles is needed before ethanol can achieve any significant growth in

Increased federal support of cellulosic ethanol may result in reduced incentives to corn-derived ethanol

market share.

producers.

Recent legislation, such as the American Recovery and Reinvestment Act of 2009 and the Energy

Independence and Security Act of 2007, provides numerous funding opportunities in support of cellulosic

ethanol, which is obtained from other sources of biomass such as switchgrass and fast growing poplar trees. In

addition, the amended RFS mandates an increasing level of production of biofuels that are not derived from corn.

Federal policies suggest a long-term political preference for cellulosic processes using alternative feedstocks

such as switchgrass, silage, wood chips or other forms of biomass. Cellulosic ethanol has a smaller carbon

footprint because the feedstock does not require energy-intensive fertilizers and industrial production processes.

Additionally, cellulosic ethanol is favored because it is unlikely that foodstuff is being diverted from the market.

Several cellulosic ethanol plants are under development. As research and development programs persist, there is

the risk that cellulosic ethanol could displace corn ethanol. In addition, any replacement of federal incentives

from corn-based to cellulosic-based ethanol production may reduce our profitability.

Our plants are designed as single-feedstock facilities and would require significant additional investment to

convert to the production of cellulosic ethanol. Additionally, our plants are strategically located in high-yield,

low-cost corn production areas. At present, there is limited supply of alternative feedstocks near our facilities. As

a result, the adoption of cellulosic ethanol and its use as the preferred form of ethanol would have a significant

adverse impact on our business.

Any inability to maintain required regulatory permits may impede or completely prohibit our ability to

successfully operate our plants. Additionally, any change in environmental and safety regulations, or violations

thereof, could impede our ability to successfully operate our businesses.

Our ethanol production and agribusiness segments are subject to extensive air, water and other

environmental regulation. We have had to obtain a number of environmental permits to construct and operate our

plants. Ethanol production involves the emission of various airborne pollutants, including particulate, carbon

dioxide, oxides of nitrogen, hazardous air pollutants and volatile organic compounds. In addition, the governing

state agencies could impose conditions or other restrictions in the permits that are detrimental to us or which

increase our costs above those required for profitable operations. Any such event could have a material adverse

effect on our operations, cash flows and financial position.

Environmental laws and regulations, both at the federal and state level, are subject to change and changes

can be made retroactively. It is possible that more stringent federal or state environmental rules or regulations

could be adopted, which could increase our operating costs and expenses. Consequently, even if we have the

proper permits at the present time, we may be required to invest or spend considerable resources to comply with

future environmental regulations. Furthermore, ongoing plant operations are governed by OSHA. OSHA

regulations may change in a way that increases the costs of operations at our plants. If any of these events were to

occur, they could have a material adverse impact on our operations, cash flows and financial position.

19

20

We also may pursue growth through joint ventures or partnerships. Partnerships and joint ventures typically

involve restrictions on actions that the partnership or joint venture may take without the approval of the partners.

These types of provisions may limit our ability to manage a partnership or joint venture in a manner that is in our

best interest but is opposed by our other partner or partners.

Future acquisitions may involve the issuance of equity securities as payment or in connection with financing

the business or assets acquired and, as a result, could dilute your ownership interest. In addition, additional debt

may be necessary in order to complete these transactions, which could have a material adverse effect on our

financial condition. The failure to successfully evaluate and execute acquisitions or joint ventures or otherwise

adequately address the risks associated with acquisitions or joint ventures could have a material adverse effect on

our business, results of operations and financial condition.

The ethanol industry is highly dependent on government usage mandates affecting ethanol production and

favorable tax benefits for ethanol blending and any changes to such regulation could adversely affect the market

for ethanol and our results of operations.

The domestic market for ethanol is largely dictated by federal mandates for blending ethanol with gasoline.

The RFS mandate level for 2011 of 12.6 billion gallons approximates current domestic production levels. Future

demand will be largely dependent upon the economic incentives to blend based upon the relative value of

gasoline versus ethanol, taking into consideration the blender’s credit and the RFS. Any significant increase in

production capacity beyond the RFS level might have an adverse impact on ethanol prices. Additionally, the RFS

mandate with respect to ethanol derived from grain could be reduced or waived entirely. A reduction or waiver of

the RFS mandate could adversely affect the prices of ethanol and our future performance.

The volumetric ethanol excise tax credit, or VEETC, is currently set to expire on December 31, 2011.

Referred to as the blender’s credit, VEETC provides companies with a tax credit to blend ethanol with gasoline.

The Food, Conservation and Energy Act of 2008, or the 2008 Farm Bill, amended the amount of tax credit

provided under VEETC to 45 cents per gallon of pure ethanol and 38 cents per gallon for E85, a blended motor

fuel containing 85% ethanol and 15% gasoline. The elimination or further reduction of VEETC or other federal

tax incentives to the ethanol industry may have an adverse impact on our business by reducing the demand and

market price for the ethanol we produce.

Federal law mandates the use of oxygenated gasoline. If these mandates are repealed, the market for

domestic ethanol would be diminished significantly. Additionally, flexible-fuel vehicles receive preferential

treatment in meeting corporate average fuel economy, or CAFE, standards. However, high blend ethanol fuels

such as E85 result in lower fuel efficiencies. Absent the CAFE preferences, it may be unlikely that auto

manufacturers would build flexible-fuel vehicles. Any change in these CAFE preferences could reduce the

growth of E85 markets and result in lower ethanol prices.

To the extent that such federal or state laws are modified, the demand for ethanol may be reduced, which

could negatively and materially affect our ability to operate profitably.

Future demand for ethanol is uncertain and may be affected by changes to federal mandates, public perception

and consumer acceptance, any of which could negatively affect demand for ethanol and our results of operations.

Ethanol production from corn has not been without controversy. Although many trade groups, academics

and governmental agencies have supported ethanol as a fuel additive that promotes a cleaner environment, others

have criticized ethanol production as consuming considerably more energy and emitting more greenhouse gases

than other biofuels and potentially depleting water resources. Some studies have suggested that corn-based

ethanol is less efficient than ethanol produced from switchgrass or wheat grain and that it negatively impacts

consumers by causing prices for dairy, meat and other foodstuffs from livestock that consume corn to increase.

Additionally, ethanol critics contend that corn supplies are redirected from international food markets to

domestic fuel markets. If negative views of corn-based ethanol production gain acceptance, support for existing
measures promoting use and domestic production of corn-based ethanol could decline, leading to reduction or
repeal of federal mandates which would adversely affect the demand for ethanol. These views could also
negatively impact public perception of the ethanol industry and acceptance of ethanol as an alternative fuel.

Beyond the federal mandates, there are limited markets for ethanol. Discretionary blending and E85
blending are important secondary markets. Discretionary blending is often determined by the price of ethanol
versus the price of gasoline. In periods when discretionary blending is financially unattractive, the demand for
ethanol may be reduced. A reduction in the demand for our products may depress the value of our products,
erode our margins, and reduce our ability to generate revenue or to operate profitably. Consumer acceptance of
E85 fuels and flexible-fuel technology vehicles is needed before ethanol can achieve any significant growth in
market share.

Increased federal support of cellulosic ethanol may result in reduced incentives to corn-derived ethanol
producers.

Recent legislation, such as the American Recovery and Reinvestment Act of 2009 and the Energy
Independence and Security Act of 2007, provides numerous funding opportunities in support of cellulosic
ethanol, which is obtained from other sources of biomass such as switchgrass and fast growing poplar trees. In
addition, the amended RFS mandates an increasing level of production of biofuels that are not derived from corn.
Federal policies suggest a long-term political preference for cellulosic processes using alternative feedstocks
such as switchgrass, silage, wood chips or other forms of biomass. Cellulosic ethanol has a smaller carbon
footprint because the feedstock does not require energy-intensive fertilizers and industrial production processes.
Additionally, cellulosic ethanol is favored because it is unlikely that foodstuff is being diverted from the market.
Several cellulosic ethanol plants are under development. As research and development programs persist, there is
the risk that cellulosic ethanol could displace corn ethanol. In addition, any replacement of federal incentives
from corn-based to cellulosic-based ethanol production may reduce our profitability.

Our plants are designed as single-feedstock facilities and would require significant additional investment to

convert to the production of cellulosic ethanol. Additionally, our plants are strategically located in high-yield,
low-cost corn production areas. At present, there is limited supply of alternative feedstocks near our facilities. As
a result, the adoption of cellulosic ethanol and its use as the preferred form of ethanol would have a significant
adverse impact on our business.

Any inability to maintain required regulatory permits may impede or completely prohibit our ability to
successfully operate our plants. Additionally, any change in environmental and safety regulations, or violations
thereof, could impede our ability to successfully operate our businesses.

Our ethanol production and agribusiness segments are subject to extensive air, water and other

environmental regulation. We have had to obtain a number of environmental permits to construct and operate our
plants. Ethanol production involves the emission of various airborne pollutants, including particulate, carbon
dioxide, oxides of nitrogen, hazardous air pollutants and volatile organic compounds. In addition, the governing
state agencies could impose conditions or other restrictions in the permits that are detrimental to us or which
increase our costs above those required for profitable operations. Any such event could have a material adverse
effect on our operations, cash flows and financial position.

Environmental laws and regulations, both at the federal and state level, are subject to change and changes
can be made retroactively. It is possible that more stringent federal or state environmental rules or regulations
could be adopted, which could increase our operating costs and expenses. Consequently, even if we have the
proper permits at the present time, we may be required to invest or spend considerable resources to comply with
future environmental regulations. Furthermore, ongoing plant operations are governed by OSHA. OSHA
regulations may change in a way that increases the costs of operations at our plants. If any of these events were to
occur, they could have a material adverse impact on our operations, cash flows and financial position.

19

20

Part of our business is regulated by environmental laws and regulations governing the labeling, use, storage,

discharge and disposal of hazardous materials. Because we use and handle hazardous substances in our
businesses, changes in environmental requirements or an unanticipated significant adverse environmental event
could have a material adverse effect on our business. We cannot assure you that we have been, or will at all times
be, in compliance with all environmental requirements, or that we will not incur material costs or liabilities in
connection with these requirements. Private parties, including current and former employees, could bring
personal injury or other claims against us due to the presence of, or exposure to, hazardous substances used,
stored or disposed of by us, or contained in its products. We are also exposed to residual risk because some of our
facilities and land may have environmental liabilities arising from their prior use. In addition, changes to
environmental regulations may require us to modify existing plant and processing facilities and could
significantly increase the cost of those operations.

Our business is affected by the regulation of greenhouse gases, or GHG, and climate change. New climate
change regulations could impede our ability to successfully operate our business.

Our plants emit carbon dioxide as a by-product of the ethanol production process. In 2007, the U.S.
Supreme Court classified carbon dioxide as an air pollutant under the Clean Air Act in a case seeking to require
the EPA to regulate carbon dioxide in vehicle emissions. On February 3, 2010, the EPA released its final
regulations on RFS 2. We believe these final regulations grandfather our plants at their current operating
capacity, though expansion of our plants will need to meet a threshold of a 20% reduction in GHG emissions
from a 2005 baseline measurement for the ethanol over current capacity to be eligible for the RFS 2 mandate.
The EPA issued its final rule on GHG emissions from stationary sources under the Clean Air Act in May 2010.
These final rules may require us to apply for additional permits for our ethanol plants. Additionally, legislation is
pending in Congress on a comprehensive carbon dioxide regulatory scheme, such as a carbon tax or
cap-and-trade system. In order to expand capacity at our plants, we may have to apply for additional permits,
install advanced technology, or reduce drying of certain amounts of distillers grains. We may also be required to
install carbon dioxide mitigation equipment or take other steps unknown to us at this time in order to comply
with other future law or regulation. Compliance with future law or regulation of carbon dioxide, or if we choose
to expand capacity at certain of our plants, compliance with then-current regulation of carbon dioxide, could be
costly and may prevent us from operating our plants as profitably, which may have a material adverse impact on
our operations, cash flows and financial position.

The California Air Resources Board has adopted a Low Carbon Fuel Standard requiring a 10% reduction in

GHG emissions from transportation fuels by 2020. Additionally, an Indirect Land Use Change, or ILUC,
component is included in the lifecycle GHG emissions calculation. While this standard is currently being
challenged by various lawsuits, implementation of such a standard may have an adverse impact on our market for
corn-based ethanol if it is determined that in California corn-based ethanol fails to achieve lifecycle GHG
emission reductions.

Our agribusiness business is subject to significant governmental and private sector regulations.

Our agribusiness operations are subject to government regulation and regulation by certain private sector
associations, compliance with which can impose significant costs on our business. Failure to comply with such
regulations can result in additional costs, fines or criminal action. Production levels, markets and prices of the
grains we merchandise are affected by federal government programs, which include acreage control and price
support programs of the USDA. In addition, grain that we sell must conform to official grade standards imposed
by the USDA. Other examples of government policies that can have an impact on our business include tariffs,
duties, subsidies, import and export restrictions and outright embargos. Changes in government policies and
producer supports may impact the amount and type of grains planted, which in turn, may impact our ability to
buy grain in our market region. Because a portion of our grain sales are to exporters, the imposition of export
restrictions or tariffs could limit our sales opportunities.

Our agribusiness segment is affected by the supply and demand of commodities, and is sensitive to factors that

are often outside of our control.

Within our agribusiness segment, we compete with other grain merchandisers, grain processors and

end-users for the purchase of grain, as well as with other grain merchandisers, private elevator operators and

cooperatives for the sale of grain. Many of our grain competitors are significantly larger and compete in more

diverse markets, and our failure to compete effectively would impact our profitability.

We buy and sell various other commodities within our agribusiness division, some of which are readily

traded on commodity futures exchanges. For example, we sell agronomy products to producers which necessitate

the purchase of large volumes of fertilizer and chemicals for retail sale. Fixed-price purchase obligations and

carrying inventories of these products subject us to the risk of market price fluctuations for periods of time

between the time of purchase and final sale. Weather, economic, political, environmental and technological

conditions and developments, both local and worldwide, as well as other factors beyond our control, can affect

the supply and demand of these commodities and expose them to liquidity pressures due to rapidly rising or

falling market prices. Changes in the supply and demand of these commodities can also affect the value of

inventories held for resale, as well as the price of raw materials. Fluctuating costs of inventory and prices of raw

materials could decrease operating margins and adversely affect profitability.

While our grain business hedges the majority of its grain inventory positions with derivative instruments to

manage risk associated with commodity price changes, including purchase and sale contracts, we are unable to

hedge all of the price risk of each transaction due to timing, unavailability of hedge contract counterparties and

third-party credit risk. Furthermore, there is a risk that the derivatives we employ will not be effective in

offsetting the changes associated with the risks we are attempting to manage. This can happen when the

derivative and the hedged item are not perfectly matched. Our grain derivatives, for example, do not hedge the

basis pricing component of our grain inventory and contracts. Basis is defined as the difference between the cash

price of a commodity in one of our grain facilities and the nearest in time exchange-traded futures price.

Differences can reflect time periods, locations or product forms. Although the basis component is smaller and

generally less volatile than the futures component of grain market prices, significant unfavorable basis movement

on grain positions as large as ours may significantly impact our profitability.

Our debt level could negatively impact our financial condition, results of operations and business prospects.

As of December 31, 2010, our total debt was $669.0 million. Our level of debt could have significant

consequences to our shareholders, including the following:

•

•

•

•

•

•

•

•

requiring the dedication of a substantial portion of cash flow from operations to make payments on

debt, thereby reducing the availability of cash flow for working capital, capital expenditures and other

general business activities;

requiring a substantial portion of our corporate cash reserves to be held as a reserve for debt service,

limiting our ability to invest in new growth opportunities;

limiting the ability to obtain additional financing in the future for working capital, capital expenditures,

acquisitions and general corporate and other activities;

limiting the flexibility in planning for, or reacting to, changes in the business and industry in which we

operate;

increasing our vulnerability to both general and industry-specific adverse economic conditions;

being at a competitive disadvantage against less leveraged competitors;

being vulnerable to increases in prevailing interest rates;

subjecting all or substantially all of our assets to liens, which means that there may be no assets left for

shareholders in the event of a liquidation; and

21

22

Part of our business is regulated by environmental laws and regulations governing the labeling, use, storage,

discharge and disposal of hazardous materials. Because we use and handle hazardous substances in our

businesses, changes in environmental requirements or an unanticipated significant adverse environmental event

could have a material adverse effect on our business. We cannot assure you that we have been, or will at all times

be, in compliance with all environmental requirements, or that we will not incur material costs or liabilities in

connection with these requirements. Private parties, including current and former employees, could bring

personal injury or other claims against us due to the presence of, or exposure to, hazardous substances used,

stored or disposed of by us, or contained in its products. We are also exposed to residual risk because some of our

facilities and land may have environmental liabilities arising from their prior use. In addition, changes to

environmental regulations may require us to modify existing plant and processing facilities and could

significantly increase the cost of those operations.

Our business is affected by the regulation of greenhouse gases, or GHG, and climate change. New climate

change regulations could impede our ability to successfully operate our business.

Our plants emit carbon dioxide as a by-product of the ethanol production process. In 2007, the U.S.

Supreme Court classified carbon dioxide as an air pollutant under the Clean Air Act in a case seeking to require

the EPA to regulate carbon dioxide in vehicle emissions. On February 3, 2010, the EPA released its final

regulations on RFS 2. We believe these final regulations grandfather our plants at their current operating

capacity, though expansion of our plants will need to meet a threshold of a 20% reduction in GHG emissions

from a 2005 baseline measurement for the ethanol over current capacity to be eligible for the RFS 2 mandate.

The EPA issued its final rule on GHG emissions from stationary sources under the Clean Air Act in May 2010.

These final rules may require us to apply for additional permits for our ethanol plants. Additionally, legislation is

pending in Congress on a comprehensive carbon dioxide regulatory scheme, such as a carbon tax or

cap-and-trade system. In order to expand capacity at our plants, we may have to apply for additional permits,

install advanced technology, or reduce drying of certain amounts of distillers grains. We may also be required to

install carbon dioxide mitigation equipment or take other steps unknown to us at this time in order to comply

with other future law or regulation. Compliance with future law or regulation of carbon dioxide, or if we choose

to expand capacity at certain of our plants, compliance with then-current regulation of carbon dioxide, could be

costly and may prevent us from operating our plants as profitably, which may have a material adverse impact on

our operations, cash flows and financial position.

The California Air Resources Board has adopted a Low Carbon Fuel Standard requiring a 10% reduction in

GHG emissions from transportation fuels by 2020. Additionally, an Indirect Land Use Change, or ILUC,

component is included in the lifecycle GHG emissions calculation. While this standard is currently being

challenged by various lawsuits, implementation of such a standard may have an adverse impact on our market for

corn-based ethanol if it is determined that in California corn-based ethanol fails to achieve lifecycle GHG

emission reductions.

Our agribusiness business is subject to significant governmental and private sector regulations.

Our agribusiness operations are subject to government regulation and regulation by certain private sector

associations, compliance with which can impose significant costs on our business. Failure to comply with such

regulations can result in additional costs, fines or criminal action. Production levels, markets and prices of the

grains we merchandise are affected by federal government programs, which include acreage control and price

support programs of the USDA. In addition, grain that we sell must conform to official grade standards imposed

by the USDA. Other examples of government policies that can have an impact on our business include tariffs,

duties, subsidies, import and export restrictions and outright embargos. Changes in government policies and

producer supports may impact the amount and type of grains planted, which in turn, may impact our ability to

buy grain in our market region. Because a portion of our grain sales are to exporters, the imposition of export

restrictions or tariffs could limit our sales opportunities.

Our agribusiness segment is affected by the supply and demand of commodities, and is sensitive to factors that
are often outside of our control.

Within our agribusiness segment, we compete with other grain merchandisers, grain processors and
end-users for the purchase of grain, as well as with other grain merchandisers, private elevator operators and
cooperatives for the sale of grain. Many of our grain competitors are significantly larger and compete in more
diverse markets, and our failure to compete effectively would impact our profitability.

We buy and sell various other commodities within our agribusiness division, some of which are readily
traded on commodity futures exchanges. For example, we sell agronomy products to producers which necessitate
the purchase of large volumes of fertilizer and chemicals for retail sale. Fixed-price purchase obligations and
carrying inventories of these products subject us to the risk of market price fluctuations for periods of time
between the time of purchase and final sale. Weather, economic, political, environmental and technological
conditions and developments, both local and worldwide, as well as other factors beyond our control, can affect
the supply and demand of these commodities and expose them to liquidity pressures due to rapidly rising or
falling market prices. Changes in the supply and demand of these commodities can also affect the value of
inventories held for resale, as well as the price of raw materials. Fluctuating costs of inventory and prices of raw
materials could decrease operating margins and adversely affect profitability.

While our grain business hedges the majority of its grain inventory positions with derivative instruments to

manage risk associated with commodity price changes, including purchase and sale contracts, we are unable to
hedge all of the price risk of each transaction due to timing, unavailability of hedge contract counterparties and
third-party credit risk. Furthermore, there is a risk that the derivatives we employ will not be effective in
offsetting the changes associated with the risks we are attempting to manage. This can happen when the
derivative and the hedged item are not perfectly matched. Our grain derivatives, for example, do not hedge the
basis pricing component of our grain inventory and contracts. Basis is defined as the difference between the cash
price of a commodity in one of our grain facilities and the nearest in time exchange-traded futures price.
Differences can reflect time periods, locations or product forms. Although the basis component is smaller and
generally less volatile than the futures component of grain market prices, significant unfavorable basis movement
on grain positions as large as ours may significantly impact our profitability.

Our debt level could negatively impact our financial condition, results of operations and business prospects.

As of December 31, 2010, our total debt was $669.0 million. Our level of debt could have significant

consequences to our shareholders, including the following:

•

•

•

•

•

•

•

•

requiring the dedication of a substantial portion of cash flow from operations to make payments on
debt, thereby reducing the availability of cash flow for working capital, capital expenditures and other
general business activities;

requiring a substantial portion of our corporate cash reserves to be held as a reserve for debt service,
limiting our ability to invest in new growth opportunities;

limiting the ability to obtain additional financing in the future for working capital, capital expenditures,
acquisitions and general corporate and other activities;

limiting the flexibility in planning for, or reacting to, changes in the business and industry in which we
operate;

increasing our vulnerability to both general and industry-specific adverse economic conditions;

being at a competitive disadvantage against less leveraged competitors;

being vulnerable to increases in prevailing interest rates;

subjecting all or substantially all of our assets to liens, which means that there may be no assets left for
shareholders in the event of a liquidation; and

21

22

•

limiting our ability to make business and operational decisions regarding our business and subsidiaries,
including, among other things, limiting our ability to pay dividends to our respective shareholders,
make capital improvements, sell or purchase assets or engage in transactions deemed appropriate and
in our best interest.

Most of our debt bears interest at variable rates, which creates exposure to interest rate risk. If interest rates
increase, our debt service obligations with respect to the variable rate indebtedness would increase even though
the amount borrowed remained the same, and our net income would decrease.

Our ability to make scheduled payments of principal and interest, or to refinance our indebtedness, depends

on our future performance, which is subject to economic, financial, competitive and other factors beyond our
control. Our business may not continue to generate cash flow in the future sufficient to service our debt because
of factors beyond our control, including but not limited to the spread between corn prices and ethanol and
distillers grains prices. If we are unable to generate sufficient cash flows, we may be required to adopt one or
more alternatives, such as selling assets, restructuring debt or obtaining additional equity capital on terms that
may be onerous or highly dilutive. Our ability to refinance our indebtedness will depend on the capital markets
and our financial condition at such time. We may not be able to engage in any of these activities or engage in
these activities on desirable terms, which could result in a default on our debt obligations.

Despite our current debt levels, we and our subsidiaries may incur substantially more debt or take other actions
which would intensify the risks discussed above.

Despite our current debt levels, we and our subsidiaries may incur additional debt in the future, including

secured debt. We and certain of our subsidiaries are not currently restricted under the terms of our debt from
incurring additional debt, pledging assets, recapitalizing our debt or taking a number of other actions that are not
limited by the terms of the debt but that could diminish our ability to make payments thereunder.

We operate in capital intensive businesses and rely on cash generated from operations and external financing.
Limitations on access to external financing could adversely affect our operating results.

Some ethanol producers have faced financial distress recently, culminating with bankruptcy filings by
several companies over the past three years. This, in combination with continued volatility in the capital markets
has resulted in reduced availability of capital for the ethanol industry generally. Construction of our plants and
anticipated levels of required working capital were funded under long-term credit facilities. Increases in liquidity
requirements could occur due to, for example, increased commodity prices. Our operating cash flow is dependent
on our ability to profitably operate our businesses and overall commodity market conditions. In addition, we may
need to raise additional financing to fund growth of our businesses. In this market environment, we may
experience limited access to incremental financing. This could cause us to defer or cancel growth projects, reduce
our business activity or, if we are unable to meet our debt repayment schedules, cause a default in our existing
debt agreements. These events could have a materially adverse effect on our operations and financial position.

Our subsidiaries’ debt facilities have ongoing payment requirements which we generally expect to meet

from their operating cash flow. Our ability to repay current and anticipated future indebtedness will depend on
our financial and operating performance and on the successful implementation of our business strategies. Our
financial and operational performance will depend on numerous factors including prevailing economic
conditions, volatile commodity prices, and financial, business and other factors beyond our control. If we cannot
pay our debt service, we may be forced to reduce or delay capital expenditures, sell assets, restructure our
indebtedness or seek additional capital. If we are unable to restructure our indebtedness or raise funds through
sales of assets, equity or otherwise, our ability to operate could be harmed and the value of our stock could be
significantly reduced.

We are a holding company, and there are limitations on our ability to receive distributions from our subsidiaries.

We conduct most of our operations through subsidiaries and are dependent upon dividends or other

intercompany transfers of funds from our subsidiaries to generate free cash flow. Moreover, some of our

subsidiaries are currently, or are expected in the future to be, limited in their ability to pay dividends or make

distributions to us by the terms of their financing agreements. Consequently, we are not able to rely on the cash

flow from one subsidiary to satisfy the loan obligations of another subsidiary. As a result, if a subsidiary is

unable to satisfy its loan obligations, we may not be able to prevent a default on the loan by providing additional

cash to that subsidiary, even if sufficient cash exists elsewhere in our consolidated organization.

Increased ethanol industry penetration by oil companies or other multinational companies may adversely impact

our margins.

We operate in a very competitive environment. The ethanol industry is primarily comprised of smaller

entities that engage exclusively in ethanol production and large integrated grain companies that produce ethanol

along with their base grain businesses. We face competition for capital, labor, corn and other resources from

these companies. Until recently, oil companies, petrochemical refiners and gasoline retailers have not been

engaged in ethanol production to a large extent. These companies, however, form the primary distribution

networks for marketing ethanol through blended gasoline. During the past year, several large oil companies have

entered the ethanol production market. If these companies increase their ethanol plant ownership or other oil

companies seek to engage in direct ethanol production, there will be less of a need to purchase ethanol from

independent ethanol producers like us. Such a structural change in the market could result in a material adverse

effect on our operations, cash flows and financial position.

We operate in a highly competitive industry.

In the United States, we compete with other corn processors and refiners, including Archer-Daniels-Midland

Company, POET, LLC and Valero Energy Corporation. Some of our competitors are divisions of larger

enterprises and have greater financial resources than we do. Although some of our competitors are larger than we

are, we also have many smaller competitors. Farm cooperatives comprised of groups of individual farmers have

been able to compete successfully. As of December 31, 2010, the top ten domestic producers accounted for

approximately 50.4% of all production, with production capacities ranging from approximately 200 mmgy to

1,800 mmgy. If our competitors consolidate or otherwise grow and we are unable to similarly increase our size

and scope, our business and prospects may be significantly and adversely affected.

Our competitors also include plants owned by farmers who earn their livelihood through the sale of corn,

and competitors whose primary business is oil refining and retail gasoline sales.

Depending on commodity prices, foreign producers may produce ethanol at a lower cost than we can, which may

result in lower ethanol prices which would adversely affect our financial results.

There is a risk of foreign competition in the ethanol industry. Brazil is currently the second largest ethanol

producer in the world. Brazil’s ethanol production is sugarcane based, as opposed to corn based, and has

historically been less expensive to produce. Other foreign producers may be able to produce ethanol at lower

input costs, including costs of feedstock, facilities and personnel, than we can.

At present, there is a 54 cent per gallon tariff on foreign ethanol. However, this tariff might not be sufficient

to deter overseas producers from importing ethanol into the domestic market, resulting in depressed ethanol

prices. It is also important to note that the tariff on foreign ethanol is the subject of ongoing controversy and

disagreement amongst lawmakers. Many lawmakers attribute increases in food prices to growth in the ethanol

industry. They see foreign competition in ethanol production as a means of reducing food prices. Additionally,

the tariff on ethanol is controversial internationally because critics contend that it diverts corn from export and

impedes Latin American agricultural development.

23

24

•

limiting our ability to make business and operational decisions regarding our business and subsidiaries,

We are a holding company, and there are limitations on our ability to receive distributions from our subsidiaries.

including, among other things, limiting our ability to pay dividends to our respective shareholders,

make capital improvements, sell or purchase assets or engage in transactions deemed appropriate and

in our best interest.

Most of our debt bears interest at variable rates, which creates exposure to interest rate risk. If interest rates

increase, our debt service obligations with respect to the variable rate indebtedness would increase even though

the amount borrowed remained the same, and our net income would decrease.

Our ability to make scheduled payments of principal and interest, or to refinance our indebtedness, depends

on our future performance, which is subject to economic, financial, competitive and other factors beyond our

control. Our business may not continue to generate cash flow in the future sufficient to service our debt because

of factors beyond our control, including but not limited to the spread between corn prices and ethanol and

distillers grains prices. If we are unable to generate sufficient cash flows, we may be required to adopt one or

more alternatives, such as selling assets, restructuring debt or obtaining additional equity capital on terms that

may be onerous or highly dilutive. Our ability to refinance our indebtedness will depend on the capital markets

and our financial condition at such time. We may not be able to engage in any of these activities or engage in

these activities on desirable terms, which could result in a default on our debt obligations.

Despite our current debt levels, we and our subsidiaries may incur substantially more debt or take other actions

which would intensify the risks discussed above.

Despite our current debt levels, we and our subsidiaries may incur additional debt in the future, including

secured debt. We and certain of our subsidiaries are not currently restricted under the terms of our debt from

incurring additional debt, pledging assets, recapitalizing our debt or taking a number of other actions that are not

limited by the terms of the debt but that could diminish our ability to make payments thereunder.

We operate in capital intensive businesses and rely on cash generated from operations and external financing.

Limitations on access to external financing could adversely affect our operating results.

Some ethanol producers have faced financial distress recently, culminating with bankruptcy filings by

several companies over the past three years. This, in combination with continued volatility in the capital markets

has resulted in reduced availability of capital for the ethanol industry generally. Construction of our plants and

anticipated levels of required working capital were funded under long-term credit facilities. Increases in liquidity

requirements could occur due to, for example, increased commodity prices. Our operating cash flow is dependent

on our ability to profitably operate our businesses and overall commodity market conditions. In addition, we may

need to raise additional financing to fund growth of our businesses. In this market environment, we may

experience limited access to incremental financing. This could cause us to defer or cancel growth projects, reduce

our business activity or, if we are unable to meet our debt repayment schedules, cause a default in our existing

debt agreements. These events could have a materially adverse effect on our operations and financial position.

Our subsidiaries’ debt facilities have ongoing payment requirements which we generally expect to meet

from their operating cash flow. Our ability to repay current and anticipated future indebtedness will depend on

our financial and operating performance and on the successful implementation of our business strategies. Our

financial and operational performance will depend on numerous factors including prevailing economic

conditions, volatile commodity prices, and financial, business and other factors beyond our control. If we cannot

pay our debt service, we may be forced to reduce or delay capital expenditures, sell assets, restructure our

indebtedness or seek additional capital. If we are unable to restructure our indebtedness or raise funds through

sales of assets, equity or otherwise, our ability to operate could be harmed and the value of our stock could be

significantly reduced.

We conduct most of our operations through subsidiaries and are dependent upon dividends or other
intercompany transfers of funds from our subsidiaries to generate free cash flow. Moreover, some of our
subsidiaries are currently, or are expected in the future to be, limited in their ability to pay dividends or make
distributions to us by the terms of their financing agreements. Consequently, we are not able to rely on the cash
flow from one subsidiary to satisfy the loan obligations of another subsidiary. As a result, if a subsidiary is
unable to satisfy its loan obligations, we may not be able to prevent a default on the loan by providing additional
cash to that subsidiary, even if sufficient cash exists elsewhere in our consolidated organization.

Increased ethanol industry penetration by oil companies or other multinational companies may adversely impact
our margins.

We operate in a very competitive environment. The ethanol industry is primarily comprised of smaller
entities that engage exclusively in ethanol production and large integrated grain companies that produce ethanol
along with their base grain businesses. We face competition for capital, labor, corn and other resources from
these companies. Until recently, oil companies, petrochemical refiners and gasoline retailers have not been
engaged in ethanol production to a large extent. These companies, however, form the primary distribution
networks for marketing ethanol through blended gasoline. During the past year, several large oil companies have
entered the ethanol production market. If these companies increase their ethanol plant ownership or other oil
companies seek to engage in direct ethanol production, there will be less of a need to purchase ethanol from
independent ethanol producers like us. Such a structural change in the market could result in a material adverse
effect on our operations, cash flows and financial position.

We operate in a highly competitive industry.

In the United States, we compete with other corn processors and refiners, including Archer-Daniels-Midland

Company, POET, LLC and Valero Energy Corporation. Some of our competitors are divisions of larger
enterprises and have greater financial resources than we do. Although some of our competitors are larger than we
are, we also have many smaller competitors. Farm cooperatives comprised of groups of individual farmers have
been able to compete successfully. As of December 31, 2010, the top ten domestic producers accounted for
approximately 50.4% of all production, with production capacities ranging from approximately 200 mmgy to
1,800 mmgy. If our competitors consolidate or otherwise grow and we are unable to similarly increase our size
and scope, our business and prospects may be significantly and adversely affected.

Our competitors also include plants owned by farmers who earn their livelihood through the sale of corn,

and competitors whose primary business is oil refining and retail gasoline sales.

Depending on commodity prices, foreign producers may produce ethanol at a lower cost than we can, which may
result in lower ethanol prices which would adversely affect our financial results.

There is a risk of foreign competition in the ethanol industry. Brazil is currently the second largest ethanol

producer in the world. Brazil’s ethanol production is sugarcane based, as opposed to corn based, and has
historically been less expensive to produce. Other foreign producers may be able to produce ethanol at lower
input costs, including costs of feedstock, facilities and personnel, than we can.

At present, there is a 54 cent per gallon tariff on foreign ethanol. However, this tariff might not be sufficient

to deter overseas producers from importing ethanol into the domestic market, resulting in depressed ethanol
prices. It is also important to note that the tariff on foreign ethanol is the subject of ongoing controversy and
disagreement amongst lawmakers. Many lawmakers attribute increases in food prices to growth in the ethanol
industry. They see foreign competition in ethanol production as a means of reducing food prices. Additionally,
the tariff on ethanol is controversial internationally because critics contend that it diverts corn from export and
impedes Latin American agricultural development.

23

24

Ethanol produced or processed in numerous countries in Central America and the Caribbean region is
eligible for tariff reduction or elimination upon importation to the United States under a program known as the
Caribbean Basin Initiative. Large multinational companies have expressed interest in building dehydration plants
in participating Caribbean Basin countries, such as El Salvador, which would convert ethanol into fuel-grade
ethanol for shipment to the United States Ethanol imported from Caribbean Basin countries may be a less
expensive alternative to domestically produced ethanol. As a result, our business faces a threat from imported
ethanol either from Brazil, even with the import tariff, or from a Caribbean Basin source. While transportation
and infrastructure constraints may temper the market impact throughout the United States, competition from
imported ethanol may affect our ability to sell our ethanol profitably, which may have a material adverse effect
on our operations, cash flows and financial position.

If significant additional foreign ethanol production capacity is created, such facilities could create excess

supplies of ethanol on world markets, which may result in lower prices of ethanol throughout the world,
including the United States. Such foreign competition is a risk to our business. Further, if the tariff on foreign
ethanol is ever lifted, overturned, reduced, repealed or expires, our ability to profitably compete with low-cost
international producers could be impaired. Any penetration of ethanol imports into the domestic market may
have a material adverse effect on our operations, cash flows and financial position.

Our success may depend on our ability to manage our growing and changing operations.

Since our formation in 2004, our business has grown significantly in size and complexity. This growth has
placed, and is expected to continue to place, significant demands on our management, systems, internal controls and
financial and physical resources. Much of our operations are decentralized at our various facilities, with many
functions being performed at the local level. In addition, we expect that we will need to further develop our financial
and managerial controls and reporting systems to accommodate future growth. This will require us to incur expenses
related to hiring additional qualified personnel, retaining professionals to assist in developing the appropriate control
systems and expanding our information technology infrastructure. Our inability to manage growth effectively could
have a material adverse effect on our results of operations, financial position and cash flows.

Future acquisitions may involve the issuance of equity securities as payment or in connection with financing

the business or assets acquired and, as a result, could dilute your ownership interest. In addition, additional debt
may be necessary in order to complete these transactions, which could have a material adverse effect on our
financial condition. The failure to successfully evaluate and execute acquisitions or joint ventures or otherwise
adequately address the risks associated with acquisitions or joint ventures could have a material adverse effect on
our business, results of operations and financial condition.

We have had a history of operating losses and may incur future operating losses.

We have had a history of operating losses from 2006 to 2008, and may incur operating losses in the future,

which could be substantial. Although we recently achieved profitability, we may not be able to sustain or
increase profitability on a quarterly or annual basis, which could result in a decrease in the trading price of our
common stock.

Our ability to successfully operate is dependent on the availability of energy and water at anticipated prices.

Our plants require a significant and uninterrupted supply of natural gas, electricity and water to operate. We
rely on third parties to provide these resources. We cannot assure you that we will be able to secure an adequate
supply of energy or water to support current and expected plant operations. If there is an interruption in the
supply of energy or water for any reason, such as supply, delivery or mechanical problems, we may be required
to halt production. If production is halted for an extended period of time, it may have a material adverse effect on
our operations, cash flows and financial position.

Replacement technologies are under development that might result in the obsolescence of corn-derived ethanol

or our process systems.

Ethanol is primarily an additive and oxygenate for blended gasoline. Although use of oxygenates is

currently mandated, there is always the possibility that a preferred alternative product will emerge and eclipse the

current market. Critics of ethanol blends argue that ethanol decreases fuel economy, causes corrosion of ferrous

components and damages fuel pumps. Any alternative oxygenate product would likely be a form of alcohol (like

ethanol) or ether (like MTBE). Prior to federal restrictions and ethanol mandates, MTBE was the dominant

oxygenate. It is possible that other ether products could enter the market and prove to be environmentally or

economically superior to ethanol. It is also possible that alternative biofuel alcohols such as methanol and

butanol could evolve into ethanol replacement products.

Research is currently underway to develop other products that could directly compete with ethanol and may

have more potential advantages than ethanol. Advantages of such competitive products may include, but are not

limited to: lower vapor pressure, making it easier to add gasoline; energy content closer to or exceeding that of

gasoline, such that any decrease in fuel economy caused by the blending with gasoline is reduced; an ability to

blend at a higher concentration level for use in standard vehicles; reduced susceptibility to separation when water

is present; and suitability for transportation in gas pipelines. Such products could have a competitive advantage

over ethanol, making it more difficult to market our ethanol, which could reduce our ability to generate revenue

and profits.

financial position.

New ethanol process technologies may emerge that require less energy per gallon produced. The

development of such process technologies would result in lower production costs. Our process technologies may

become outdated and obsolete, placing us at a competitive disadvantage against competitors in the industry. The

development of replacement technologies may have a material adverse effect on our operations, cash flows and

Our revenue from the sale of distillers grains depends upon its continued market acceptance as an animal feed.

Distillers grains is a co-product from the fermentation of various crops, including corn, to produce ethanol.

Antibiotics may be utilized during the fermentation process to control bacterial contamination; therefore

antibiotics may be present in small quantities in distillers grains marketed as animal feed. The U.S. Food and

Drug Administration’s, or FDA’s, Center for Veterinary Medicine has expressed concern about potential animal

and human health hazards from the use of distillers grains as an animal feed due to the possibility of antibiotic

residues. As a result, the market value of this co-product could be diminished if the FDA were to introduce

regulations that limit the sale of distillers grains in the domestic market or for export to international markets,

which in turn would have a negative impact on our profitability. In addition, if public perception of distillers

grains as an acceptable animal feed were to change or if the public became concerned about the impact of

distillers grains in the food supply, the market for distillers grains would be negatively impacted, which would

have a negative impact on our profitability.

We may fail to realize the anticipated benefits of implementing corn oil extraction technology at our ethanol

plants.

We recently have begun to implement corn oil extraction technology at each of our ethanol plants.

Installation of such technology and extraction of corn oil at projected levels may not be achieved due to

implementation issues, emulsion issues or similar factors. We may fail to realize the expected profits based either

on extraction issues or market prices for such co-product once extracted.

Our operating results may suffer if our marketing and sales efforts are not effective.

We have established our own marketing, transportation and storage infrastructure. We lease tanker railcars

and have contracted with storage depots near our customers and at strategic locations for efficient delivery of our

finished ethanol product. We have also hired a marketing and sales force, as well as logistical and other

25

26

Ethanol produced or processed in numerous countries in Central America and the Caribbean region is

eligible for tariff reduction or elimination upon importation to the United States under a program known as the

Caribbean Basin Initiative. Large multinational companies have expressed interest in building dehydration plants

in participating Caribbean Basin countries, such as El Salvador, which would convert ethanol into fuel-grade

ethanol for shipment to the United States Ethanol imported from Caribbean Basin countries may be a less

expensive alternative to domestically produced ethanol. As a result, our business faces a threat from imported

ethanol either from Brazil, even with the import tariff, or from a Caribbean Basin source. While transportation

and infrastructure constraints may temper the market impact throughout the United States, competition from

imported ethanol may affect our ability to sell our ethanol profitably, which may have a material adverse effect

on our operations, cash flows and financial position.

If significant additional foreign ethanol production capacity is created, such facilities could create excess

supplies of ethanol on world markets, which may result in lower prices of ethanol throughout the world,

including the United States. Such foreign competition is a risk to our business. Further, if the tariff on foreign

ethanol is ever lifted, overturned, reduced, repealed or expires, our ability to profitably compete with low-cost

international producers could be impaired. Any penetration of ethanol imports into the domestic market may

have a material adverse effect on our operations, cash flows and financial position.

Our success may depend on our ability to manage our growing and changing operations.

Since our formation in 2004, our business has grown significantly in size and complexity. This growth has

placed, and is expected to continue to place, significant demands on our management, systems, internal controls and

financial and physical resources. Much of our operations are decentralized at our various facilities, with many

functions being performed at the local level. In addition, we expect that we will need to further develop our financial

and managerial controls and reporting systems to accommodate future growth. This will require us to incur expenses

related to hiring additional qualified personnel, retaining professionals to assist in developing the appropriate control

systems and expanding our information technology infrastructure. Our inability to manage growth effectively could

have a material adverse effect on our results of operations, financial position and cash flows.

Future acquisitions may involve the issuance of equity securities as payment or in connection with financing

the business or assets acquired and, as a result, could dilute your ownership interest. In addition, additional debt

may be necessary in order to complete these transactions, which could have a material adverse effect on our

financial condition. The failure to successfully evaluate and execute acquisitions or joint ventures or otherwise

adequately address the risks associated with acquisitions or joint ventures could have a material adverse effect on

our business, results of operations and financial condition.

We have had a history of operating losses and may incur future operating losses.

We have had a history of operating losses from 2006 to 2008, and may incur operating losses in the future,

which could be substantial. Although we recently achieved profitability, we may not be able to sustain or

increase profitability on a quarterly or annual basis, which could result in a decrease in the trading price of our

common stock.

Our ability to successfully operate is dependent on the availability of energy and water at anticipated prices.

Our plants require a significant and uninterrupted supply of natural gas, electricity and water to operate. We

rely on third parties to provide these resources. We cannot assure you that we will be able to secure an adequate

supply of energy or water to support current and expected plant operations. If there is an interruption in the

supply of energy or water for any reason, such as supply, delivery or mechanical problems, we may be required

to halt production. If production is halted for an extended period of time, it may have a material adverse effect on

our operations, cash flows and financial position.

Replacement technologies are under development that might result in the obsolescence of corn-derived ethanol
or our process systems.

Ethanol is primarily an additive and oxygenate for blended gasoline. Although use of oxygenates is

currently mandated, there is always the possibility that a preferred alternative product will emerge and eclipse the
current market. Critics of ethanol blends argue that ethanol decreases fuel economy, causes corrosion of ferrous
components and damages fuel pumps. Any alternative oxygenate product would likely be a form of alcohol (like
ethanol) or ether (like MTBE). Prior to federal restrictions and ethanol mandates, MTBE was the dominant
oxygenate. It is possible that other ether products could enter the market and prove to be environmentally or
economically superior to ethanol. It is also possible that alternative biofuel alcohols such as methanol and
butanol could evolve into ethanol replacement products.

Research is currently underway to develop other products that could directly compete with ethanol and may
have more potential advantages than ethanol. Advantages of such competitive products may include, but are not
limited to: lower vapor pressure, making it easier to add gasoline; energy content closer to or exceeding that of
gasoline, such that any decrease in fuel economy caused by the blending with gasoline is reduced; an ability to
blend at a higher concentration level for use in standard vehicles; reduced susceptibility to separation when water
is present; and suitability for transportation in gas pipelines. Such products could have a competitive advantage
over ethanol, making it more difficult to market our ethanol, which could reduce our ability to generate revenue
and profits.

New ethanol process technologies may emerge that require less energy per gallon produced. The

development of such process technologies would result in lower production costs. Our process technologies may
become outdated and obsolete, placing us at a competitive disadvantage against competitors in the industry. The
development of replacement technologies may have a material adverse effect on our operations, cash flows and
financial position.

Our revenue from the sale of distillers grains depends upon its continued market acceptance as an animal feed.

Distillers grains is a co-product from the fermentation of various crops, including corn, to produce ethanol.

Antibiotics may be utilized during the fermentation process to control bacterial contamination; therefore
antibiotics may be present in small quantities in distillers grains marketed as animal feed. The U.S. Food and
Drug Administration’s, or FDA’s, Center for Veterinary Medicine has expressed concern about potential animal
and human health hazards from the use of distillers grains as an animal feed due to the possibility of antibiotic
residues. As a result, the market value of this co-product could be diminished if the FDA were to introduce
regulations that limit the sale of distillers grains in the domestic market or for export to international markets,
which in turn would have a negative impact on our profitability. In addition, if public perception of distillers
grains as an acceptable animal feed were to change or if the public became concerned about the impact of
distillers grains in the food supply, the market for distillers grains would be negatively impacted, which would
have a negative impact on our profitability.

We may fail to realize the anticipated benefits of implementing corn oil extraction technology at our ethanol
plants.

We recently have begun to implement corn oil extraction technology at each of our ethanol plants.
Installation of such technology and extraction of corn oil at projected levels may not be achieved due to
implementation issues, emulsion issues or similar factors. We may fail to realize the expected profits based either
on extraction issues or market prices for such co-product once extracted.

Our operating results may suffer if our marketing and sales efforts are not effective.

We have established our own marketing, transportation and storage infrastructure. We lease tanker railcars

and have contracted with storage depots near our customers and at strategic locations for efficient delivery of our
finished ethanol product. We have also hired a marketing and sales force, as well as logistical and other

25

26

operational personnel to staff our distribution activities. The marketing, sales, distribution, transportation, storage
or administrative efforts we have implemented may not achieve expected results. Any failure to successfully
execute these efforts would have a material adverse effect on our results of operations and financial position. Our
financial results also may be adversely affected by our need to establish inventory in storage locations to fulfill
our marketing and distribution contracts.

We are exposed to credit risk resulting from the possibility that a loss may occur from the failure of our
contractual counterparties to perform according to the terms of our agreements.

In selling ethanol, distillers grains and corn oil we may experience concentrations of credit risk from a

variety of customers, including major integrated oil companies, large independent refiners, petroleum
wholesalers, other marketers and jobbers. We are also exposed to credit risk resulting from sales of grain to large
commercial buyers, including other ethanol plants. Our fixed-price forward contracts also result in credit risk
when prices change significantly prior to delivery. We continually monitor this credit risk exposure. In addition,
we may prepay for or make deposits on undelivered inventories. Concentrations of credit risk with respect to
inventory advances are primarily with a few major suppliers of petroleum products and agricultural inputs. The
inability of a third party to make payments to us for our accounts receivable or to provide inventory to us on
advances made may cause us to experience losses and may adversely impact our liquidity and our ability to make
our payments when due.

A loss may occur from the failure of our counterparties to perform according to the terms of their marketing
agreements.

Under our third-party marketing agreements, we purchase all of our third-party producers’ ethanol
production. In turn, we sell the ethanol in various markets for future deliveries. Under these marketing
agreements, the third-party producers are not obligated to produce any minimum amount of ethanol and we
cannot assure you that we will receive the full amount of ethanol that these third-party plants are expected to
produce. The interruption or curtailment of production by any of our third-party producers for any reason could
cause us to be unable to deliver quantities of ethanol sold under the contracts. As a result, we may be forced to
purchase replacement quantities of ethanol at higher prices to fulfill these contractual obligations. However, these
recoveries would be dependent on our third-party producer’s ability to pay, and in the event they were unable to
pay, our profitability could be materially and adversely impacted.

We are exposed to potential business disruption from factors outside our control, including natural disasters,
seasonality, severe weather conditions, accidents, and unforeseen plant shutdowns, any of which could adversely
affect our cash flows and operating results.

Potential business disruption in available transportation due to natural disasters, significant track damage
resulting from a train derailment, or strikes by our transportation providers could result in delays in procuring and
supplying raw materials to our ethanol or grain facilities, or transporting ethanol and distillers grains to our
customers. We also run the risk of unforeseen operational issues that may result in an extended plant shutdown.
Such business disruptions would cause the normal course of our business operations to stall and may result in our
inability to meet customer demand or contract delivery requirements, as well as the potential loss of customers.

Many of our grain business activities, as well as corn procurement for our ethanol plants, are dependent on

weather conditions. Adverse weather may result in a reduction in the sales of fertilizer or pesticides during
typical application periods, a reduction in grain harvests caused by inadequate or excessive amounts of rain
during the growing season, or by overly wet conditions, an early freeze or snowy weather during the harvest
season. Additionally, corn stored in an open pile may become damaged by too much rain and warm weather
before the corn is dried, shipped, consumed or moved into a storage structure.

27

Casualty losses may occur for which we have not secured adequate insurance.

We have acquired insurance that we believe to be adequate to prevent loss from foreseeable risks. However,

events occur for which no insurance is available or for which insurance is not available on terms that are

acceptable to us. Loss from such an event, such as, but not limited to, earthquake, tornados, war, riot, terrorism or

other risks, may not be insured and such a loss may have a material adverse effect on our operations, cash flows

and financial position.

Our Obion, Tennessee plant is located within a recognized seismic zone. The design of this facility has been

modified to fortify it to meet structural requirements for that region of the country. We have also obtained

additional insurance coverage specific to earthquake risk for this plant. However, there is no assurance that this

facility would remain in operation if a seismic event were to occur.

If our internal computer network and applications suffer disruptions or fail to operate as designed, our

operations will be disrupted and our business may be harmed.

We rely on network infrastructure and enterprise applications, and internal technology systems for our

operational, marketing support and sales, and product development activities. The hardware and software

systems related to such activities are subject to damage from earthquakes, floods, lightning, tornadoes, fire,

power loss, telecommunication failures and other similar events. They are also subject to acts such as computer

viruses, physical or electronic vandalism or other similar disruptions that could cause system interruptions and

loss of critical data, and could prevent us from fulfilling our customers’ orders. We cannot assure you that any of

our backup systems would be sufficient. Any event that causes failures or interruption in our hardware or

software systems could result in disruption of our business operations, have a negative impact on our operating

results, and damage our reputation.

We may not be able to hire and retain qualified personnel to operate our ethanol plants.

Our success depends, in part, on our ability to attract and retain competent personnel. For each of our plants,

qualified managers, engineers, operations and other personnel must be hired. Competition for both managers and

plant employees in the ethanol industry can be intense, and we may not be able to attract and retain qualified

personnel. If we are unable to hire and retain productive and competent personnel, the amount of ethanol we

produce may decrease and we may not be able to efficiently operate our ethanol plants and execute our business

strategy.

Risks relating to ownership of our common stock

The price of our common stock may be volatile.

The trading price of our common stock may be highly volatile and could be subject to fluctuations in

response to a number of factors beyond our control. Some of these factors are:

our results of operations and the performance of our competitors;

the public’s reaction to our press releases, other public announcements and filings with the SEC;

changes in earnings estimates or recommendations by research analysts who follow us or other

companies in our industry;

changes in general economic conditions;

changes in market prices for our products or for our raw materials;

actions of our historical equity investors, including sales of common stock by our directors, executive

•

•

•

•

•

•

•

officers and significant shareholders;

actions by institutional investors trading in our stock;

28

operational personnel to staff our distribution activities. The marketing, sales, distribution, transportation, storage

or administrative efforts we have implemented may not achieve expected results. Any failure to successfully

execute these efforts would have a material adverse effect on our results of operations and financial position. Our

financial results also may be adversely affected by our need to establish inventory in storage locations to fulfill

our marketing and distribution contracts.

We are exposed to credit risk resulting from the possibility that a loss may occur from the failure of our

contractual counterparties to perform according to the terms of our agreements.

In selling ethanol, distillers grains and corn oil we may experience concentrations of credit risk from a

variety of customers, including major integrated oil companies, large independent refiners, petroleum

wholesalers, other marketers and jobbers. We are also exposed to credit risk resulting from sales of grain to large

commercial buyers, including other ethanol plants. Our fixed-price forward contracts also result in credit risk

when prices change significantly prior to delivery. We continually monitor this credit risk exposure. In addition,

we may prepay for or make deposits on undelivered inventories. Concentrations of credit risk with respect to

inventory advances are primarily with a few major suppliers of petroleum products and agricultural inputs. The

inability of a third party to make payments to us for our accounts receivable or to provide inventory to us on

advances made may cause us to experience losses and may adversely impact our liquidity and our ability to make

our payments when due.

agreements.

A loss may occur from the failure of our counterparties to perform according to the terms of their marketing

Under our third-party marketing agreements, we purchase all of our third-party producers’ ethanol

production. In turn, we sell the ethanol in various markets for future deliveries. Under these marketing

agreements, the third-party producers are not obligated to produce any minimum amount of ethanol and we

cannot assure you that we will receive the full amount of ethanol that these third-party plants are expected to

produce. The interruption or curtailment of production by any of our third-party producers for any reason could

cause us to be unable to deliver quantities of ethanol sold under the contracts. As a result, we may be forced to

purchase replacement quantities of ethanol at higher prices to fulfill these contractual obligations. However, these

recoveries would be dependent on our third-party producer’s ability to pay, and in the event they were unable to

pay, our profitability could be materially and adversely impacted.

We are exposed to potential business disruption from factors outside our control, including natural disasters,

seasonality, severe weather conditions, accidents, and unforeseen plant shutdowns, any of which could adversely

affect our cash flows and operating results.

Potential business disruption in available transportation due to natural disasters, significant track damage

resulting from a train derailment, or strikes by our transportation providers could result in delays in procuring and

supplying raw materials to our ethanol or grain facilities, or transporting ethanol and distillers grains to our

customers. We also run the risk of unforeseen operational issues that may result in an extended plant shutdown.

Such business disruptions would cause the normal course of our business operations to stall and may result in our

inability to meet customer demand or contract delivery requirements, as well as the potential loss of customers.

Many of our grain business activities, as well as corn procurement for our ethanol plants, are dependent on

weather conditions. Adverse weather may result in a reduction in the sales of fertilizer or pesticides during

typical application periods, a reduction in grain harvests caused by inadequate or excessive amounts of rain

during the growing season, or by overly wet conditions, an early freeze or snowy weather during the harvest

season. Additionally, corn stored in an open pile may become damaged by too much rain and warm weather

before the corn is dried, shipped, consumed or moved into a storage structure.

Casualty losses may occur for which we have not secured adequate insurance.

We have acquired insurance that we believe to be adequate to prevent loss from foreseeable risks. However,

events occur for which no insurance is available or for which insurance is not available on terms that are
acceptable to us. Loss from such an event, such as, but not limited to, earthquake, tornados, war, riot, terrorism or
other risks, may not be insured and such a loss may have a material adverse effect on our operations, cash flows
and financial position.

Our Obion, Tennessee plant is located within a recognized seismic zone. The design of this facility has been

modified to fortify it to meet structural requirements for that region of the country. We have also obtained
additional insurance coverage specific to earthquake risk for this plant. However, there is no assurance that this
facility would remain in operation if a seismic event were to occur.

If our internal computer network and applications suffer disruptions or fail to operate as designed, our
operations will be disrupted and our business may be harmed.

We rely on network infrastructure and enterprise applications, and internal technology systems for our

operational, marketing support and sales, and product development activities. The hardware and software
systems related to such activities are subject to damage from earthquakes, floods, lightning, tornadoes, fire,
power loss, telecommunication failures and other similar events. They are also subject to acts such as computer
viruses, physical or electronic vandalism or other similar disruptions that could cause system interruptions and
loss of critical data, and could prevent us from fulfilling our customers’ orders. We cannot assure you that any of
our backup systems would be sufficient. Any event that causes failures or interruption in our hardware or
software systems could result in disruption of our business operations, have a negative impact on our operating
results, and damage our reputation.

We may not be able to hire and retain qualified personnel to operate our ethanol plants.

Our success depends, in part, on our ability to attract and retain competent personnel. For each of our plants,
qualified managers, engineers, operations and other personnel must be hired. Competition for both managers and
plant employees in the ethanol industry can be intense, and we may not be able to attract and retain qualified
personnel. If we are unable to hire and retain productive and competent personnel, the amount of ethanol we
produce may decrease and we may not be able to efficiently operate our ethanol plants and execute our business
strategy.

Risks relating to ownership of our common stock

The price of our common stock may be volatile.

The trading price of our common stock may be highly volatile and could be subject to fluctuations in

response to a number of factors beyond our control. Some of these factors are:

•

•

•

•

•

•

•

our results of operations and the performance of our competitors;

the public’s reaction to our press releases, other public announcements and filings with the SEC;

changes in earnings estimates or recommendations by research analysts who follow us or other
companies in our industry;

changes in general economic conditions;

changes in market prices for our products or for our raw materials;

actions of our historical equity investors, including sales of common stock by our directors, executive
officers and significant shareholders;

actions by institutional investors trading in our stock;

27

28

•

•

•

•

disruption of our operations;

any major change in our management team;

other developments affecting us, our industry or our competitors; and

U.S. and international economic, legal and regulatory factors unrelated to our performance.

In recent years the stock market has experienced significant price and volume fluctuations. These

fluctuations may be unrelated to the operating performance of particular companies. These broad market
fluctuations may cause declines in the market price of our common stock. The price of our common stock could
fluctuate based upon factors that have little or nothing to do with our Company or its performance, and those
fluctuations could materially reduce our common stock price.

Our principal shareholders have substantial influence over us and they may make decisions with which you
disagree.

As of December 31, 2010, subsidiaries of NTR, plc, Wilon Holdings, S.A., and Wayne Hoovestol, a director
and our former Chief Executive Officer, beneficially own approximately 31.1%, 5.7% and 2.6%, respectively, of
our outstanding common stock. NTR, Wilon and Mr. Hoovestol have entered into a Shareholders’ Agreement
with us in which NTR had the right to designate four individuals to be nominated to our board, so long as it
owned more than 33.5% of our outstanding stock, and Wilon has the right to designate one individual to be
nominated to our board, so long it holds more than 2.5% of our outstanding stock. NTR, Wilon and
Mr. Hoovestol have agreed to vote for such nominees at any meeting of shareholders for the purpose of electing
directors. Although NTR’s ownership recently has dropped below the level contractually required to designate
four individuals to our board, it continues to hold a significant percentage of our stock. As a result of such
ownership, these persons have the ability to control the composition of our Board of Directors and significantly
influence other matters requiring shareholder approval including mergers and other significant transactions.
These shareholders may have interests that differ from yours, and they may vote in a way with which you
disagree and that may be adverse to your interests. This concentration of ownership could present or delay a
change of control of us or deprive shareholders of a right to receive a premium for their shares as part of our sale,
which could also affect the market price of our common stock.

A significant percentage of our outstanding voting stock is held by a concentrated number of shareholders which
could impact your liquidity.

As of December 31, 2010, approximately 44.1% of our outstanding common stock is held by NTR, Wilon,

and our executive officers and directors. Continued concentrated ownership could result in fewer shares being
available to be traded in the market, resulting in reduced liquidity. In addition, a decision by one or more large
shareholder to liquidate its holdings could adversely affect the trading price of our stock. On August 11, 2010,
the SEC declared effective the S-3 Registration Statement we had filed at the request of NTR to register the
resale of 11,227,653 shares of our common stock representing all of NTR’s shares, as permitted under the
Shareholders’ Agreement. The registration statement will permit NTR to sell some or all of its shares without
restriction. The registration of these shares of common stock does not necessarily mean that NTR will offer or
sell any of these shares.

Anti-takeover provisions could make it difficult for a third party to acquire us.

ITEM 2. PROPERTIES.

Our second amended and restated articles of incorporation, our amended and restated bylaws and Iowa law
contain anti-takeover provisions that could have the effect of delaying or preventing changes in control of us or
our management. These provisions could also discourage proxy contests and make it more difficult for our
shareholders to elect directors and take other corporate actions without the concurrence of our management or
Board of Directors. The provisions in our charter documents include the following:

•

a classified Board of Directors pursuant to which our directors are divided into three classes, with
three-year staggered terms;

We currently lease approximately 11,800 square feet of office space at 9420 Underwood Avenue, Suite 100

in Omaha, Nebraska for our corporate headquarters, which houses our corporate administrative functions and

commodity trading operations. This lease expires in October 2011. We have entered into a lease with a term of

sixty-six months, effective on the later of our occupancy or June 1, 2011, to occupy 22,224 square feet of office

space at 450 Regency Parkway in Omaha, Nebraska.

29

30

•

•

•

•

members of our Board of Directors can only be removed for cause by shareholders with the affirmative

vote of not less than two-thirds of the outstanding shares of capital stock;

shareholder action may be taken only at a special or annual meeting, and not by any written consent,

except where required by Iowa law;

our bylaws restrict our shareholders’ ability to make proposals at shareholder meetings; and

our Board of Directors has the ability to cause us to issue authorized and unissued shares of stock from

time to time.

We are subject to the provisions of the Iowa Business Corporations Act, or IBCA, under which, certain

business combinations between an Iowa corporation whose stock is publicly traded or held by more than 2,000

shareholders and an interested shareholder are prohibited for a three-year period following the date that such a

shareholder became an interested shareholder unless certain exemption requirements are met. In addition, certain

other provisions of the IBCA may have anti-takeover effects in certain situations.

Certain provisions in the convertible notes and the related indenture could make it more difficult or more

expensive for a third party to acquire us. For example, if a takeover would constitute a fundamental change,

holders of the notes will have the right to require us to repurchase their notes in cash. In addition, if a takeover

constitutes a make-whole fundamental change, we may be required to increase the conversion rate for holders

who convert their notes in connection with such takeover. In either case, and in other cases, our obligations under

the notes and the related indenture could increase the cost of acquiring us or otherwise discourage a third party

from acquiring us or removing incumbent management.

The foregoing items may discourage transactions that otherwise could provide for the payment of a

premium over prevailing market prices of our common stock and also could limit the price that investors are

willing to pay in the future for shares of our common stock.

Non-U.S. holders may be subject to U.S. income tax with respect to gain on disposition of their common stock.

If we are or have been a U.S. real property holding corporation at any time within the shorter of the five-

year period preceding a disposition of common stock by a non-U.S. holder or such holder’s holding period of the

stock disposed of, such non-U.S. holder may be subject to United States federal income tax with respect to gain

on such disposition. Because the determination of whether we are a USRPHC depends on the fair market value of

our United States real property interests relative to the fair market value of our other trade or business assets and

our non-U.S. real property interests, there can be no assurance that we are not a USRPHC or will not become one

ITEM 1B. UNRESOLVED STAFF COMMENTS.

in the future.

None.

Corporate

disruption of our operations;

any major change in our management team;

•

•

•

•

other developments affecting us, our industry or our competitors; and

U.S. and international economic, legal and regulatory factors unrelated to our performance.

In recent years the stock market has experienced significant price and volume fluctuations. These

fluctuations may be unrelated to the operating performance of particular companies. These broad market

fluctuations may cause declines in the market price of our common stock. The price of our common stock could

fluctuate based upon factors that have little or nothing to do with our Company or its performance, and those

fluctuations could materially reduce our common stock price.

Our principal shareholders have substantial influence over us and they may make decisions with which you

disagree.

As of December 31, 2010, subsidiaries of NTR, plc, Wilon Holdings, S.A., and Wayne Hoovestol, a director

and our former Chief Executive Officer, beneficially own approximately 31.1%, 5.7% and 2.6%, respectively, of

our outstanding common stock. NTR, Wilon and Mr. Hoovestol have entered into a Shareholders’ Agreement

with us in which NTR had the right to designate four individuals to be nominated to our board, so long as it

owned more than 33.5% of our outstanding stock, and Wilon has the right to designate one individual to be

nominated to our board, so long it holds more than 2.5% of our outstanding stock. NTR, Wilon and

Mr. Hoovestol have agreed to vote for such nominees at any meeting of shareholders for the purpose of electing

directors. Although NTR’s ownership recently has dropped below the level contractually required to designate

four individuals to our board, it continues to hold a significant percentage of our stock. As a result of such

ownership, these persons have the ability to control the composition of our Board of Directors and significantly

influence other matters requiring shareholder approval including mergers and other significant transactions.

These shareholders may have interests that differ from yours, and they may vote in a way with which you

disagree and that may be adverse to your interests. This concentration of ownership could present or delay a

change of control of us or deprive shareholders of a right to receive a premium for their shares as part of our sale,

which could also affect the market price of our common stock.

A significant percentage of our outstanding voting stock is held by a concentrated number of shareholders which

could impact your liquidity.

As of December 31, 2010, approximately 44.1% of our outstanding common stock is held by NTR, Wilon,

and our executive officers and directors. Continued concentrated ownership could result in fewer shares being

available to be traded in the market, resulting in reduced liquidity. In addition, a decision by one or more large

shareholder to liquidate its holdings could adversely affect the trading price of our stock. On August 11, 2010,

the SEC declared effective the S-3 Registration Statement we had filed at the request of NTR to register the

resale of 11,227,653 shares of our common stock representing all of NTR’s shares, as permitted under the

Shareholders’ Agreement. The registration statement will permit NTR to sell some or all of its shares without

restriction. The registration of these shares of common stock does not necessarily mean that NTR will offer or

sell any of these shares.

Anti-takeover provisions could make it difficult for a third party to acquire us.

Our second amended and restated articles of incorporation, our amended and restated bylaws and Iowa law

contain anti-takeover provisions that could have the effect of delaying or preventing changes in control of us or

our management. These provisions could also discourage proxy contests and make it more difficult for our

shareholders to elect directors and take other corporate actions without the concurrence of our management or

Board of Directors. The provisions in our charter documents include the following:

•

a classified Board of Directors pursuant to which our directors are divided into three classes, with

three-year staggered terms;

•

•

•

•

members of our Board of Directors can only be removed for cause by shareholders with the affirmative
vote of not less than two-thirds of the outstanding shares of capital stock;

shareholder action may be taken only at a special or annual meeting, and not by any written consent,
except where required by Iowa law;

our bylaws restrict our shareholders’ ability to make proposals at shareholder meetings; and

our Board of Directors has the ability to cause us to issue authorized and unissued shares of stock from
time to time.

We are subject to the provisions of the Iowa Business Corporations Act, or IBCA, under which, certain
business combinations between an Iowa corporation whose stock is publicly traded or held by more than 2,000
shareholders and an interested shareholder are prohibited for a three-year period following the date that such a
shareholder became an interested shareholder unless certain exemption requirements are met. In addition, certain
other provisions of the IBCA may have anti-takeover effects in certain situations.

Certain provisions in the convertible notes and the related indenture could make it more difficult or more

expensive for a third party to acquire us. For example, if a takeover would constitute a fundamental change,
holders of the notes will have the right to require us to repurchase their notes in cash. In addition, if a takeover
constitutes a make-whole fundamental change, we may be required to increase the conversion rate for holders
who convert their notes in connection with such takeover. In either case, and in other cases, our obligations under
the notes and the related indenture could increase the cost of acquiring us or otherwise discourage a third party
from acquiring us or removing incumbent management.

The foregoing items may discourage transactions that otherwise could provide for the payment of a
premium over prevailing market prices of our common stock and also could limit the price that investors are
willing to pay in the future for shares of our common stock.

Non-U.S. holders may be subject to U.S. income tax with respect to gain on disposition of their common stock.

If we are or have been a U.S. real property holding corporation at any time within the shorter of the five-
year period preceding a disposition of common stock by a non-U.S. holder or such holder’s holding period of the
stock disposed of, such non-U.S. holder may be subject to United States federal income tax with respect to gain
on such disposition. Because the determination of whether we are a USRPHC depends on the fair market value of
our United States real property interests relative to the fair market value of our other trade or business assets and
our non-U.S. real property interests, there can be no assurance that we are not a USRPHC or will not become one
in the future.

ITEM 1B. UNRESOLVED STAFF COMMENTS.

None.

ITEM 2. PROPERTIES.

Corporate

We currently lease approximately 11,800 square feet of office space at 9420 Underwood Avenue, Suite 100

in Omaha, Nebraska for our corporate headquarters, which houses our corporate administrative functions and
commodity trading operations. This lease expires in October 2011. We have entered into a lease with a term of
sixty-six months, effective on the later of our occupancy or June 1, 2011, to occupy 22,224 square feet of office
space at 450 Regency Parkway in Omaha, Nebraska.

29

30

Ethanol Production Segment

EXECUTIVE OFFICERS OF THE REGISTRANT.

As disclosed and detailed in our discussion of the ethanol production segment, we own a total of

approximately 1,593 acres of land in eight locations with a combined plant production capacity of 680 mmgy.
We also lease approximately 129 acres of land near our Obion plant. We believe that the property owned and
leased at the sites of our eight ethanol plants will be adequate to accommodate our current needs, as well as
potential expansion, at those sites.

Agribusiness Segment

We own approximately 134 acres of land in seven locations in Northwest Iowa, near our Superior ethanol

plant, for our agribusiness operations with licensed grain storage capacity of approximately 15.8 million bushels,
3.6 million gallons of liquid fertilizer storage and 12,000 tons of dry fertilizer storage. We also own
approximately 11 additional acres of land at our grain elevator in Essex, Iowa, near our Shenandoah ethanol
plant, with licensed grain storage capacity of approximately 2.8 million bushels at this site. In 2010, we acquired
approximately 38 acres of land in west Tennessee with licensed grain storage capacity of approximately
11.7 million bushels. We believe that the property owned at these sites will be adequate to accommodate our
current needs, as well as potential expansion.

Marketing and Distribution Segment

Our ethanol, distillers grains and corn oil marketing operations are located at our corporate office, which is
discussed above. Blendstar owns nine acres and leases approximately 19 acres of land in ten locations (with one
owned location currently in development) throughout the south central United States for its blending and
terminaling operations. We believe that the property owned and leased at the locations will be adequate to
accommodate our current needs, as well as potential expansion.

Our loan agreements grant a security interest in substantially all of our owned real property. See Note 11 –

Long-Term Debt included herein as part of the Notes to Consolidated Financial Statements for a discussion of our
loan agreements.

ITEM 3. LEGAL PROCEEDINGS.

None.

ITEM 4.

(REMOVED AND RESERVED).

As of December 31, 2010, our executive officers, their ages and their positions were as follows:

Name

Age

Position

Todd A. Becker

Jerry L. Peters

Jeffrey S. Briggs

Carl S. (Steve) Bleyl

Ronald B. Gillis

Michelle S. Mapes

Michael C. Orgas

Edgar E. Seward Jr.

45

53

46

51

61

44

52

43

President and Chief Executive Officer

Chief Financial Officer

Chief Operating Officer

Executive Vice President - Ethanol Marketing

Executive Vice President - Finance and Treasurer

Executive Vice President - General Counsel and Corporate Secretary

Executive Vice President - Commercial Operations

Executive Vice President - Plant Operations

TODD BECKER was named President and Chief Executive Officer of the Company on January 1, 2009,

and was appointed as a Director in March 2009. Mr. Becker served as the Company’s President and Chief

Operating Officer from October 2008 to December 2008. He served as Chief Executive Officer of VBV LLC

from May 2007 to October 2008. Mr. Becker was Executive Vice President of Sales and Trading at Global

Ethanol from May 2006 to May 2007. Prior to that, he worked for ten years with ConAgra Foods in various

management positions including Vice President of International Marketing for ConAgra Trade Group and

President of ConAgra Grain Canada. Mr. Becker has over 20 years of related experience in various commodity

processing businesses, risk management and supply chain management, along with extensive international

trading experience in agricultural markets. Mr. Becker has a Masters degree in Finance from the Kelley School

of Business at Indiana University and a Bachelor of Science degree in Business Administration with a Finance

emphasis from the University of Kansas.

JERRY PETERS joined the Company as Chief Financial Officer in June 2007. Mr. Peters served as Senior

Vice President - Chief Accounting Officer for ONEOK Partners, L.P. from May 2006 to April 2007, as its Chief

Financial Officer from July 1994 to May 2006, and in various senior management roles prior to that. ONEOK

Partners is a publicly-traded partnership engaged in gathering, processing, storage, and transportation of natural

gas and natural gas liquids. Prior to joining ONEOK Partners in 1985, he was employed by KPMG LLP as a

certified public accountant. Mr. Peters has a Masters degree in Business Administration from Creighton

University with a Finance emphasis and a Bachelor of Science degree in Business Administration from the

University of Nebraska – Lincoln.

JEFF BRIGGS was named Chief Operating Officer in November 2009. Mr. Briggs served as a consultant to

the Company from July 2009 to November 2009. Prior to his consulting role, he was Founder and General

Partner of Frigate Capital, LLC, a private investment partnership investing in small and mid-sized companies,

from January 2004 through January 2009. Prior to Frigate, Mr. Briggs spent nearly seven years at Valmont

Industries, Inc. as President of the Coatings Division. Prior to Valmont, he acquired and managed an electronic

manufacturing company; was Director of Mergers and Acquisitions for Peter Kiewit and Sons; worked for

Goldman Sachs in their Equities Division; and served five years as an Officer in the U.S. Navy on a nuclear

submarine. Mr. Briggs has a Masters degree in Business Administration from the Harvard Business School and a

Bachelor of Science degree in Mechanical Engineering, Thermal and Power Systems from UCLA.

STEVE BLEYL joined the Company as Executive Vice President – Ethanol Marketing in October 2008.

Mr. Bleyl served as Executive Vice President – Ethanol Marketing for VBV LLC from October 2007 to October

2008. From June 2003 until September 2007, he served as Chief Executive Officer of Renewable Products

Marketing Group LLC, an ethanol marketing company, building it from a cooperative marketing group of five

ethanol plants in one state to seventeen production facilities in seven states. Prior to that, Mr. Bleyl worked for

over 20 years in various senior management and executive positions in the fuel industry. Mr. Bleyl has a Masters

degree in Business Administration from the University of Oklahoma and a Bachelor of Science degree in

Aerospace Engineering from the United States Military Academy.

31

32

Ethanol Production Segment

EXECUTIVE OFFICERS OF THE REGISTRANT.

As disclosed and detailed in our discussion of the ethanol production segment, we own a total of

approximately 1,593 acres of land in eight locations with a combined plant production capacity of 680 mmgy.

We also lease approximately 129 acres of land near our Obion plant. We believe that the property owned and

leased at the sites of our eight ethanol plants will be adequate to accommodate our current needs, as well as

potential expansion, at those sites.

Agribusiness Segment

We own approximately 134 acres of land in seven locations in Northwest Iowa, near our Superior ethanol

plant, for our agribusiness operations with licensed grain storage capacity of approximately 15.8 million bushels,

3.6 million gallons of liquid fertilizer storage and 12,000 tons of dry fertilizer storage. We also own

approximately 11 additional acres of land at our grain elevator in Essex, Iowa, near our Shenandoah ethanol

plant, with licensed grain storage capacity of approximately 2.8 million bushels at this site. In 2010, we acquired

approximately 38 acres of land in west Tennessee with licensed grain storage capacity of approximately

11.7 million bushels. We believe that the property owned at these sites will be adequate to accommodate our

current needs, as well as potential expansion.

Marketing and Distribution Segment

Our ethanol, distillers grains and corn oil marketing operations are located at our corporate office, which is

discussed above. Blendstar owns nine acres and leases approximately 19 acres of land in ten locations (with one

owned location currently in development) throughout the south central United States for its blending and

terminaling operations. We believe that the property owned and leased at the locations will be adequate to

accommodate our current needs, as well as potential expansion.

Our loan agreements grant a security interest in substantially all of our owned real property. See Note 11 –

Long-Term Debt included herein as part of the Notes to Consolidated Financial Statements for a discussion of our

loan agreements.

None.

ITEM 3. LEGAL PROCEEDINGS.

ITEM 4.

(REMOVED AND RESERVED).

As of December 31, 2010, our executive officers, their ages and their positions were as follows:

Name

Age

Position

Todd A. Becker
Jerry L. Peters
Jeffrey S. Briggs
Carl S. (Steve) Bleyl
Ronald B. Gillis
Michelle S. Mapes
Michael C. Orgas
Edgar E. Seward Jr.

45
53
46
51
61
44
52
43

President and Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Executive Vice President - Ethanol Marketing
Executive Vice President - Finance and Treasurer
Executive Vice President - General Counsel and Corporate Secretary
Executive Vice President - Commercial Operations
Executive Vice President - Plant Operations

TODD BECKER was named President and Chief Executive Officer of the Company on January 1, 2009,

and was appointed as a Director in March 2009. Mr. Becker served as the Company’s President and Chief
Operating Officer from October 2008 to December 2008. He served as Chief Executive Officer of VBV LLC
from May 2007 to October 2008. Mr. Becker was Executive Vice President of Sales and Trading at Global
Ethanol from May 2006 to May 2007. Prior to that, he worked for ten years with ConAgra Foods in various
management positions including Vice President of International Marketing for ConAgra Trade Group and
President of ConAgra Grain Canada. Mr. Becker has over 20 years of related experience in various commodity
processing businesses, risk management and supply chain management, along with extensive international
trading experience in agricultural markets. Mr. Becker has a Masters degree in Finance from the Kelley School
of Business at Indiana University and a Bachelor of Science degree in Business Administration with a Finance
emphasis from the University of Kansas.

JERRY PETERS joined the Company as Chief Financial Officer in June 2007. Mr. Peters served as Senior
Vice President - Chief Accounting Officer for ONEOK Partners, L.P. from May 2006 to April 2007, as its Chief
Financial Officer from July 1994 to May 2006, and in various senior management roles prior to that. ONEOK
Partners is a publicly-traded partnership engaged in gathering, processing, storage, and transportation of natural
gas and natural gas liquids. Prior to joining ONEOK Partners in 1985, he was employed by KPMG LLP as a
certified public accountant. Mr. Peters has a Masters degree in Business Administration from Creighton
University with a Finance emphasis and a Bachelor of Science degree in Business Administration from the
University of Nebraska – Lincoln.

JEFF BRIGGS was named Chief Operating Officer in November 2009. Mr. Briggs served as a consultant to

the Company from July 2009 to November 2009. Prior to his consulting role, he was Founder and General
Partner of Frigate Capital, LLC, a private investment partnership investing in small and mid-sized companies,
from January 2004 through January 2009. Prior to Frigate, Mr. Briggs spent nearly seven years at Valmont
Industries, Inc. as President of the Coatings Division. Prior to Valmont, he acquired and managed an electronic
manufacturing company; was Director of Mergers and Acquisitions for Peter Kiewit and Sons; worked for
Goldman Sachs in their Equities Division; and served five years as an Officer in the U.S. Navy on a nuclear
submarine. Mr. Briggs has a Masters degree in Business Administration from the Harvard Business School and a
Bachelor of Science degree in Mechanical Engineering, Thermal and Power Systems from UCLA.

STEVE BLEYL joined the Company as Executive Vice President – Ethanol Marketing in October 2008.
Mr. Bleyl served as Executive Vice President – Ethanol Marketing for VBV LLC from October 2007 to October
2008. From June 2003 until September 2007, he served as Chief Executive Officer of Renewable Products
Marketing Group LLC, an ethanol marketing company, building it from a cooperative marketing group of five
ethanol plants in one state to seventeen production facilities in seven states. Prior to that, Mr. Bleyl worked for
over 20 years in various senior management and executive positions in the fuel industry. Mr. Bleyl has a Masters
degree in Business Administration from the University of Oklahoma and a Bachelor of Science degree in
Aerospace Engineering from the United States Military Academy.

31

32

RON GILLIS joined the Company as Executive Vice President – Finance and Treasurer in October 2008.
Mr. Gillis served as Chief Financial Officer for VBV LLC from August 2007 to October 2008. From May 2005
until July 2007, he served as Chief Financial Officer of Renewable Products Marketing Group LLC, an ethanol
marketing company. Prior to that, Mr. Gillis served for over 20 years in senior financial management, control and
audit positions with ConAgra Foods Inc. in the commodity trading area, both domestic and international.
Mr. Gillis is a certified management accountant and holds an Honors Commerce degree from the University of
Manitoba.

MICHELLE MAPES was named Executive Vice President – General Counsel and Corporate Secretary in

November 2009 after joining the Company in September 2009 as its General Counsel. Prior to joining Green
Plains, Ms. Mapes was a Partner at Husch Blackwell Sanders, LLP, where for three years she focused her legal
practice nearly exclusively in renewable energy. Prior to that, she was Chief Administrative Officer and General
Counsel for HDM Corporation. Ms. Mapes served as Senior Vice President – Corporate Services and General
Counsel to Farm Credit Services of America from April 2000 to June 2005. Ms. Mapes holds a Juris Doctorate, a
Masters degree in Business Administration and a Bachelor of Science degree in Accounting and Finance, all
from the University of Nebraska – Lincoln.

MIKE ORGAS joined the Company as Executive Vice President – Commercial Operations in November
2008. Mr. Orgas has extensive experience in supply chain management, logistics, risk management, and strategic
planning. From May 2004 to October 2008, he served as the Director of Raw Materials Strategic Sourcing and
Risk Management for the Malt-O-Meal Company. From February 2003 to December 2003, Mr. Orgas was a
Partner in the Agribusiness/Food Practice of McCarthy & Company, an advisory services firm. Prior to that, he
served in various management capacities at ConAgra Foods, Inc. and at General Mills. Mr. Orgas has a Masters
degree in Business Management from the University of Montana and a Bachelor of Science degree in Business
Administration from the University of Minnesota.

EDGAR SEWARD joined the Company as Executive Vice President – Plant Operations in October 2008.

From May 2006 until October 2008, Mr. Seward served as the General Manager for Indiana Bio-Energy, LLC, a
subsidiary of VBV LLC, where he managed development of the Bluffton ethanol plant from its inception through
construction, staffing and operations. From January 2004 to April 2006, he served as a General Manager for
United Bio-Energy, LLC, where he managed development of and provided technical support for multiple dry
mill ethanol facilities. From October 2002 to December 2003, Mr. Seward served as a project manager for ICM,
Inc., where he was actively involved in the design and specifications for dry milling technologies and facilities.
Prior to that, he served in operations for a bio-technology business in the United Kingdom and in operations
management at Aventine Renewable Energy. Mr. Seward has a Masters degree in Business Administration from
the University of Illinois and a Bachelor of Science degree in Biology from Culver-Stockton College.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER

MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Our common stock trades under the symbol “GPRE” on The NASDAQ Global Market, or NASDAQ. The

following table sets forth, for the periods indicated, the high and low common stock sale prices as reported by

NASDAQ.

Year Ended December 31, 2010

High

Low

Three months ended December 31, 2010 (1)

$

$

Three months ended September 30, 2010

Three months ended June 30, 2010

Three months ended March 31, 2010

Year Ended December 31, 2009

High

Low

Three months ended December 31, 2009

Three months ended September 30, 2009

Three months ended June 30, 2009

Three months ended March 31, 2009

$

16.00

$

(1) The closing price of our common stock on December 31, 2010 was $11.26.

13.64

12.35

16.25

17.97

8.28

9.45

3.29

10.53

8.12

10.12

11.23

6.50

6.03

1.95

1.12

Holders of Record

Dividend Policy

As of December 31, 2010, as reported to us by our transfer agent, there were 1,791 holders of record of our

common stock, not including beneficial holders whose shares are held in names other than their own. This figure

does not include 14,404,210 shares held in depository trusts.

To date, we have not paid dividends on our common stock. The payment of dividends on our common stock

in the future, if any, is at the discretion of the Board of Directors and will depend upon our earnings, capital

requirements, financial condition and other factors our board views as relevant. The payment of dividends may

also effectively be limited by covenants in our subsidiaries’ loan agreements. Our board does not intend to

declare any dividends in the foreseeable future.

Issuer Purchases of Equity Securities

The Company withholds shares upon the vesting of restricted stock grants to cover employee payroll and income

taxes. The following table sets forth the shares that were withheld by month during the fourth quarter of 2010.

Month

October

November

December

Total

Total Number of

Shares Withheld

Average Price

Paid per Share

10,499

2,187

-

12,686

$

$

$

$

11.94

11.22

-

11.82

Recent Sales of Unregistered Securities

None.

33

34

RON GILLIS joined the Company as Executive Vice President – Finance and Treasurer in October 2008.

Mr. Gillis served as Chief Financial Officer for VBV LLC from August 2007 to October 2008. From May 2005

until July 2007, he served as Chief Financial Officer of Renewable Products Marketing Group LLC, an ethanol

marketing company. Prior to that, Mr. Gillis served for over 20 years in senior financial management, control and

audit positions with ConAgra Foods Inc. in the commodity trading area, both domestic and international.

Mr. Gillis is a certified management accountant and holds an Honors Commerce degree from the University of

Manitoba.

MICHELLE MAPES was named Executive Vice President – General Counsel and Corporate Secretary in

November 2009 after joining the Company in September 2009 as its General Counsel. Prior to joining Green

Plains, Ms. Mapes was a Partner at Husch Blackwell Sanders, LLP, where for three years she focused her legal

practice nearly exclusively in renewable energy. Prior to that, she was Chief Administrative Officer and General

Counsel for HDM Corporation. Ms. Mapes served as Senior Vice President – Corporate Services and General

Counsel to Farm Credit Services of America from April 2000 to June 2005. Ms. Mapes holds a Juris Doctorate, a

Masters degree in Business Administration and a Bachelor of Science degree in Accounting and Finance, all

from the University of Nebraska – Lincoln.

MIKE ORGAS joined the Company as Executive Vice President – Commercial Operations in November

2008. Mr. Orgas has extensive experience in supply chain management, logistics, risk management, and strategic

planning. From May 2004 to October 2008, he served as the Director of Raw Materials Strategic Sourcing and

Risk Management for the Malt-O-Meal Company. From February 2003 to December 2003, Mr. Orgas was a

Partner in the Agribusiness/Food Practice of McCarthy & Company, an advisory services firm. Prior to that, he

served in various management capacities at ConAgra Foods, Inc. and at General Mills. Mr. Orgas has a Masters

degree in Business Management from the University of Montana and a Bachelor of Science degree in Business

Administration from the University of Minnesota.

EDGAR SEWARD joined the Company as Executive Vice President – Plant Operations in October 2008.

From May 2006 until October 2008, Mr. Seward served as the General Manager for Indiana Bio-Energy, LLC, a

subsidiary of VBV LLC, where he managed development of the Bluffton ethanol plant from its inception through

construction, staffing and operations. From January 2004 to April 2006, he served as a General Manager for

United Bio-Energy, LLC, where he managed development of and provided technical support for multiple dry

mill ethanol facilities. From October 2002 to December 2003, Mr. Seward served as a project manager for ICM,

Inc., where he was actively involved in the design and specifications for dry milling technologies and facilities.

Prior to that, he served in operations for a bio-technology business in the United Kingdom and in operations

management at Aventine Renewable Energy. Mr. Seward has a Masters degree in Business Administration from

the University of Illinois and a Bachelor of Science degree in Biology from Culver-Stockton College.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER

MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Our common stock trades under the symbol “GPRE” on The NASDAQ Global Market, or NASDAQ. The

following table sets forth, for the periods indicated, the high and low common stock sale prices as reported by
NASDAQ.

Year Ended December 31, 2010

High

Low

Three months ended December 31, 2010 (1)
Three months ended September 30, 2010
Three months ended June 30, 2010
Three months ended March 31, 2010

Year Ended December 31, 2009

Three months ended December 31, 2009
Three months ended September 30, 2009
Three months ended June 30, 2009
Three months ended March 31, 2009

$

$

13.64
12.35
16.25
17.97

High

16.00
8.28
9.45
3.29

$

$

10.53
8.12
10.12
11.23

Low

6.50
6.03
1.95
1.12

(1) The closing price of our common stock on December 31, 2010 was $11.26.

Holders of Record

As of December 31, 2010, as reported to us by our transfer agent, there were 1,791 holders of record of our
common stock, not including beneficial holders whose shares are held in names other than their own. This figure
does not include 14,404,210 shares held in depository trusts.

Dividend Policy

To date, we have not paid dividends on our common stock. The payment of dividends on our common stock

in the future, if any, is at the discretion of the Board of Directors and will depend upon our earnings, capital
requirements, financial condition and other factors our board views as relevant. The payment of dividends may
also effectively be limited by covenants in our subsidiaries’ loan agreements. Our board does not intend to
declare any dividends in the foreseeable future.

Issuer Purchases of Equity Securities

The Company withholds shares upon the vesting of restricted stock grants to cover employee payroll and income

taxes. The following table sets forth the shares that were withheld by month during the fourth quarter of 2010.

Month

October
November
December

Total

Total Number of
Shares Withheld

Average Price
Paid per Share

10,499
2,187
-

12,686

$
$
$

$

11.94
11.22
-

11.82

Recent Sales of Unregistered Securities

None.

33

34

Equity Compensation Plans

Performance Graph

The following table sets forth, as of December 31, 2010, certain information related to our compensation

plans under which shares of our common stock are authorized for issuance.

Plan Category

Equity compensation plans
approved by security holders (1)

Equity compensation plans not
approved by security holders (2)

Total

Number of Securities to
be Issued upon Exercise
of Outstanding
Options, Warrants and
Rights (a)

Weighted-Average
Exercise Price of
Outstanding
Options, Warrants
and Rights

Number of Securities Remaining
Available for Future Issuance
under Equity Compensation Plans
(Excluding Securities Reflected in
Column (a))

$

$

824,475

360,000

1,184,475

18.81

7.66

382,887

-

382,887

(1) The maximum number of shares that may be issued under the 2009 Equity Incentive Plan as option grants, restricted stock awards,
restricted stock units, stock appreciation rights, direct share issuances and other stock-based awards is 1,000,000 shares of our common stock,
which includes shares remaining under the 2007 Equity Incentive plan that were rolled in the 2009 Equity Incentive Plan on May 9, 2009.
Also included in the 2007 plan were 267,528 shares assumed in the October 2008 merger with VBV.

(2) In connection with the October 2008 merger with VBV, 150,000 fully-vested options were issued to Todd A. Becker on October 16, 2008
as an inducement grant pursuant to the Becker Employment Agreement. Grants were given to six individuals for a total of 260,000 options as
inducement to enter into employment arrangements with Green Plains. One-quarter of those options vested on the date of grant, with
one-quarter vesting on the same date in each of the three years thereafter.

$300

$250

$200

$150

$100

$50

$0

The following line-graph compares our cumulative stockholder return on an indexed basis with the

NASDAQ Composite Index (IXIC) and the NASDAQ Clean Edge Green Energy Index (CELS) for the two fiscal

years ended November 30, 2006 and 2007, for the 13-month period ended December 31, 2008, and for the years

ended December 31, 2009 and 2010. The graph assumes that the value of the investment in our common stock

and each index was $100 at November 30, 2005, the approximate date upon which we closed its first public

offering (at an initial public offering price of $10 per share), and that all dividends were reinvested.

COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*

Among Green Plains Renewable Energy, The NASDAQ Composite Index

And The NASDAQ Clean Edge Green Energy Index

11/05

11/06

11/07

12/08

12/09

12/10

Green Plains Renewable Energy

NASDAQ Composite

NASDAQ Clean Edge Green Energy

*$100 invested on 11/30/05 in stock or index, including reinvestment of dividends.

Fiscal year ending December 31.

Green Plains

NASDAQ Composite

NASDAQ Clean Edge

11/05

11/06

11/07

$ 100.00

$ 100.00

$ 227.10

$ 111.04

$ 100.00

$ 123.68

12/08

$ 18.40

$ 73.10

12/09

12/10

$ 148.70

$ 106.14

$ 112.60

$ 124.78

Green Energy

$ 100.00

$ 106.70

$ 170.90

$ 75.80

$ 109.25

$ 113.59

The information contained in the Performance Graph will not be deemed to be soliciting material or to be

filed with the SEC, nor will such information be incorporated by reference into any future filing under the

Securities Act of 1933, as amended, or the Securities Act, or under the Securities Exchange Act of 1934, except

to the extent that we specifically incorporate it by reference into any such filing.

ITEM 6. SELECTED FINANCIAL DATA.

The following selected financial data have been derived from our consolidated financial statements. The

statement of operations for the years ended December 31, 2010 and 2009 and for the nine-month transition

period ended December 31, 2008, and the balance sheet data as of December 31, 2010 and 2009 in the table are

derived from and should be read in conjunction with our audited consolidated financial statements, including

accompanying notes included elsewhere in this report. The statement of operations for the fiscal year ended

35

36

Equity Compensation Plans

Performance Graph

The following table sets forth, as of December 31, 2010, certain information related to our compensation

plans under which shares of our common stock are authorized for issuance.

Plan Category

Equity compensation plans

approved by security holders (1)

Equity compensation plans not

approved by security holders (2)

Total

Number of Securities to

be Issued upon Exercise

of Outstanding

Weighted-Average

Exercise Price of

Outstanding

Options, Warrants and

Options, Warrants

Rights (a)

and Rights

Number of Securities Remaining

Available for Future Issuance

under Equity Compensation Plans

(Excluding Securities Reflected in

Column (a))

$

$

824,475

360,000

1,184,475

18.81

7.66

382,887

-

382,887

(1) The maximum number of shares that may be issued under the 2009 Equity Incentive Plan as option grants, restricted stock awards,

restricted stock units, stock appreciation rights, direct share issuances and other stock-based awards is 1,000,000 shares of our common stock,

which includes shares remaining under the 2007 Equity Incentive plan that were rolled in the 2009 Equity Incentive Plan on May 9, 2009.

Also included in the 2007 plan were 267,528 shares assumed in the October 2008 merger with VBV.

(2) In connection with the October 2008 merger with VBV, 150,000 fully-vested options were issued to Todd A. Becker on October 16, 2008

as an inducement grant pursuant to the Becker Employment Agreement. Grants were given to six individuals for a total of 260,000 options as

inducement to enter into employment arrangements with Green Plains. One-quarter of those options vested on the date of grant, with

one-quarter vesting on the same date in each of the three years thereafter.

The following line-graph compares our cumulative stockholder return on an indexed basis with the

NASDAQ Composite Index (IXIC) and the NASDAQ Clean Edge Green Energy Index (CELS) for the two fiscal
years ended November 30, 2006 and 2007, for the 13-month period ended December 31, 2008, and for the years
ended December 31, 2009 and 2010. The graph assumes that the value of the investment in our common stock
and each index was $100 at November 30, 2005, the approximate date upon which we closed its first public
offering (at an initial public offering price of $10 per share), and that all dividends were reinvested.

COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
Among Green Plains Renewable Energy, The NASDAQ Composite Index
And The NASDAQ Clean Edge Green Energy Index

$300

$250

$200

$150

$100

$50

$0

11/05

11/06

11/07

12/08

12/09

12/10

Green Plains Renewable Energy

NASDAQ Composite

NASDAQ Clean Edge Green Energy

*$100 invested on 11/30/05 in stock or index, including reinvestment of dividends.
Fiscal year ending December 31.

Green Plains
NASDAQ Composite
NASDAQ Clean Edge

11/05

11/06

11/07

$ 100.00
$ 100.00

$ 227.10
$ 111.04

$ 100.00
$ 123.68

12/08

$ 18.40
$ 73.10

12/09

12/10

$ 148.70
$ 106.14

$ 112.60
$ 124.78

Green Energy

$ 100.00

$ 106.70

$ 170.90

$ 75.80

$ 109.25

$ 113.59

The information contained in the Performance Graph will not be deemed to be soliciting material or to be

filed with the SEC, nor will such information be incorporated by reference into any future filing under the
Securities Act of 1933, as amended, or the Securities Act, or under the Securities Exchange Act of 1934, except
to the extent that we specifically incorporate it by reference into any such filing.

ITEM 6. SELECTED FINANCIAL DATA.

The following selected financial data have been derived from our consolidated financial statements. The

statement of operations for the years ended December 31, 2010 and 2009 and for the nine-month transition
period ended December 31, 2008, and the balance sheet data as of December 31, 2010 and 2009 in the table are
derived from and should be read in conjunction with our audited consolidated financial statements, including
accompanying notes included elsewhere in this report. The statement of operations for the fiscal year ended

35

36

March 31, 2008 and for the period from September 29, 2006 (date of inception) to March 31, 2007 and the
balance sheet data as of December 31, 2008 and March 31, 2008 and 2007 were derived from our audited
financial statements not included in this report, which also contains a description of a number of matters that
materially affect the comparability of the periods presented. This data should be read together with Item 7 –
Management’s Discussion and Analysis of Financial Condition and Results of Operations of this report. The
financial information below is not necessarily indicative of results to be expected for any future period. Future
results could differ materially from historical results due to many factors, including those discussed in Item 1A –
Risk Factors of this report.

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008 (1)

Year Ended
March 31,
2008 (1)

Period from
September 29,
2006 (Date of
Inception) to
March 31,
2007 (1)

Statement of Operations Data:
(in thousands, except per share

information)
Revenues
Cost of goods sold
Gross profit
Selling, general and administrative

expenses

Operating income (loss)
Total other income (expense)
Net income (loss)
Net income (loss) attributable to

Green Plains

Earnings (loss) per share

attributable to Green Plains:
Basic
Diluted

Other Data:

EBITDA (unaudited and in

thousands) (2)

Balance Sheet Data (in thousands):

Cash and cash equivalents
Current assets
Total assets
Current liabilities
Long-term debt
Total liabilities
Stockholders’ equity

$

2,132,968
1,981,396
151,572

$

1,304,174
1,221,745
82,429

$

188,758
175,444
13,314

60,467
91,105
(25,054)
48,162

44,923
37,506
(17,261)
20,154

48,012

19,790

18,467
(5,153)
(2,896)
(8,049)

(6,897)

$
$

$

$

1.55
1.51

$
$

0.79
0.79

$
$

(0.56)
(0.56)

129,550

$

67,707

601

2010

233,205
638,773
1,429,866
374,590
527,900
932,224
497,642

December 31,
2009

$

89,779
252,446
878,081
174,332
388,573
567,373
310,708

$

2008

62,294
190,797
693,263
108,446
299,011
413,278
279,985

$

$
$

$

$

$

-
-
-

5,423
(5,423)
1,423
(4,000)

(3,520)

-
-
-

1,421
(1,421)
1,351
(70)

(42)

(0.47)
(0.47)

$
$

(0.01)
(0.01)

(3,980)

$

(67)

March 31,

2008

2007

$

538
5,285
254,175
26,856
80,711
107,567
107,986

87,466
89,070
175,454
2,085
64,845
27,829
108,523

(1) The October 15, 2008 merger with VBV, LLC was accounted for as a reverse acquisition. Although VBV was considered the
acquiring entity for accounting purposes, the merger was structured so that VBV became our wholly-owned subsidiary. As a result,
our assets and liabilities as of October 15, 2008, the date of the merger closing, were incorporated into VBV’s balance sheet based on
the fair values of the net assets, which equaled the consideration paid in the merger. U.S. generally accepted accounting principles, or
GAAP, also requires an allocation of the acquisition consideration to individual assets and liabilities including tangible assets,
financial assets, separately-recognized intangible assets and goodwill.
Pursuant to reverse merger accounting rules, our consolidated financial statements and results of operations for the nine-month
transition period ended December 31, 2008, the year ended March 31, 2008 and the period from September 29, 2006 (date of
inception) to March 31, 2007 reflect the historical financial results of VBV and its subsidiaries for these periods, along with the
acquired fair value of our assets and liabilities as of October 15, 2008 and our financial results since October 15, 2008.

(2) Management uses earnings before interest, income taxes, noncontrolling interests, depreciation and amortization, or EBITDA, to

compare the financial performance of our business segments and to internally manage those segments. Management believes that

EBITDA provides useful information to investors as a measure of comparison with peer and other companies. EBITDA should not be

considered an alternative to, or more meaningful than, net income or cash flow as determined in accordance with generally accepted

accounting principles. EBITDA calculations may vary from company to company. Accordingly, our computation of EBITDA may

not be comparable with a similarly titled measure of another company. The following sets forth the reconciliation of net income to

EBITDA for the periods indicated (in thousands):

Year Ended

December 31,

Year Ended

December 31,

2010

2009

Nine-Month

Transition

Period Ended

December 31,

2008

Year Ended

March 31,

2008

Period from

September 29,

2006 (Date of

Inception) to

March 31,

2007

Net income (loss) attributable to Green

Plains

Interest expense

Depreciation and amortization

Net income (loss) attributable to

noncontrolling interests

Income taxes

EBITDA

$

$

$

(6,897)

$

(3,520)

$

48,012

24,668

38,831

150

17,889

19,790

18,049

29,413

364

91

3,933

4,717

(1,152)

-

-

20

(480)

-

$

129,550

$

67,707

$

601

$

(3,980)

$

(42)

-

3

-

(28)

(67)

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS.

The following discussion and analysis provides information which management believes is relevant to an

assessment and understanding of our consolidated financial condition and results of operations. This discussion

should be read in conjunction with the consolidated financial statements included herewith and notes to the

consolidated financial statements thereto and the risk factors contained herein.

General

Overview

We were formed in June 2004, incurring development costs until our first two plants were completed. Our

plant in Shenandoah, Iowa commenced operations in August 2007 and our plant in Superior, Iowa commenced

operations in July 2008. To complement and enhance our ethanol production facilities, in April 2008, we

acquired Great Lakes Cooperative, a full-service farm cooperative in northwestern Iowa and southwestern

Minnesota. As a result of our October 2008 merger with VBV LLC, we acquired two additional ethanol plants,

located in Bluffton, Indiana and Obion, Tennessee. Operations commenced at the Bluffton and Obion plants in

September 2008 and November 2008, respectively. In January 2009, we acquired a majority interest in Blendstar.

In July 2009, we acquired two limited liability companies that owned ethanol plants in Central City and Ord,

Nebraska that added expected operating capacity totaling 150 mmgy. In April 2010, we acquired five grain

elevators with federally licensed grain storage capacity of 11.7 million bushels, all located in western Tennessee,

within 50 miles of our Obion ethanol plant. In October 2010, we acquired Global Ethanol, LLC, which has two

operating ethanol plants with a combined annual production capacity of approximately 160 million gallons. In

February 2011, our bid to acquire an ethanol plant in Minnesota with approximately 55 mmgy of total ethanol

production capacity was accepted by the bankruptcy court overseeing the auction process. We expect to close this

acquisition in March 2011. The expected impact of this transaction has not been included in our discussion below

as the transaction had not closed as of the date of this filing.

We are a leading, vertically-integrated producer, marketer and distributer of ethanol. We focus on

generating stable operating margins through our diversified business segments and our risk management strategy.

We believe that owning and operating assets throughout the ethanol value chain enables us to mitigate changes in

commodity prices and differentiates us from companies focused only on ethanol production. Today, we have

37

38

March 31, 2008 and for the period from September 29, 2006 (date of inception) to March 31, 2007 and the

balance sheet data as of December 31, 2008 and March 31, 2008 and 2007 were derived from our audited

financial statements not included in this report, which also contains a description of a number of matters that

materially affect the comparability of the periods presented. This data should be read together with Item 7 –

Management’s Discussion and Analysis of Financial Condition and Results of Operations of this report. The

financial information below is not necessarily indicative of results to be expected for any future period. Future

results could differ materially from historical results due to many factors, including those discussed in Item 1A –

Risk Factors of this report.

Year Ended

December 31,

Year Ended

December 31,

2010

2009

Nine-Month

Transition

Period Ended

December 31,

2008 (1)

Year Ended

March 31,

2008 (1)

Period from

September 29,

2006 (Date of

Inception) to

March 31,

2007 (1)

Statement of Operations Data:

(in thousands, except per share

information)

Revenues

Cost of goods sold

Gross profit

Selling, general and administrative

expenses

Operating income (loss)

Total other income (expense)

Net income (loss)

Net income (loss) attributable to

Green Plains

Earnings (loss) per share

attributable to Green Plains:

Basic

Diluted

Other Data:

EBITDA (unaudited and in

thousands) (2)

$

$

$

$

$

$

$

$

2,132,968

1,981,396

151,572

$

1,304,174

1,221,745

82,429

60,467

91,105

(25,054)

48,162

44,923

37,506

(17,261)

20,154

48,012

19,790

188,758

175,444

13,314

18,467

(5,153)

(2,896)

(8,049)

(6,897)

-

-

-

5,423

(5,423)

1,423

(4,000)

(3,520)

-

-

-

1,421

(1,421)

1,351

(70)

(42)

1.55

1.51

$

$

0.79

0.79

$

$

(0.56)

(0.56)

(0.47)

(0.47)

$

$

(0.01)

(0.01)

$

$

$

$

Balance Sheet Data (in thousands):

2010

2009

2008

2008

2007

Cash and cash equivalents

$

$

129,550

$

67,707

601

(3,980)

$

(67)

December 31,

89,779

252,446

878,081

174,332

388,573

567,373

310,708

233,205

638,773

1,429,866

374,590

527,900

932,224

497,642

March 31,

$

62,294

190,797

693,263

108,446

299,011

413,278

279,985

538

5,285

254,175

26,856

80,711

107,567

107,986

87,466

89,070

175,454

2,085

64,845

27,829

108,523

Current assets

Total assets

Current liabilities

Long-term debt

Total liabilities

Stockholders’ equity

(1) The October 15, 2008 merger with VBV, LLC was accounted for as a reverse acquisition. Although VBV was considered the

acquiring entity for accounting purposes, the merger was structured so that VBV became our wholly-owned subsidiary. As a result,

our assets and liabilities as of October 15, 2008, the date of the merger closing, were incorporated into VBV’s balance sheet based on

the fair values of the net assets, which equaled the consideration paid in the merger. U.S. generally accepted accounting principles, or

GAAP, also requires an allocation of the acquisition consideration to individual assets and liabilities including tangible assets,

financial assets, separately-recognized intangible assets and goodwill.

Pursuant to reverse merger accounting rules, our consolidated financial statements and results of operations for the nine-month

transition period ended December 31, 2008, the year ended March 31, 2008 and the period from September 29, 2006 (date of

inception) to March 31, 2007 reflect the historical financial results of VBV and its subsidiaries for these periods, along with the

acquired fair value of our assets and liabilities as of October 15, 2008 and our financial results since October 15, 2008.

(2) Management uses earnings before interest, income taxes, noncontrolling interests, depreciation and amortization, or EBITDA, to
compare the financial performance of our business segments and to internally manage those segments. Management believes that
EBITDA provides useful information to investors as a measure of comparison with peer and other companies. EBITDA should not be
considered an alternative to, or more meaningful than, net income or cash flow as determined in accordance with generally accepted
accounting principles. EBITDA calculations may vary from company to company. Accordingly, our computation of EBITDA may
not be comparable with a similarly titled measure of another company. The following sets forth the reconciliation of net income to
EBITDA for the periods indicated (in thousands):

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008

Year Ended
March 31,
2008

Period from
September 29,
2006 (Date of
Inception) to
March 31,
2007

Net income (loss) attributable to Green

Plains

$

Interest expense
Depreciation and amortization
Net income (loss) attributable to

noncontrolling interests

Income taxes

EBITDA

48,012
24,668
38,831

150
17,889

$

$

19,790
18,049
29,413

364
91

(6,897)
3,933
4,717

(1,152)
-

$

$

(3,520)
-
20

(480)
-

$

129,550

$

67,707

$

601

$

(3,980)

$

(42)
-
3

(28)
-

(67)

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND

RESULTS OF OPERATIONS.

General

The following discussion and analysis provides information which management believes is relevant to an
assessment and understanding of our consolidated financial condition and results of operations. This discussion
should be read in conjunction with the consolidated financial statements included herewith and notes to the
consolidated financial statements thereto and the risk factors contained herein.

Overview

We were formed in June 2004, incurring development costs until our first two plants were completed. Our
plant in Shenandoah, Iowa commenced operations in August 2007 and our plant in Superior, Iowa commenced
operations in July 2008. To complement and enhance our ethanol production facilities, in April 2008, we
acquired Great Lakes Cooperative, a full-service farm cooperative in northwestern Iowa and southwestern
Minnesota. As a result of our October 2008 merger with VBV LLC, we acquired two additional ethanol plants,
located in Bluffton, Indiana and Obion, Tennessee. Operations commenced at the Bluffton and Obion plants in
September 2008 and November 2008, respectively. In January 2009, we acquired a majority interest in Blendstar.
In July 2009, we acquired two limited liability companies that owned ethanol plants in Central City and Ord,
Nebraska that added expected operating capacity totaling 150 mmgy. In April 2010, we acquired five grain
elevators with federally licensed grain storage capacity of 11.7 million bushels, all located in western Tennessee,
within 50 miles of our Obion ethanol plant. In October 2010, we acquired Global Ethanol, LLC, which has two
operating ethanol plants with a combined annual production capacity of approximately 160 million gallons. In
February 2011, our bid to acquire an ethanol plant in Minnesota with approximately 55 mmgy of total ethanol
production capacity was accepted by the bankruptcy court overseeing the auction process. We expect to close this
acquisition in March 2011. The expected impact of this transaction has not been included in our discussion below
as the transaction had not closed as of the date of this filing.

We are a leading, vertically-integrated producer, marketer and distributer of ethanol. We focus on

generating stable operating margins through our diversified business segments and our risk management strategy.
We believe that owning and operating assets throughout the ethanol value chain enables us to mitigate changes in
commodity prices and differentiates us from companies focused only on ethanol production. Today, we have

37

38

operations throughout the ethanol value chain, beginning upstream with our agronomy and grain handling
operations, continuing through our approximately 680 million gallons per year, or mmgy, of ethanol production
capacity and ending downstream with our ethanol marketing, distribution and blending facilities.

extraction systems at our Lakota, Obion, Ord and Riga plants. Because the value of the corn oil as an extracted

product is currently greater than its value as a component of distillers grains, we believe the implementation of

corn oil extraction at our plants will provide a new revenue stream with greater value-added economics.

Our management reviews our operations in three separate operating segments:

Industry Factors Affecting our Results of Operations

•

•

Ethanol Production. At December 31, 2010, we operated a total of eight ethanol plants in Indiana,
Iowa, Michigan, Nebraska and Tennessee, with approximately 680 mmgy of total ethanol production
capacity. At capacity, these plants collectively will consume approximately 245 million bushels of corn
and produce approximately 2.0 million tons of distillers grains annually.

Agribusiness. We operate three lines of business within our agribusiness segment: bulk grain,
agronomy and petroleum. In our bulk grain business, we have 13 grain elevators with approximately
31.4 million bushels of total storage capacity. We sell fertilizer and other agricultural inputs and
provide application services to area producers, through our agronomy business. Additionally, we sell
petroleum products including diesel, soydiesel, blended gasoline and propane, primarily to agricultural
producers and consumers. We believe our bulk grain business provides synergies with our ethanol
production segment as it supplies a portion of the feedstock for our ethanol plants.

• Marketing and Distribution. Our in-house, fee-based marketing business is responsible for the sales,

marketing and distribution of all ethanol, distillers grains and corn oil produced at our eight plants. We
also market and distribute ethanol for third-party ethanol producers with expected production totaling
approximately 360 mmgy. Additionally, we hold a majority interest in Blendstar, LLC, which operates
nine blending or terminaling facilities with approximately 495 mmgy of total throughput capacity in
seven states in the south central United States.

We intend to continue to take a disciplined approach in evaluating new opportunities related to potential

acquisition of additional ethanol plants by considering whether the plants fit within the design, engineering and
geographic criteria we have developed. In our marketing and distribution segment, our strategy is to renew
existing marketing contracts, as well as enter new contracts with other ethanol producers. In October 2010, we
entered into a multi-year renewal of one of these ethanol marketing agreements, which involves expected
production of approximately 140 mmgy. Conversely, one of these marketing contracts, with expected production
of 110 mmgy, will terminate effective May 1, 2011. We also intend to pursue opportunities to develop or acquire
additional grain elevators and agronomy businesses, specifically those located near our ethanol plants. We
believe that owning additional agribusiness operations in close proximity to our ethanol plants enables us to
strengthen relationships with local corn producers, allowing us to source corn more effectively and at a lower
average cost. We also plan to continue to grow our downstream access to customers and are actively looking at
new marketing opportunities with other ethanol producers.

We continue our support of the BioProcess Algae joint venture, which is focused on developing technology

to grow and harvest algae, which consume carbon dioxide, in commercially viable quantities. Construction of
Phase II, which began during the third quarter of 2010, was completed and the Grower Harvesters bioreactors
were successfully started up in January 2011. Phase II allows for verification of growth rates, energy balances
and operating expenses, which are considered to be some of the key steps to commercialization. The Iowa Power
Fund awarded BioProcess Algae an additional grant of $2.0 million to continue the research and development of
the Grower Harvester technology. The remaining cost of the Phase II project is being shared by the joint venture
partners. As part of the Phase II funding, we increased our ownership in BioProcess Algae to 35%.

Recently, we began implementing corn oil extraction technology at our six legacy ethanol plants. The corn

oil system is designed to extract non-edible corn oil from the whole stillage process immediately prior to
production of distillers grains. Industrial uses for corn oil include feedstock for biodiesel, livestock feed
additives, rubber substitutes, rust preventatives, inks, textiles, soaps and insecticides. We expect the
implementation of corn oil extraction at our plants will cost us approximately $18.0 million in the aggregate with
completion by the end of the second quarter of 2011. At December 31, 2010, we were operating corn oil

Variability of Commodity Prices. Our operations and our industry are highly dependent on commodity

prices, especially prices for corn, ethanol, distillers grains and natural gas. Because the market prices of these

commodities are not always correlated, at times ethanol production may be unprofitable. As commodity price

volatility poses a significant threat to our margin structure, we have developed a risk management

strategy focused on locking in favorable operating margins. We continually monitor market prices of corn,

natural gas and other input costs relative to the prices for ethanol and distillers grains at each of our production

facilities. We create offsetting positions by using a combination of derivative instruments, fixed-price purchases

and sales contracts, or a combination of strategies within strict limits. Our primary focus is not to manage general

price movements of individual commodities, for example to minimize the cost of corn consumed, but rather to

lock in favorable profit margins whenever possible. By using a variety of risk management tools and hedging

strategies, including our internally-developed real-time margin management system, we believe we are able to

maintain a disciplined approach to risk.

Reduced Availability of Capital. Some ethanol producers have faced financial distress over the past few

years, culminating with bankruptcy filings by several companies. This, in combination with continued volatility

in the capital markets has resulted in reduced availability of capital for the ethanol industry generally. In this

market environment, we may experience limited access to incremental financing.

Legislation. Federal and state governments have enacted numerous policies, incentives and subsidies to

encourage the usage of domestically-produced alternative fuel solutions. Passed in 2007 as part of the Energy

Independence and Security Act, a federal Renewable Fuels Standard, or RFS, has been and we expect will

continue to be a driving factor in the growth of ethanol usage. To further drive growth in the increased adoption

of ethanol, Growth Energy, an ethanol industry trade association, and a number of ethanol producers requested a

waiver from the EPA to increase the allowable amount of ethanol blended into gasoline from the current 10%

level, or E10, to a 15% level, or E15. In October 2010, the EPA approved E15 for use in model year 2007 and

newer model passenger vehicles, including cars, SUVs, and light pickup truck. In January 2011, the EPA ruled

that E15 was also approved for use in model year 2001 to 2006 passenger vehicles. Another major benefit to the

industry is the blender’s credit, which allows gasoline distributors who blend ethanol with gasoline to receive a

federal excise tax credit of $0.45 per gallon of pure ethanol used, or $0.045 per gallon for E10 and $0.3825 per

gallon for E85. Currently, the blender’s credit is set to expire December 31, 2011. There can be no assurances

that the blenders’ credit will be extended at the end of 2011.

On July 21, 2010, President Obama signed the Dodd-Frank Wall Street Reform and Consumer Protection

Act, or the Reform Act, which, among other things, aims to improve transparency and accountability in

derivative markets. While the Reform Act increases the regulatory authority of the Commodity Futures Trading

Commission, or CFTC, regarding over-the-counter derivatives, there is uncertainty on several issues related to

market clearing, definitions of market participants, reporting, and capital requirements. While many details

remain to be addressed in CFTC rulemaking proceedings, at this time we do not anticipate any material impact to

our risk management strategy.

Critical Accounting Policies and Estimates

This disclosure is based upon our consolidated financial statements, which have been prepared in

accordance with accounting principles generally accepted in the United States. The preparation of these financial

statements requires that we make estimates and assumptions that affect the reported amounts of assets, liabilities,

revenues and expenses, and related disclosure of contingent assets and liabilities. We base our estimates on

39

40

operations throughout the ethanol value chain, beginning upstream with our agronomy and grain handling

operations, continuing through our approximately 680 million gallons per year, or mmgy, of ethanol production

capacity and ending downstream with our ethanol marketing, distribution and blending facilities.

extraction systems at our Lakota, Obion, Ord and Riga plants. Because the value of the corn oil as an extracted
product is currently greater than its value as a component of distillers grains, we believe the implementation of
corn oil extraction at our plants will provide a new revenue stream with greater value-added economics.

Our management reviews our operations in three separate operating segments:

Industry Factors Affecting our Results of Operations

•

•

Ethanol Production. At December 31, 2010, we operated a total of eight ethanol plants in Indiana,

Iowa, Michigan, Nebraska and Tennessee, with approximately 680 mmgy of total ethanol production

capacity. At capacity, these plants collectively will consume approximately 245 million bushels of corn

and produce approximately 2.0 million tons of distillers grains annually.

Agribusiness. We operate three lines of business within our agribusiness segment: bulk grain,

agronomy and petroleum. In our bulk grain business, we have 13 grain elevators with approximately

31.4 million bushels of total storage capacity. We sell fertilizer and other agricultural inputs and

provide application services to area producers, through our agronomy business. Additionally, we sell

petroleum products including diesel, soydiesel, blended gasoline and propane, primarily to agricultural

producers and consumers. We believe our bulk grain business provides synergies with our ethanol

production segment as it supplies a portion of the feedstock for our ethanol plants.

• Marketing and Distribution. Our in-house, fee-based marketing business is responsible for the sales,

marketing and distribution of all ethanol, distillers grains and corn oil produced at our eight plants. We

also market and distribute ethanol for third-party ethanol producers with expected production totaling

approximately 360 mmgy. Additionally, we hold a majority interest in Blendstar, LLC, which operates

nine blending or terminaling facilities with approximately 495 mmgy of total throughput capacity in

seven states in the south central United States.

We intend to continue to take a disciplined approach in evaluating new opportunities related to potential

acquisition of additional ethanol plants by considering whether the plants fit within the design, engineering and

geographic criteria we have developed. In our marketing and distribution segment, our strategy is to renew

existing marketing contracts, as well as enter new contracts with other ethanol producers. In October 2010, we

entered into a multi-year renewal of one of these ethanol marketing agreements, which involves expected

production of approximately 140 mmgy. Conversely, one of these marketing contracts, with expected production

of 110 mmgy, will terminate effective May 1, 2011. We also intend to pursue opportunities to develop or acquire

additional grain elevators and agronomy businesses, specifically those located near our ethanol plants. We

believe that owning additional agribusiness operations in close proximity to our ethanol plants enables us to

strengthen relationships with local corn producers, allowing us to source corn more effectively and at a lower

average cost. We also plan to continue to grow our downstream access to customers and are actively looking at

new marketing opportunities with other ethanol producers.

We continue our support of the BioProcess Algae joint venture, which is focused on developing technology

to grow and harvest algae, which consume carbon dioxide, in commercially viable quantities. Construction of

Phase II, which began during the third quarter of 2010, was completed and the Grower Harvesters bioreactors

were successfully started up in January 2011. Phase II allows for verification of growth rates, energy balances

and operating expenses, which are considered to be some of the key steps to commercialization. The Iowa Power

Fund awarded BioProcess Algae an additional grant of $2.0 million to continue the research and development of

the Grower Harvester technology. The remaining cost of the Phase II project is being shared by the joint venture

partners. As part of the Phase II funding, we increased our ownership in BioProcess Algae to 35%.

oil system is designed to extract non-edible corn oil from the whole stillage process immediately prior to

production of distillers grains. Industrial uses for corn oil include feedstock for biodiesel, livestock feed

additives, rubber substitutes, rust preventatives, inks, textiles, soaps and insecticides. We expect the

implementation of corn oil extraction at our plants will cost us approximately $18.0 million in the aggregate with

completion by the end of the second quarter of 2011. At December 31, 2010, we were operating corn oil

Variability of Commodity Prices. Our operations and our industry are highly dependent on commodity

prices, especially prices for corn, ethanol, distillers grains and natural gas. Because the market prices of these
commodities are not always correlated, at times ethanol production may be unprofitable. As commodity price
volatility poses a significant threat to our margin structure, we have developed a risk management
strategy focused on locking in favorable operating margins. We continually monitor market prices of corn,
natural gas and other input costs relative to the prices for ethanol and distillers grains at each of our production
facilities. We create offsetting positions by using a combination of derivative instruments, fixed-price purchases
and sales contracts, or a combination of strategies within strict limits. Our primary focus is not to manage general
price movements of individual commodities, for example to minimize the cost of corn consumed, but rather to
lock in favorable profit margins whenever possible. By using a variety of risk management tools and hedging
strategies, including our internally-developed real-time margin management system, we believe we are able to
maintain a disciplined approach to risk.

Reduced Availability of Capital. Some ethanol producers have faced financial distress over the past few
years, culminating with bankruptcy filings by several companies. This, in combination with continued volatility
in the capital markets has resulted in reduced availability of capital for the ethanol industry generally. In this
market environment, we may experience limited access to incremental financing.

Legislation. Federal and state governments have enacted numerous policies, incentives and subsidies to
encourage the usage of domestically-produced alternative fuel solutions. Passed in 2007 as part of the Energy
Independence and Security Act, a federal Renewable Fuels Standard, or RFS, has been and we expect will
continue to be a driving factor in the growth of ethanol usage. To further drive growth in the increased adoption
of ethanol, Growth Energy, an ethanol industry trade association, and a number of ethanol producers requested a
waiver from the EPA to increase the allowable amount of ethanol blended into gasoline from the current 10%
level, or E10, to a 15% level, or E15. In October 2010, the EPA approved E15 for use in model year 2007 and
newer model passenger vehicles, including cars, SUVs, and light pickup truck. In January 2011, the EPA ruled
that E15 was also approved for use in model year 2001 to 2006 passenger vehicles. Another major benefit to the
industry is the blender’s credit, which allows gasoline distributors who blend ethanol with gasoline to receive a
federal excise tax credit of $0.45 per gallon of pure ethanol used, or $0.045 per gallon for E10 and $0.3825 per
gallon for E85. Currently, the blender’s credit is set to expire December 31, 2011. There can be no assurances
that the blenders’ credit will be extended at the end of 2011.

On July 21, 2010, President Obama signed the Dodd-Frank Wall Street Reform and Consumer Protection

Act, or the Reform Act, which, among other things, aims to improve transparency and accountability in
derivative markets. While the Reform Act increases the regulatory authority of the Commodity Futures Trading
Commission, or CFTC, regarding over-the-counter derivatives, there is uncertainty on several issues related to
market clearing, definitions of market participants, reporting, and capital requirements. While many details
remain to be addressed in CFTC rulemaking proceedings, at this time we do not anticipate any material impact to
our risk management strategy.

Recently, we began implementing corn oil extraction technology at our six legacy ethanol plants. The corn

Critical Accounting Policies and Estimates

39

40

This disclosure is based upon our consolidated financial statements, which have been prepared in

accordance with accounting principles generally accepted in the United States. The preparation of these financial
statements requires that we make estimates and assumptions that affect the reported amounts of assets, liabilities,
revenues and expenses, and related disclosure of contingent assets and liabilities. We base our estimates on

historical experience and other assumptions that we believe are proper and reasonable under the circumstances.
We continually evaluate the appropriateness of estimates and assumptions used in the preparation of our
consolidated financial statements. Actual results could differ materially from those estimates. Key accounting
policies, including but not limited to those relating to revenue recognition, property and equipment, impairment
of long-lived assets and goodwill, derivative financial instruments, and accounting for income taxes, are
impacted significantly by judgments, assumptions and estimates used in the preparation of the consolidated
financial statements.

Revenue Recognition

We recognize revenue when all of the following criteria are satisfied: persuasive evidence of an
arrangement exists; risk of loss and title transfer to the customer; the price is fixed and determinable; and
collectability is reasonably assured. For sales of ethanol, corn oil and distillers grains, we recognize revenue
when title to the product and risk of loss transfer to an external customer.

We routinely enter into fixed-price, physical-delivery ethanol sales agreements. In certain instances, we

intend to settle the transaction by open market purchases of ethanol rather than by delivery from our own
production. These transactions are reported net as a component of revenues.

Revenue from sales of agricultural commodities, fertilizers and other similar products is recognized when
title to the product and risk of loss transfer to the customer, which is dependent on the agreed upon sales terms
with the customer. These sales terms provide for passage of title either at the time shipment is made or at the time
the commodity has been delivered to its destination and final weights, grades and settlement prices have been
agreed upon with the customer. Shipping and handling costs are recorded on a gross basis in the statements of
operations with amounts billed included in revenues and also as a component of cost of goods sold. Revenue
from grain storage is recognized as services are rendered. Revenue related to grain merchandising is recorded on
a gross basis.

Revenue related to our marketing operations for third parties is recorded on a gross basis in the consolidated
financial statements, as we take title to the product and assume risk of loss. Unearned revenue is reflected on our
consolidated balance sheet for goods in transit for which we have received payment and title has not been
transferred to the external customer. Revenue from ethanol transload and splash blending services is recognized
as these services are rendered.

Intercompany revenues are eliminated on a consolidated basis for reporting purposes.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Depreciation on our ethanol
production facilities, grain storage facilities, railroad track, computer equipment and software, office furniture
and equipment, vehicles, and other fixed assets has been provided on the straight-line method over the estimated
useful lives of the assets, which currently range from 3 to 40 years.

Land improvements are capitalized and depreciated. Expenditures for property betterments and renewals are

capitalized. Costs of repairs and maintenance are charged to expense as incurred.

We periodically evaluate whether events and circumstances have occurred that may warrant revision of the

estimated useful life of fixed assets, which is accounted for prospectively.

Impairment of Long-Lived Assets and Goodwill

Our long-lived assets consist of property and equipment. We review long-lived assets for impairment
whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be
recoverable. We measure recoverability of assets to be held and used by comparing the carrying amount of an

asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying

amount of an asset exceeds its estimated future cash flows, we record an impairment charge in the amount by

which the carrying amount of the asset exceeds the fair value of the asset.

Our goodwill consists of amounts relating to our acquisitions of Green Plains Ord, Green Plains Central City

and Green Plains Holdings II (formerly Global Ethanol), as well as our majority interest in Blendstar. We review

goodwill at an individual plant or subsidiary level for impairment at least annually, as of October 1, or more

frequently whenever events or changes in circumstances indicate that impairment may have occurred. We

perform a two-step impairment test to evaluate goodwill. Under the first step, we compare the estimated fair

value of the reporting unit with its carrying value (including goodwill). If the estimated fair value of the reporting

unit is less than its carrying value, we complete a second step to determine the amount of the goodwill

impairment that we should record. In the second step, we determine an implied fair value of the reporting unit’s

goodwill by allocating the reporting unit’s fair value to all of its assets and liabilities other than goodwill. We

compare the resulting implied fair value of the goodwill to the carrying amount and record an impairment charge

for the difference.

The reviews of long-lived assets and goodwill require making estimates regarding amount and timing of

projected cash flows to be generated by an asset or asset group over an extended period of time. Management

judgment regarding the existence of circumstances that indicate impairment is based on numerous potential

factors including, but not limited to, declines in operating cash flows, a decision to suspend operations at a plant

for an extended period of time, or industry trends. Significant management judgment is required in determining

the fair value of our long-lived assets and goodwill to measure impairment, including projections of future cash

flows. Fair value is determined through various valuation techniques including discounted cash flow models,

quoted market values and third-party independent appraisals, as considered necessary. Changes in estimates of

fair value could result in a write-down of the asset in a future period.

Derivative Financial Instruments

We use various financial instruments, including derivatives, to minimize the effects of the volatility of

commodity price changes primarily related to corn, natural gas and ethanol. We monitor and manage this

exposure as part of our overall risk management policy. As such, we seek to reduce the potentially adverse

effects that the volatility of these markets may have on our operating results. We may take hedging positions in

these commodities as one way to mitigate risk. We have put in place commodity price risk management

strategies that seek to reduce significant, unanticipated earnings fluctuations that may arise from volatility in

commodity prices, principally through the use of derivative instruments. While we attempt to link our hedging

activities to our purchase and sales activities, there are situations where these hedging activities can themselves

result in losses.

By using derivatives to hedge exposures to changes in commodity prices, we have exposures on these

derivatives to credit and market risk. We are exposed to credit risk that the counterparty might fail to fulfill its

performance obligations under the terms of the derivative contract. We minimize our credit risk by entering into

transactions with high quality counterparties, limiting the amount of financial exposure we have with each

counterparty and monitoring the financial condition of our counterparties. Market risk is the risk that the value of

the financial instrument might be adversely affected by a change in commodity prices or interest rates. We

manage market risk by incorporating monitoring parameters within our risk management strategy that limit the

types of derivative instruments and derivative strategies we use, and the degree of market risk that may be

undertaken by the use of derivative instruments.

We evaluate our contracts to determine whether the contracts are derivatives as certain derivative contracts

that involve physical delivery may be deemed normal purchases or normal sales as they will be expected to be

used or sold over a reasonable period in the normal course of business. Any derivative contracts that do not meet

the normal purchase or sales criteria are recorded at fair value with the unrealized gains and losses from the

change in fair value recorded in operating income unless the contracts qualify for hedge accounting treatment.

41

42

historical experience and other assumptions that we believe are proper and reasonable under the circumstances.

We continually evaluate the appropriateness of estimates and assumptions used in the preparation of our

consolidated financial statements. Actual results could differ materially from those estimates. Key accounting

policies, including but not limited to those relating to revenue recognition, property and equipment, impairment

of long-lived assets and goodwill, derivative financial instruments, and accounting for income taxes, are

impacted significantly by judgments, assumptions and estimates used in the preparation of the consolidated

financial statements.

Revenue Recognition

We recognize revenue when all of the following criteria are satisfied: persuasive evidence of an

arrangement exists; risk of loss and title transfer to the customer; the price is fixed and determinable; and

collectability is reasonably assured. For sales of ethanol, corn oil and distillers grains, we recognize revenue

when title to the product and risk of loss transfer to an external customer.

We routinely enter into fixed-price, physical-delivery ethanol sales agreements. In certain instances, we

intend to settle the transaction by open market purchases of ethanol rather than by delivery from our own

production. These transactions are reported net as a component of revenues.

Revenue from sales of agricultural commodities, fertilizers and other similar products is recognized when

title to the product and risk of loss transfer to the customer, which is dependent on the agreed upon sales terms

with the customer. These sales terms provide for passage of title either at the time shipment is made or at the time

the commodity has been delivered to its destination and final weights, grades and settlement prices have been

agreed upon with the customer. Shipping and handling costs are recorded on a gross basis in the statements of

operations with amounts billed included in revenues and also as a component of cost of goods sold. Revenue

from grain storage is recognized as services are rendered. Revenue related to grain merchandising is recorded on

a gross basis.

Revenue related to our marketing operations for third parties is recorded on a gross basis in the consolidated

financial statements, as we take title to the product and assume risk of loss. Unearned revenue is reflected on our

consolidated balance sheet for goods in transit for which we have received payment and title has not been

transferred to the external customer. Revenue from ethanol transload and splash blending services is recognized

as these services are rendered.

Intercompany revenues are eliminated on a consolidated basis for reporting purposes.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Depreciation on our ethanol

production facilities, grain storage facilities, railroad track, computer equipment and software, office furniture

and equipment, vehicles, and other fixed assets has been provided on the straight-line method over the estimated

useful lives of the assets, which currently range from 3 to 40 years.

Land improvements are capitalized and depreciated. Expenditures for property betterments and renewals are

capitalized. Costs of repairs and maintenance are charged to expense as incurred.

We periodically evaluate whether events and circumstances have occurred that may warrant revision of the

estimated useful life of fixed assets, which is accounted for prospectively.

Impairment of Long-Lived Assets and Goodwill

Our long-lived assets consist of property and equipment. We review long-lived assets for impairment

whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be

recoverable. We measure recoverability of assets to be held and used by comparing the carrying amount of an

asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying
amount of an asset exceeds its estimated future cash flows, we record an impairment charge in the amount by
which the carrying amount of the asset exceeds the fair value of the asset.

Our goodwill consists of amounts relating to our acquisitions of Green Plains Ord, Green Plains Central City
and Green Plains Holdings II (formerly Global Ethanol), as well as our majority interest in Blendstar. We review
goodwill at an individual plant or subsidiary level for impairment at least annually, as of October 1, or more
frequently whenever events or changes in circumstances indicate that impairment may have occurred. We
perform a two-step impairment test to evaluate goodwill. Under the first step, we compare the estimated fair
value of the reporting unit with its carrying value (including goodwill). If the estimated fair value of the reporting
unit is less than its carrying value, we complete a second step to determine the amount of the goodwill
impairment that we should record. In the second step, we determine an implied fair value of the reporting unit’s
goodwill by allocating the reporting unit’s fair value to all of its assets and liabilities other than goodwill. We
compare the resulting implied fair value of the goodwill to the carrying amount and record an impairment charge
for the difference.

The reviews of long-lived assets and goodwill require making estimates regarding amount and timing of
projected cash flows to be generated by an asset or asset group over an extended period of time. Management
judgment regarding the existence of circumstances that indicate impairment is based on numerous potential
factors including, but not limited to, declines in operating cash flows, a decision to suspend operations at a plant
for an extended period of time, or industry trends. Significant management judgment is required in determining
the fair value of our long-lived assets and goodwill to measure impairment, including projections of future cash
flows. Fair value is determined through various valuation techniques including discounted cash flow models,
quoted market values and third-party independent appraisals, as considered necessary. Changes in estimates of
fair value could result in a write-down of the asset in a future period.

Derivative Financial Instruments

We use various financial instruments, including derivatives, to minimize the effects of the volatility of

commodity price changes primarily related to corn, natural gas and ethanol. We monitor and manage this
exposure as part of our overall risk management policy. As such, we seek to reduce the potentially adverse
effects that the volatility of these markets may have on our operating results. We may take hedging positions in
these commodities as one way to mitigate risk. We have put in place commodity price risk management
strategies that seek to reduce significant, unanticipated earnings fluctuations that may arise from volatility in
commodity prices, principally through the use of derivative instruments. While we attempt to link our hedging
activities to our purchase and sales activities, there are situations where these hedging activities can themselves
result in losses.

By using derivatives to hedge exposures to changes in commodity prices, we have exposures on these
derivatives to credit and market risk. We are exposed to credit risk that the counterparty might fail to fulfill its
performance obligations under the terms of the derivative contract. We minimize our credit risk by entering into
transactions with high quality counterparties, limiting the amount of financial exposure we have with each
counterparty and monitoring the financial condition of our counterparties. Market risk is the risk that the value of
the financial instrument might be adversely affected by a change in commodity prices or interest rates. We
manage market risk by incorporating monitoring parameters within our risk management strategy that limit the
types of derivative instruments and derivative strategies we use, and the degree of market risk that may be
undertaken by the use of derivative instruments.

We evaluate our contracts to determine whether the contracts are derivatives as certain derivative contracts

that involve physical delivery may be deemed normal purchases or normal sales as they will be expected to be
used or sold over a reasonable period in the normal course of business. Any derivative contracts that do not meet
the normal purchase or sales criteria are recorded at fair value with the unrealized gains and losses from the
change in fair value recorded in operating income unless the contracts qualify for hedge accounting treatment.

41

42

Certain qualifying derivatives within our ethanol production segment are designed as cash flow hedges.

Prior to entering into cash flow hedges, we evaluate the derivative instrument to ascertain its effectiveness. For
cash flow hedges, any ineffectiveness is recognized in current period results, while other unrealized gains and
losses are reflected in accumulated other comprehensive income until gains and losses from the underlying
hedged transaction are realized. In the event that it becomes probable that a forecasted transaction will not occur,
we would discontinue cash flow hedge treatment, which would affect earnings. These derivative financial
instruments are recognized in other current assets or liabilities at fair value.

We use exchange-traded futures and options contracts to minimize the effects of changes in the prices of

agricultural commodities on our agribusiness grain inventories and forward purchase and sales contracts.
Exchange-traded futures and options contracts are valued at unadjusted prices in an active market. Commodity
inventories, forward purchase contracts and forward sale contracts are valued at market prices, where available,
or other market quotes adjusted for differences, primarily transportation, between the exchange-traded market
and the local markets on which the terms of the contracts are based. Changes in the fair value of grain
inventories, forward purchase and sale contracts, and exchange-traded futures and options contracts, are
recognized in earnings as a component of cost of goods sold. These contracts are predominantly settled in cash.
We are exposed to loss in the event of non-performance by the counter-party to forward purchase and forward
sales contracts.

Accounting for Income Taxes

Income taxes are accounted for under the asset and liability method in accordance with GAAP. Deferred tax

assets and liabilities are recognized for the future tax consequences attributable to differences between the
financial statement carrying amount of existing assets and liabilities and their respective tax basis and for net
operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax
rates expected to apply to taxable income in years in which those temporary differences are expected to be
recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in
operations in the period that includes the enactment date. The realization of deferred tax assets is dependent upon
the generation of future taxable income during the periods in which temporary differences become deductible.
Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax
planning strategies in making this assessment. Management’s evaluation of the need for a valuation allowance
must consider positive and negative evidence, and the weight given to the potential effects of such positive and
negative evidence is based on the extent to which it can be objectively verified.

Related to accounting for uncertainty in income taxes, we follow a process by which the likelihood of a tax
position is gauged based upon the technical merits of the position, perform a subsequent measurement related to
the maximum benefit and the degree of likelihood, and determine the amount of benefit to be recognized in the
financial statements, if any.

Recently Issued Accounting Pronouncements

Effective March 31, 2010, we adopted the first phase of the Financial Accounting Standards Board’s
amended guidance in Accounting Standards Codification, or ASC, Topic 820, “Fair Value Measurements and
Disclosures,” which requires us to disclose the amounts and reasons for significant transfers between Levels 1
and 2 in the fair value hierarchy as well as reasons for any transfers in or out of Level 3. The amended guidance
also requires us to provide fair value measurement disclosures for each class of assets and liabilities and disclose
information about both the valuation techniques and inputs used in estimating Level 2 and Level 3 fair value
measurements. The adoption of this amendment required expanded disclosure in the notes to our consolidated
financial statements but did not impact our financial results.

regarding purchases, sales, issuances and settlements on a gross basis, with a separate reconciliation for assets

and liabilities. We do not expect an impact from this guidance as we currently do not have any Level 3

measurements. Adoption of this guidance in the future could require expanded disclosure in the notes to our

consolidated financial statements but would not impact our financial results.

Off-Balance Sheet Arrangements

Components of Revenues and Expenses

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or

future material effect on our consolidated financial condition, results of operations or liquidity.

Revenues. In our ethanol production segment, our revenues are derived primarily from the sale of ethanol

and distillers grains, which is a co-product of the ethanol production process. In our agribusiness segment, the

sale of grain, fertilizer and petroleum products are our primary sources of revenue. In our marketing and

distribution segment, the sale of ethanol and distillers grains that we market for our eight ethanol plants and the

sale of ethanol we market for the ethanol plants owned by third parties represent our primary sources of revenue.

Within this segment, we also produce and market corn oil using extraction equipment installed, or in the process

of being installed during the first half of 2011, at each of our ethanol plants. Revenues also include net gains or

losses from derivatives.

Cost of Goods Sold. Cost of goods sold in our ethanol production segment includes costs for direct labor,

materials and certain plant overhead costs. Direct labor includes all compensation and related benefits of

non-management personnel involved in the operation of our ethanol plants. Plant overhead costs primarily

consist of plant utilities, plant depreciation and outbound freight charges. Our cost of goods sold is mainly

affected by the cost of ethanol, corn, natural gas and transportation. In this segment, corn is our most significant

raw material cost. We purchase natural gas to power steam generation in our ethanol production process and to

dry our distillers grains. Natural gas represents our second largest cost in this business segment. Cost of goods

sold also includes net gains or losses from derivatives.

Grain, fertilizer and petroleum acquisition costs represent the primary components of cost of goods sold in

our agribusiness segment. Grain inventories, forward purchase contracts and forward sale contracts are valued at

market prices, where available, or other market quotes adjusted for differences, primarily transportation, between

the exchange-traded market and the local markets on which the terms of the contracts are based. Changes in the

market value of grain inventories, forward purchase and sale contracts, and exchange-traded futures and options

contracts are recognized in earnings as a component of cost of goods sold.

In our marketing and distribution segment, purchases of ethanol and distillers grains represent the largest

components of cost of goods sold. Costs of corn oil production will become more significant in this segment as

we complete implementation of corn oil extraction technology at our ethanol plants. Transportation expense

represents an additional major component of our cost of goods sold in this segment. Transportation expense

includes rail car leases, freight and shipping of our ethanol and co-products, as well as costs incurred in storing

ethanol at destination terminals.

Selling, General and Administrative Expenses. Selling, general and administrative expenses are recognized

at the operating segment level, as well as at the corporate level. These expenses consist of employee salaries,

incentives and benefits; office expenses; board fees; and professional fees for accounting, legal, consulting, and

investor relations activities. Personnel costs, which include employee salaries, incentives and benefits, are the

largest single category of expenditures in selling, general and administrative expenses. We refer to selling,

general and administrative expenses that are not allocable to a segment as corporate activities.

Effective March 31, 2011, we will be required to adopt the second phase of the amended guidance in ASC

Topic 820 which requires us to disclose information in the reconciliation of recurring Level 3 measurements

Other Income (Expense). Other income (expense) includes interest earned, interest expense, amortization of

debt financing costs and other non-operating items.

43

44

Certain qualifying derivatives within our ethanol production segment are designed as cash flow hedges.

Prior to entering into cash flow hedges, we evaluate the derivative instrument to ascertain its effectiveness. For

cash flow hedges, any ineffectiveness is recognized in current period results, while other unrealized gains and

losses are reflected in accumulated other comprehensive income until gains and losses from the underlying

hedged transaction are realized. In the event that it becomes probable that a forecasted transaction will not occur,

we would discontinue cash flow hedge treatment, which would affect earnings. These derivative financial

instruments are recognized in other current assets or liabilities at fair value.

We use exchange-traded futures and options contracts to minimize the effects of changes in the prices of

agricultural commodities on our agribusiness grain inventories and forward purchase and sales contracts.

Exchange-traded futures and options contracts are valued at unadjusted prices in an active market. Commodity

inventories, forward purchase contracts and forward sale contracts are valued at market prices, where available,

or other market quotes adjusted for differences, primarily transportation, between the exchange-traded market

and the local markets on which the terms of the contracts are based. Changes in the fair value of grain

inventories, forward purchase and sale contracts, and exchange-traded futures and options contracts, are

recognized in earnings as a component of cost of goods sold. These contracts are predominantly settled in cash.

We are exposed to loss in the event of non-performance by the counter-party to forward purchase and forward

sales contracts.

Accounting for Income Taxes

Income taxes are accounted for under the asset and liability method in accordance with GAAP. Deferred tax

assets and liabilities are recognized for the future tax consequences attributable to differences between the

financial statement carrying amount of existing assets and liabilities and their respective tax basis and for net

operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax

rates expected to apply to taxable income in years in which those temporary differences are expected to be

recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in

operations in the period that includes the enactment date. The realization of deferred tax assets is dependent upon

the generation of future taxable income during the periods in which temporary differences become deductible.

Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax

planning strategies in making this assessment. Management’s evaluation of the need for a valuation allowance

must consider positive and negative evidence, and the weight given to the potential effects of such positive and

negative evidence is based on the extent to which it can be objectively verified.

Related to accounting for uncertainty in income taxes, we follow a process by which the likelihood of a tax

position is gauged based upon the technical merits of the position, perform a subsequent measurement related to

the maximum benefit and the degree of likelihood, and determine the amount of benefit to be recognized in the

financial statements, if any.

Recently Issued Accounting Pronouncements

Effective March 31, 2010, we adopted the first phase of the Financial Accounting Standards Board’s

amended guidance in Accounting Standards Codification, or ASC, Topic 820, “Fair Value Measurements and

Disclosures,” which requires us to disclose the amounts and reasons for significant transfers between Levels 1

and 2 in the fair value hierarchy as well as reasons for any transfers in or out of Level 3. The amended guidance

also requires us to provide fair value measurement disclosures for each class of assets and liabilities and disclose

information about both the valuation techniques and inputs used in estimating Level 2 and Level 3 fair value

measurements. The adoption of this amendment required expanded disclosure in the notes to our consolidated

financial statements but did not impact our financial results.

regarding purchases, sales, issuances and settlements on a gross basis, with a separate reconciliation for assets
and liabilities. We do not expect an impact from this guidance as we currently do not have any Level 3
measurements. Adoption of this guidance in the future could require expanded disclosure in the notes to our
consolidated financial statements but would not impact our financial results.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or

future material effect on our consolidated financial condition, results of operations or liquidity.

Components of Revenues and Expenses

Revenues. In our ethanol production segment, our revenues are derived primarily from the sale of ethanol
and distillers grains, which is a co-product of the ethanol production process. In our agribusiness segment, the
sale of grain, fertilizer and petroleum products are our primary sources of revenue. In our marketing and
distribution segment, the sale of ethanol and distillers grains that we market for our eight ethanol plants and the
sale of ethanol we market for the ethanol plants owned by third parties represent our primary sources of revenue.
Within this segment, we also produce and market corn oil using extraction equipment installed, or in the process
of being installed during the first half of 2011, at each of our ethanol plants. Revenues also include net gains or
losses from derivatives.

Cost of Goods Sold. Cost of goods sold in our ethanol production segment includes costs for direct labor,

materials and certain plant overhead costs. Direct labor includes all compensation and related benefits of
non-management personnel involved in the operation of our ethanol plants. Plant overhead costs primarily
consist of plant utilities, plant depreciation and outbound freight charges. Our cost of goods sold is mainly
affected by the cost of ethanol, corn, natural gas and transportation. In this segment, corn is our most significant
raw material cost. We purchase natural gas to power steam generation in our ethanol production process and to
dry our distillers grains. Natural gas represents our second largest cost in this business segment. Cost of goods
sold also includes net gains or losses from derivatives.

Grain, fertilizer and petroleum acquisition costs represent the primary components of cost of goods sold in
our agribusiness segment. Grain inventories, forward purchase contracts and forward sale contracts are valued at
market prices, where available, or other market quotes adjusted for differences, primarily transportation, between
the exchange-traded market and the local markets on which the terms of the contracts are based. Changes in the
market value of grain inventories, forward purchase and sale contracts, and exchange-traded futures and options
contracts are recognized in earnings as a component of cost of goods sold.

In our marketing and distribution segment, purchases of ethanol and distillers grains represent the largest
components of cost of goods sold. Costs of corn oil production will become more significant in this segment as
we complete implementation of corn oil extraction technology at our ethanol plants. Transportation expense
represents an additional major component of our cost of goods sold in this segment. Transportation expense
includes rail car leases, freight and shipping of our ethanol and co-products, as well as costs incurred in storing
ethanol at destination terminals.

Selling, General and Administrative Expenses. Selling, general and administrative expenses are recognized

at the operating segment level, as well as at the corporate level. These expenses consist of employee salaries,
incentives and benefits; office expenses; board fees; and professional fees for accounting, legal, consulting, and
investor relations activities. Personnel costs, which include employee salaries, incentives and benefits, are the
largest single category of expenditures in selling, general and administrative expenses. We refer to selling,
general and administrative expenses that are not allocable to a segment as corporate activities.

Effective March 31, 2011, we will be required to adopt the second phase of the amended guidance in ASC

Topic 820 which requires us to disclose information in the reconciliation of recurring Level 3 measurements

Other Income (Expense). Other income (expense) includes interest earned, interest expense, amortization of

debt financing costs and other non-operating items.

43

44

Results of Operations

Comparability

The following summarizes various events that affect the comparability of our operating results:

• September 2008 Green Plains Bluffton began production at its ethanol plant.
• October 2008
• October 2008
• October 2008

Green Plains Shenandoah and Green Plains Superior were acquired. *
Green Plains Grain and Essex Elevator were acquired. *
Green Plains Trade began limited marketing activities for internal
production.

• November 2008 Green Plains Obion began production at its ethanol plant.
January 2009
•
January 2009
•
•
July 2009
• April 2010
• October 2010

Blendstar was acquired.
Green Plains Trade began third-party marketing activities.
Green Plains Central City and Green Plains Ord were acquired.
Green Plains Grain Company TN LLC assets were acquired.
Green Plains Holdings II (Global Ethanol) was acquired.

* These businesses were deemed to be acquired as part of the VBV merger (pursuant to reverse

acquisition accounting rules).

The year ended December 31, 2009 includes a full year of activity at our Bluffton, Obion, Shenandoah and
Superior ethanol plants, as well as at the Iowa operations of Green Plains Grain, Essex Elevator and Blendstar,
and approximately five months of activity at our Central City and Ord ethanol plants. In addition to the above
operations, we had approximately eight months of activity at the Tennessee operations of Green Plains Grain and
two months of activity at our Lakota and Riga ethanol plants (operating as Green Plains Holdings II) during the
year ended December 31, 2010 following their respective acquisitions.

Segment Results

Our operations fall within the following three segments: (1) production of ethanol and related distillers
grains, collectively referred to as ethanol production, (2) grain warehousing and marketing, as well as sales and
related services of agronomy and petroleum products, collectively referred to as agribusiness, and (3) production
and sales of corn oil, along with the marketing and distribution of Company-produced and third-party ethanol and
distillers grains, collectively referred to as marketing and distribution. Selling, general and administrative
expenses, primarily consisting of compensation of corporate employees, professional fees and overhead costs not
directly related to a specific operating segment, are reflected in the table below as corporate activities. When the
Company’s management evaluates segment performance, they review the information provided below, as well as
segment earnings before interest, income taxes, noncontrolling interest, depreciation and amortization.

During the normal course of business, our operating segments enter into transactions with one another. For

example, our ethanol production segment sells ethanol to our marketing and distribution segment and our
agribusiness segment sells grain to our ethanol production segment. These intersegment activities are recorded by
each segment at prices approximating market and treated as if they are third-party transactions. Consequently,
these transactions impact segment performance. However, intersegment revenues and corresponding costs are
eliminated in consolidation, and do not impact our consolidated results.

The table below reflects selected operating segment financial information for the periods indicated (in

thousands):

Year Ended

December 31,

2010

Year Ended

December 31,

2009

Nine-Month

Transition

Period Ended

December 31,

2008

$ 1,115,171

$

$

131,538

370,284

1,822,561

(1,175,048)

731,253

220,615

1,096,091

(743,785)

$ 2,132,968

$ 1,304,174

$

$

$

$

$

$

68,785

76,521

(88,086)

188,758

5,058

8,555

(192)

(107)

13,314

(2,706)

5,310

(334)

(7,324)

(99)

(5,153)

(10,177)

4,248

(2,719)

87

512

$

105,099

$

$

$

$

$

24,707

22,836

(1,070)

151,572

93,428

5,279

11,170

(17,712)

(1,060)

91,105

73,110

2,621

10,697

(18,710)

(1,667)

$

$

$

$

49,155

21,210

11,975

89

82,429

40,435

7,654

2,761

(13,429)

85

37,506

14,296

4,378

1,679

(191)

83

Revenues:

Ethanol production

Agribusiness

Marketing and distribution

Intersegment eliminations

Gross profit:

Ethanol production

Agribusiness

Marketing and distribution

Intersegment eliminations

Operating income (loss):

Ethanol production

Agribusiness

Marketing and distribution

Corporate activities

Intersegment eliminations

Income (loss) before income

taxes

Ethanol production

Agribusiness

Marketing and distribution

Corporate activities

Intersegment eliminations

The table below shows total assets for our operating segments as of the periods indicated (in thousands):

$

66,051

$

20,245

$

(8,049)

Total assets:

Ethanol production

$

$

708,657

Agribusiness

Marketing and distribution

Corporate assets

Intersegement eliminations

December 31,

2010

2009

882,136

239,595

176,352

142,666

(10,883)

86,339

68,096

15,607

(618)

$ 1,429,866

$

878,081

45

46

Results of Operations

Comparability

The following summarizes various events that affect the comparability of our operating results:

• September 2008 Green Plains Bluffton began production at its ethanol plant.

• October 2008

• October 2008

• October 2008

Green Plains Shenandoah and Green Plains Superior were acquired. *

Green Plains Grain and Essex Elevator were acquired. *

Green Plains Trade began limited marketing activities for internal

production.

Blendstar was acquired.

• November 2008 Green Plains Obion began production at its ethanol plant.

•

•

•

January 2009

January 2009

July 2009

Green Plains Trade began third-party marketing activities.

Green Plains Central City and Green Plains Ord were acquired.

• April 2010

Green Plains Grain Company TN LLC assets were acquired.

• October 2010

Green Plains Holdings II (Global Ethanol) was acquired.

* These businesses were deemed to be acquired as part of the VBV merger (pursuant to reverse

acquisition accounting rules).

The year ended December 31, 2009 includes a full year of activity at our Bluffton, Obion, Shenandoah and

Superior ethanol plants, as well as at the Iowa operations of Green Plains Grain, Essex Elevator and Blendstar,

and approximately five months of activity at our Central City and Ord ethanol plants. In addition to the above

operations, we had approximately eight months of activity at the Tennessee operations of Green Plains Grain and

two months of activity at our Lakota and Riga ethanol plants (operating as Green Plains Holdings II) during the

year ended December 31, 2010 following their respective acquisitions.

Segment Results

Our operations fall within the following three segments: (1) production of ethanol and related distillers

grains, collectively referred to as ethanol production, (2) grain warehousing and marketing, as well as sales and

related services of agronomy and petroleum products, collectively referred to as agribusiness, and (3) production

and sales of corn oil, along with the marketing and distribution of Company-produced and third-party ethanol and

distillers grains, collectively referred to as marketing and distribution. Selling, general and administrative

expenses, primarily consisting of compensation of corporate employees, professional fees and overhead costs not

directly related to a specific operating segment, are reflected in the table below as corporate activities. When the

Company’s management evaluates segment performance, they review the information provided below, as well as

segment earnings before interest, income taxes, noncontrolling interest, depreciation and amortization.

During the normal course of business, our operating segments enter into transactions with one another. For

example, our ethanol production segment sells ethanol to our marketing and distribution segment and our

agribusiness segment sells grain to our ethanol production segment. These intersegment activities are recorded by

each segment at prices approximating market and treated as if they are third-party transactions. Consequently,

these transactions impact segment performance. However, intersegment revenues and corresponding costs are

eliminated in consolidation, and do not impact our consolidated results.

The table below reflects selected operating segment financial information for the periods indicated (in

thousands):

Revenues:

Ethanol production
Agribusiness
Marketing and distribution
Intersegment eliminations

Gross profit:

Ethanol production
Agribusiness
Marketing and distribution
Intersegment eliminations

Operating income (loss):
Ethanol production
Agribusiness
Marketing and distribution
Corporate activities
Intersegment eliminations

Income (loss) before income

taxes
Ethanol production
Agribusiness
Marketing and distribution
Corporate activities
Intersegment eliminations

Year Ended
December 31,
2010

Year Ended
December 31,
2009

$ 1,115,171
370,284
1,822,561
(1,175,048)

$

731,253
220,615
1,096,091
(743,785)

$ 2,132,968

$ 1,304,174

$

$

$

$

$

105,099
24,707
22,836
(1,070)

151,572

93,428
5,279
11,170
(17,712)
(1,060)

91,105

73,110
2,621
10,697
(18,710)
(1,667)

$

$

$

$

$

49,155
21,210
11,975
89

82,429

40,435
7,654
2,761
(13,429)
85

37,506

14,296
4,378
1,679
(191)
83

Nine-Month
Transition
Period Ended
December 31,
2008

$

$

$

$

$

$

$

131,538
68,785
76,521
(88,086)

188,758

5,058
8,555
(192)
(107)

13,314

(2,706)
5,310
(334)
(7,324)
(99)

(5,153)

(10,177)
4,248
(2,719)
87
512

$

66,051

$

20,245

$

(8,049)

The table below shows total assets for our operating segments as of the periods indicated (in thousands):

December 31,

2010

2009

Total assets:

$

Ethanol production
Agribusiness
Marketing and distribution
Corporate assets
Intersegement eliminations

882,136
239,595
176,352
142,666
(10,883)

$

708,657
86,339
68,096
15,607
(618)

$ 1,429,866

$

878,081

45

46

Year ended December 31, 2010 Compared to the Year ended December 31, 2009

Agribusiness Segment

Consolidated Results

Several events that occurred during 2010 account for the overall increase in our revenues of $828.8 million,

an increase in our gross profit of $69.1 million and an increase in operating income of $53.6 million. Our
business activity increased primarily as a result of including a full year of operations from the Central City and
Ord ethanol plants acquired in July 2009, additional agribusiness operations in western Tennessee acquired in
April 2010 and additional ethanol plants acquired in October 2010. Selling, general and administrative expenses
increased $15.5 million during 2010 due to the events described above. Interest expense increased $6.6 million
during 2010 as compared to 2009 due to additional debt issued to finance these acquisitions and a convertible
debt offering completed in November 2010. Income tax expenses of $17.9 million during 2010 were significantly
higher than the expense of $0.1 million in 2009. Prior to 2009, we had losses before income taxes and the
resulting potential tax benefits were fully reserved with a valuation allowance, resulting in no income tax
provision.

Management views our results on a segment level. See segment discussions below for more detail on

period-to-period increases in revenues, gross profit and operating income.

Ethanol Production Segment

The chart below presents key operating data within our ethanol production segment for the periods

indicated:

Ethanol sold

(thousands of gallons)

Distillers grains sold

(thousands of equivalent dried

tons)
Corn consumed

(thousands of bushels)

Year Ended December 31,

2010

2009

544,388

379,393

1,566

1,098

194,327

136,569

Revenue for the ethanol production segment increased $383.9 million for the year ended December 31,
2010, compared to the year ended December 31, 2009. Average revenue per gallon of ethanol increased from
$1.57 in 2009 to $1.74 in 2010. Revenues for the year ended December 31, 2009, included five months of
revenues from our Central City and Ord plants since their acquisition in July 2009 compared to a full year of
revenues from these two plants in 2010. Additional revenues earned in 2010 compared to 2009 at the Central
City and Ord plants were $195.1 million. In addition, 2010 results included approximately two months of
revenues from our Lakota and Riga plants acquired in October 2010, contributing combined revenue of $80.6
million.

Cost of goods sold in the ethanol production segment increased $328.0 million, for the year ended

December 31, 2010 as compared to the year ended December 31, 2009, primarily due to increased sales volumes
as a result of the additional production discussed above. Our largest component of cost of goods sold is corn,
which increased due to the increased volumes of production and an increase in average cost per bushel of
approximately 21% compared to the prior year. Included in the ethanol production segment’s cost of goods sold
during the year ended December 31, 2009 is a one-time charge of $4.6 million related to the cancellation of third-
party ethanol marketing arrangements. Gross profit for the ethanol production segment increased $55.9 million
for the year ended December 31, 2010 as compared to the year ended December 31, 2009 due primarily to the
additional operations discussed above as well as an increase in the ethanol yield per bushel of corn consumed.

Operating income increased $53.0 million for the year ended December 31, 2010, compared to the year

ended December 31, 2009 due to the factors discussed above.

The chart below presents key operating data within our agribusiness segment for the periods indicated:

Grain sold

(thousands of bushels)

Fertilizer sold

(tons)

Year Ended December 31,

2010

58,280

2009

32,780

60,653

48,108

Our agribusiness segment had increases of $149.7 million in revenue, $3.5 million in gross profit, and a

decrease of $2.4 million in operating income for the year ended December 31, 2010 compared to the year ended

December 31, 2009. These revenue and gross profit increases are primarily attributable to the acquisition of

agribusiness operations in western Tennessee in April 2010. The 2010 results included eight months of activity

from the acquired operations, contributing $141.6 million to 2010 revenue. The decrease in operating income is

primarily due to an increase in selling, general and administrative expenses of $5.9 million as a result of

additional expenses related to the Tennessee operations. Also, operating income was affected by a decrease in

grain drying income in Iowa as a result of a considerably drier harvest in 2010 compared with 2009. These

negative effects on operating income were greater than the additional operating income attributable to the

Tennessee acquisition.

Marketing and Distribution Segment

Marketing and distribution revenues increased $726.5 million for the year ended December 31, 2010, as

compared to the year ended December 31, 2009. The Company sold 933.8 million gallons of ethanol within the

marketing and distribution segment during the 2010, compared to 652.8 million gallons sold during 2009. The

increase in revenues was primarily due to an increase in ethanol-related marketing and distribution of $710.6

million and an increase in marketing and distribution for distillers grains of $12.4 million. Gross profit for the

marketing and distribution segment increased $10.9 million for the year ended December 31, 2010 as compared

to the year ended December 31, 2009. As described above, the increase in gross profit was due to greater volume

of marketing and distribution as compared to the prior year.

Initially, our Superior, Bluffton and Obion ethanol plants sold our ethanol production exclusively to outside

marketers at a price per gallon based on a market price at the time of sale, less certain marketing, storage, and

transportation costs, as well as a profit margin for each gallon sold. We stopped selling our ethanol production to

outside marketers during the first quarter of 2009. Following completion of the VBV merger and prior to the

termination of the agreements, nearly all of our ethanol that was sold to one of the outside marketers was

repurchased by Green Plains Trade, reflected in the marketing and distribution segment, and resold to other

customers. Corresponding revenues and related costs of goods sold related to this marketer were eliminated in

consolidation.

Operating income for the marketing and distribution segment increased $8.4 million for the year ended

December 31, 2010 as compared to the year ended December 31, 2009. The increase in operating income was

due to greater volume of marketing and distribution as compared to the prior year.

Intersegment Eliminations

Intersegment eliminations of revenues increased $431.3 million in 2010 due to a $363.7 million increase in

ethanol sold from our ethanol production segment to our marketing and distribution segment and a $19.3 million

increase in distillers grains sold from our ethanol production segment to our marketing and distribution segment.

These increases are a result of the expanded scope of our operations in 2010.

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Year ended December 31, 2010 Compared to the Year ended December 31, 2009

Agribusiness Segment

Consolidated Results

Several events that occurred during 2010 account for the overall increase in our revenues of $828.8 million,

an increase in our gross profit of $69.1 million and an increase in operating income of $53.6 million. Our

business activity increased primarily as a result of including a full year of operations from the Central City and

Ord ethanol plants acquired in July 2009, additional agribusiness operations in western Tennessee acquired in

April 2010 and additional ethanol plants acquired in October 2010. Selling, general and administrative expenses

increased $15.5 million during 2010 due to the events described above. Interest expense increased $6.6 million

during 2010 as compared to 2009 due to additional debt issued to finance these acquisitions and a convertible

debt offering completed in November 2010. Income tax expenses of $17.9 million during 2010 were significantly

higher than the expense of $0.1 million in 2009. Prior to 2009, we had losses before income taxes and the

resulting potential tax benefits were fully reserved with a valuation allowance, resulting in no income tax

Management views our results on a segment level. See segment discussions below for more detail on

period-to-period increases in revenues, gross profit and operating income.

provision.

indicated:

Ethanol Production Segment

The chart below presents key operating data within our ethanol production segment for the periods

Ethanol sold

(thousands of gallons)

Distillers grains sold

(thousands of equivalent dried

tons)

Corn consumed

(thousands of bushels)

Year Ended December 31,

2010

2009

544,388

379,393

1,566

1,098

194,327

136,569

Revenue for the ethanol production segment increased $383.9 million for the year ended December 31,

2010, compared to the year ended December 31, 2009. Average revenue per gallon of ethanol increased from

$1.57 in 2009 to $1.74 in 2010. Revenues for the year ended December 31, 2009, included five months of

revenues from our Central City and Ord plants since their acquisition in July 2009 compared to a full year of

revenues from these two plants in 2010. Additional revenues earned in 2010 compared to 2009 at the Central

City and Ord plants were $195.1 million. In addition, 2010 results included approximately two months of

revenues from our Lakota and Riga plants acquired in October 2010, contributing combined revenue of $80.6

million.

Cost of goods sold in the ethanol production segment increased $328.0 million, for the year ended

December 31, 2010 as compared to the year ended December 31, 2009, primarily due to increased sales volumes

as a result of the additional production discussed above. Our largest component of cost of goods sold is corn,

which increased due to the increased volumes of production and an increase in average cost per bushel of

approximately 21% compared to the prior year. Included in the ethanol production segment’s cost of goods sold

during the year ended December 31, 2009 is a one-time charge of $4.6 million related to the cancellation of third-

party ethanol marketing arrangements. Gross profit for the ethanol production segment increased $55.9 million

for the year ended December 31, 2010 as compared to the year ended December 31, 2009 due primarily to the

additional operations discussed above as well as an increase in the ethanol yield per bushel of corn consumed.

Operating income increased $53.0 million for the year ended December 31, 2010, compared to the year

ended December 31, 2009 due to the factors discussed above.

The chart below presents key operating data within our agribusiness segment for the periods indicated:

Grain sold

(thousands of bushels)

Fertilizer sold

(tons)

Year Ended December 31,

2010

58,280

2009

32,780

60,653

48,108

Our agribusiness segment had increases of $149.7 million in revenue, $3.5 million in gross profit, and a
decrease of $2.4 million in operating income for the year ended December 31, 2010 compared to the year ended
December 31, 2009. These revenue and gross profit increases are primarily attributable to the acquisition of
agribusiness operations in western Tennessee in April 2010. The 2010 results included eight months of activity
from the acquired operations, contributing $141.6 million to 2010 revenue. The decrease in operating income is
primarily due to an increase in selling, general and administrative expenses of $5.9 million as a result of
additional expenses related to the Tennessee operations. Also, operating income was affected by a decrease in
grain drying income in Iowa as a result of a considerably drier harvest in 2010 compared with 2009. These
negative effects on operating income were greater than the additional operating income attributable to the
Tennessee acquisition.

Marketing and Distribution Segment

Marketing and distribution revenues increased $726.5 million for the year ended December 31, 2010, as

compared to the year ended December 31, 2009. The Company sold 933.8 million gallons of ethanol within the
marketing and distribution segment during the 2010, compared to 652.8 million gallons sold during 2009. The
increase in revenues was primarily due to an increase in ethanol-related marketing and distribution of $710.6
million and an increase in marketing and distribution for distillers grains of $12.4 million. Gross profit for the
marketing and distribution segment increased $10.9 million for the year ended December 31, 2010 as compared
to the year ended December 31, 2009. As described above, the increase in gross profit was due to greater volume
of marketing and distribution as compared to the prior year.

Initially, our Superior, Bluffton and Obion ethanol plants sold our ethanol production exclusively to outside

marketers at a price per gallon based on a market price at the time of sale, less certain marketing, storage, and
transportation costs, as well as a profit margin for each gallon sold. We stopped selling our ethanol production to
outside marketers during the first quarter of 2009. Following completion of the VBV merger and prior to the
termination of the agreements, nearly all of our ethanol that was sold to one of the outside marketers was
repurchased by Green Plains Trade, reflected in the marketing and distribution segment, and resold to other
customers. Corresponding revenues and related costs of goods sold related to this marketer were eliminated in
consolidation.

Operating income for the marketing and distribution segment increased $8.4 million for the year ended

December 31, 2010 as compared to the year ended December 31, 2009. The increase in operating income was
due to greater volume of marketing and distribution as compared to the prior year.

Intersegment Eliminations

Intersegment eliminations of revenues increased $431.3 million in 2010 due to a $363.7 million increase in
ethanol sold from our ethanol production segment to our marketing and distribution segment and a $19.3 million
increase in distillers grains sold from our ethanol production segment to our marketing and distribution segment.
These increases are a result of the expanded scope of our operations in 2010.

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Corporate Activities

Operating income was impacted by an increase in expenses for corporate activities of $4.3 million for the
year ended December 31, 2010 as compared to the year ended December 31, 2009, primarily due to an increase
in compensation, which was largely attributable to an increase in short-term incentive compensation based on the
achievement of certain performance goals during 2010 and an increase in number of corporate employees
resulting from expanded operations. Income before taxes related to corporate activities was affected by an
increase in interest expense of $0.9 million and an increase in amortization of debt issuance costs of $0.1 million,
related to $90 million of convertible debt issued early in November 2010.

Year Ended December 31, 2009 Compared to the Nine-Month Transition Period Ended December 31, 2008

Consolidated Results

Several events that occurred during 2009 account for the overall increase in our revenues of $1.1 billion, an
increase in our gross profit of $69.1 million and an increase in operating income of $42.7 million. Our production
increased as a result of our merger with VBV, the commencement of production at certain ethanol plants and
several acquisitions as described above. In addition, ethanol production margins, the relationship between the
costs of corn and natural gas and the price of ethanol and distillers grains, improved during 2009. Selling, general
and administrative expenses increased $26.4 million during 2009 due to the events described above. In addition,
selling, general and administrative expenses for the nine months ending December 31, 2008 included one-time
merger-related costs of $2.7 million. Interest expense increased $14.1 million during 2009 as compared to the
nine-month transition period ended December 31, 2008, due to three more months of activity during 2009 as well
as interest relating to debt incurred for businesses developed or acquired during these periods. Income tax
expense of $0.1 million during 2009 was impacted by a benefit for the reversal of a valuation allowance for
deferred income tax assets established in prior years due to the uncertainty of realization. Prior to 2009, we had
losses before income taxes and the resulting potential tax benefits were fully reserved with a valuation allowance,
resulting in no income tax provision.

See segment discussions below for more detail on period-to-period increases in revenues, gross profit and

operating income.

Ethanol Production Segment

Revenue for the ethanol production segment increased $599.7 million for the year ended December 31,
2009, compared to the nine-month transition period ended December 31, 2008. Revenues for the nine-month
transition period ended December 31, 2008 include those of the Bluffton and Obion ethanol plants that
commenced production in September and November, 2008, respectively, and the results of the Shenandoah and
Superior plant following the VBV merger on October 15, 2008. Revenues for the year ended December 31, 2009,
included production from these four plants for the entire year plus revenues from our Central City and Ord plants
since their acquisition in July 2009.

Cost of goods sold in the ethanol production segment increased $555.6 million for the year ended

December 31, 2009 as compared to the nine-month transition period ended December 31, 2008, primarily due to
increased sales volumes as a result of the additional production discussed above. Our largest component of cost
of goods sold is corn, which increased due to the increased volumes of production, and which also benefitted
from a 10% decrease in our average corn costs compared with the prior period. As a result, gross profit for the
ethanol production segment increased $44.1 million for the year ended December 31, 2009 as compared to the
nine-month transition period ended December 31, 2008. Included in the ethanol production segment’s cost of
goods sold during the year ended December 31, 2009 is a one-time charge of $4.6 million related to the
cancellation of third-party ethanol marketing arrangements, as discussed below.

Operating income increased $43.1 million for the year ended December 31, 2009, compared to the nine-

month transition period ended December 31, 2008 due to the factors discussed above.

Agribusiness Segment

Our agribusiness segment had increases of $151.8 million in revenue, $12.7 million in gross profit, and $2.3

million in operating income for the year ended December 31, 2009 compared to the nine-month transition period

ended December 31, 2008. These increases are primarily attributable to a full year of activity in our agribusiness

segment during 2009 as compared to two and one-half months of activity in 2008 because this segment was not

included in our consolidated financial statements until after the VBV merger on October 15, 2008.

Marketing and Distribution Segment

Marketing and distribution revenues increased $1.0 billion for the year ended December 31, 2009, as

compared to the nine-month transition period ended December 31, 2008. The increase in revenues was primarily

due to an increase in ethanol- related marketing and distribution of $938.1 million and an increase in marketing

and distribution for distillers grains of $76.1 million. For the nine-month period ended December 31, 2008,

limited ethanol and distillers grains marketing and distribution activities were performed. During 2009, we began

providing marketing services for four third-party ethanol plants, which resulted in an increase of $309.7 million

of ethanol related marketing and distribution revenue during the year ended December 31, 2009, compared to the

nine-month transition period ended December 31, 2008.

Gross profit for the marketing and distribution segment increased $12.2 million for the year ended

December 31, 2009 as compared to the nine-month transition period ended December 31, 2008. As described

above, the increase in gross profit was due to greater volume of marketing and distribution as compared to the

prior period.

Initially, our Superior, Bluffton and Obion ethanol plants sold our ethanol production exclusively to outside

marketers at a price per gallon based on a market price at the time of sale, less certain marketing, storage, and

transportation costs, as well as a profit margin for each gallon sold. We stopped selling our ethanol production to

outside marketers during the first quarter of 2009. Following completion of the VBV merger and prior to the

termination of the agreements, nearly all of our ethanol that was sold to one of the outside marketers was

repurchased by Green Plains Trade, reflected in the marketing and distribution segment, and resold to other

customers. Corresponding revenues and related costs of goods sold related to this marketer were eliminated in

consolidation.

Operating income for the marketing and distribution segment increased $3.1 million for the year ended

December 31, 2009 as compared to the nine-month transition period ended December 31, 2008. The increase in

operating income was due to greater volume of marketing and distribution as compared to the prior year.

Intersegment Eliminations

Corporate Activities

Intersegment eliminations of revenues increased $655.7 in 2009 due to a $550.4 million increase in ethanol

sold from our ethanol production segment to our marketing and distribution segment, a $54.7 million increase in

distillers grains sold from our ethanol production segment to our marketing and distribution segment, and a $50.5

million increase in corn sold from our agribusiness segment to our ethanol production segment. These increases

are a result of the expanded scope of our operations and the additional three months included in the 2009 period.

Operating income was impacted by an increase in expenses for corporate activities of $6.1 million for the

year ended December 31, 2009 as compared to the nine-month transition period in the previous year, primarily

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50

Corporate Activities

Operating income was impacted by an increase in expenses for corporate activities of $4.3 million for the

year ended December 31, 2010 as compared to the year ended December 31, 2009, primarily due to an increase

in compensation, which was largely attributable to an increase in short-term incentive compensation based on the

achievement of certain performance goals during 2010 and an increase in number of corporate employees

resulting from expanded operations. Income before taxes related to corporate activities was affected by an

increase in interest expense of $0.9 million and an increase in amortization of debt issuance costs of $0.1 million,

related to $90 million of convertible debt issued early in November 2010.

Year Ended December 31, 2009 Compared to the Nine-Month Transition Period Ended December 31, 2008

Consolidated Results

Several events that occurred during 2009 account for the overall increase in our revenues of $1.1 billion, an

increase in our gross profit of $69.1 million and an increase in operating income of $42.7 million. Our production

increased as a result of our merger with VBV, the commencement of production at certain ethanol plants and

several acquisitions as described above. In addition, ethanol production margins, the relationship between the

costs of corn and natural gas and the price of ethanol and distillers grains, improved during 2009. Selling, general

and administrative expenses increased $26.4 million during 2009 due to the events described above. In addition,

selling, general and administrative expenses for the nine months ending December 31, 2008 included one-time

merger-related costs of $2.7 million. Interest expense increased $14.1 million during 2009 as compared to the

nine-month transition period ended December 31, 2008, due to three more months of activity during 2009 as well

as interest relating to debt incurred for businesses developed or acquired during these periods. Income tax

expense of $0.1 million during 2009 was impacted by a benefit for the reversal of a valuation allowance for

deferred income tax assets established in prior years due to the uncertainty of realization. Prior to 2009, we had

losses before income taxes and the resulting potential tax benefits were fully reserved with a valuation allowance,

resulting in no income tax provision.

See segment discussions below for more detail on period-to-period increases in revenues, gross profit and

operating income.

Ethanol Production Segment

Revenue for the ethanol production segment increased $599.7 million for the year ended December 31,

2009, compared to the nine-month transition period ended December 31, 2008. Revenues for the nine-month

transition period ended December 31, 2008 include those of the Bluffton and Obion ethanol plants that

commenced production in September and November, 2008, respectively, and the results of the Shenandoah and

Superior plant following the VBV merger on October 15, 2008. Revenues for the year ended December 31, 2009,

included production from these four plants for the entire year plus revenues from our Central City and Ord plants

since their acquisition in July 2009.

Cost of goods sold in the ethanol production segment increased $555.6 million for the year ended

December 31, 2009 as compared to the nine-month transition period ended December 31, 2008, primarily due to

increased sales volumes as a result of the additional production discussed above. Our largest component of cost

of goods sold is corn, which increased due to the increased volumes of production, and which also benefitted

from a 10% decrease in our average corn costs compared with the prior period. As a result, gross profit for the

ethanol production segment increased $44.1 million for the year ended December 31, 2009 as compared to the

nine-month transition period ended December 31, 2008. Included in the ethanol production segment’s cost of

goods sold during the year ended December 31, 2009 is a one-time charge of $4.6 million related to the

cancellation of third-party ethanol marketing arrangements, as discussed below.

Operating income increased $43.1 million for the year ended December 31, 2009, compared to the nine-

month transition period ended December 31, 2008 due to the factors discussed above.

Agribusiness Segment

Our agribusiness segment had increases of $151.8 million in revenue, $12.7 million in gross profit, and $2.3
million in operating income for the year ended December 31, 2009 compared to the nine-month transition period
ended December 31, 2008. These increases are primarily attributable to a full year of activity in our agribusiness
segment during 2009 as compared to two and one-half months of activity in 2008 because this segment was not
included in our consolidated financial statements until after the VBV merger on October 15, 2008.

Marketing and Distribution Segment

Marketing and distribution revenues increased $1.0 billion for the year ended December 31, 2009, as
compared to the nine-month transition period ended December 31, 2008. The increase in revenues was primarily
due to an increase in ethanol- related marketing and distribution of $938.1 million and an increase in marketing
and distribution for distillers grains of $76.1 million. For the nine-month period ended December 31, 2008,
limited ethanol and distillers grains marketing and distribution activities were performed. During 2009, we began
providing marketing services for four third-party ethanol plants, which resulted in an increase of $309.7 million
of ethanol related marketing and distribution revenue during the year ended December 31, 2009, compared to the
nine-month transition period ended December 31, 2008.

Gross profit for the marketing and distribution segment increased $12.2 million for the year ended
December 31, 2009 as compared to the nine-month transition period ended December 31, 2008. As described
above, the increase in gross profit was due to greater volume of marketing and distribution as compared to the
prior period.

Initially, our Superior, Bluffton and Obion ethanol plants sold our ethanol production exclusively to outside

marketers at a price per gallon based on a market price at the time of sale, less certain marketing, storage, and
transportation costs, as well as a profit margin for each gallon sold. We stopped selling our ethanol production to
outside marketers during the first quarter of 2009. Following completion of the VBV merger and prior to the
termination of the agreements, nearly all of our ethanol that was sold to one of the outside marketers was
repurchased by Green Plains Trade, reflected in the marketing and distribution segment, and resold to other
customers. Corresponding revenues and related costs of goods sold related to this marketer were eliminated in
consolidation.

Operating income for the marketing and distribution segment increased $3.1 million for the year ended
December 31, 2009 as compared to the nine-month transition period ended December 31, 2008. The increase in
operating income was due to greater volume of marketing and distribution as compared to the prior year.

Intersegment Eliminations

Intersegment eliminations of revenues increased $655.7 in 2009 due to a $550.4 million increase in ethanol
sold from our ethanol production segment to our marketing and distribution segment, a $54.7 million increase in
distillers grains sold from our ethanol production segment to our marketing and distribution segment, and a $50.5
million increase in corn sold from our agribusiness segment to our ethanol production segment. These increases
are a result of the expanded scope of our operations and the additional three months included in the 2009 period.

Corporate Activities

Operating income was impacted by an increase in expenses for corporate activities of $6.1 million for the
year ended December 31, 2009 as compared to the nine-month transition period in the previous year, primarily

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50

due to an increase of $3.4 million in compensation, which was largely attributable to an increase in employees as
we expanded production, an increase of $1.5 million in professional fees and an increase of $0.9 million in other
general and administrative expenses. These increases are a result of the expanded scope of our operations and the
additional three months included in the 2009 period.

Liquidity and Capital Resources

On December 31, 2010, we had $233.2 million in cash and equivalents, comprised of $114.6 million held at

our corporate entity and the remainder at our subsidiaries. We had an additional $55.8 million available under
our revolving credit agreements, none of which was subject to borrowing base restrictions or other specified
lending conditions at December 31, 2010. Funds held at our subsidiaries are generally required for their ongoing
operational needs and distributions from our subsidiaries are restricted per the loan agreements. Additionally, at
December 31, 2010, there were approximately $478.0 million of net assets at our subsidiaries that were not
available to be transferred to the parent company in the form of dividends, loans or advances due to restrictions
contained in the credit facilities of these subsidiaries.

In March 2010, we sold approximately 6.3 million newly-issued shares of our common stock at a price of
$13.50 per share. The net proceeds of this equity offering totaled approximately $79.8 million. We have used and
intend to continue using the net proceeds of this offering for general corporate purposes and to acquire or invest
in additional facilities, assets or technologies consistent with our growth strategy.

In November 2010, we issued $90.0 million in 5.75% convertible senior notes due November 2015. The

notes bear interest at a fixed rate of 5.75% per year, payable on May 1 and November 1 of each year, beginning
May 1, 2011. The net proceeds of this issuance totaled approximately $86.6 million. We intend to use the net
proceeds for general corporate purposes, including to acquire or invest in additional facilities and assets or
technologies consistent with our growth strategy. Net proceeds from this offering were not used to fund the
Global Ethanol acquisition.

Net cash provided by operating activities was $34.8 million for the year ended December 31, 2010. This
was primarily a result of positive operating margins in 2010, reduced by increased investment in working capital
due to higher commodity prices and our expanded operations. Net cash used by investing activities was $62.6
million for the year ended December 31, 2010, mainly due to purchases of property, plant and equipment and the
acquisitions of the agribusiness operations in western Tennessee and Global Ethanol. Net cash provided by
financing activities was $171.2 million for the year ended December 31, 2010, primarily due to the net proceeds
from the issuance of common stock and convertible senior notes described above. Green Plains Trade and Green
Plains Grain utilize revolving credit facilities to finance working capital. These facilities are frequently drawn
upon and repaid resulting in significant cash flows from financing activities. In addition, we made scheduled
principal payments on our other term debt facilities.

Our business is highly impacted by commodity prices, including prices for corn, ethanol, distillers grains

and natural gas. We attempt to reduce the market risk associated with fluctuations in commodity prices through
the use of derivative financial instruments. Sudden changes in commodity prices may require cash deposits with
brokers, or margin calls. Depending on our open derivative positions, we may require significant liquidity with
little advanced notice to meet margin calls. We continuously monitor our exposure to margin calls and believe
that we will continue to maintain adequate liquidity to cover such margin calls from operating results and
borrowings. Recent increases in grain prices and our expanded grain handling capacity have led to more frequent
and larger margin calls. Accordingly, in November 2010, we expanded Green Plains Grain’s short-term
borrowing capacity under its revolving credit facilities from $65 million to $107 million. Amounts available
under these revolving credit facilities decrease to $100 million on April 1, 2011, and to $65 million on June 1,
2011. We intend to negotiate a new credit facility for Green Plains Grain prior to its maturity on August 1, 2011.

We are in compliance with our debt covenants or have obtained applicable waivers related to the period
ended December 31, 2010. Based upon our current forecasts, we believe we will maintain compliance at each of
our subsidiaries for the upcoming twelve months, or if necessary have sufficient liquidity available on a

consolidated basis to resolve a subsidiary’s noncompliance; however, no obligation exists to provide such

liquidity for a subsidiary’s compliance. No assurance can be provided that actual operating results will

approximate our forecasts or that we will inject the necessary capital into a subsidiary to maintain compliance

with its respective covenants. In the event actual results differ significantly from our forecasts and a subsidiary is

unable to comply with its respective debt covenants, the subsidiary’s lenders may determine that an event of

default has occurred. Upon the occurrence of an event of default, and following notice, the lenders may terminate

any commitment and declare the entire unpaid balance due and payable.

We believe that we have sufficient working capital for our existing operations. However, we can provide no

assurance that we will be able to secure additional funding for any of our operations. A sustained period of

unprofitable operations may strain our liquidity and make it difficult to maintain compliance with our financing

arrangements. While we may seek additional sources of working capital in response, we can provide no

assurance that we will be able to secure this funding if necessary. We may sell additional equity or borrow

additional amounts to improve or preserve our liquidity; expand our ethanol plants; build additional or acquire

existing ethanol plants; or build additional or acquire existing agribusiness and ethanol distribution facilities. We

can provide no assurance that we will be able to secure the funding necessary for these additional projects or for

additional working capital needs at reasonable terms, if at all.

Long-Term Debt

Ethanol Production Segment

For additional information related to our long-term debt, see Note 11 – Long-Term Debt included herein as

part of the Notes to Consolidated Financial Statements.

Each of our ethanol production segment subsidiaries have credit facilities with lender groups that provide

for term and revolving term loans to finance construction and operation of the production facilities.

The Green Plains Bluffton loan is comprised of a $70.0 million amortizing term loan and a $20.0 million

revolving term loan. At December 31, 2010, $56.0 million related to the term loan was outstanding, along with

the entire revolving term loan. The term loan requires monthly principal payments of approximately $0.6 million.

The loans mature on November 19, 2013.

The Green Plains Central City loan is comprised of a $55.0 million amortizing term loan and a $30.5 million

revolving term loan as well as a statused revolving credit supplement (revolver) of up to $11.0 million. At

December 31, 2010, $52.2 million related to the term loan was outstanding, along with $30.5 million on the

revolving term loan and $6.2 million on the revolver. The term loan requires monthly principal payments of $0.6

million beginning in June 2011. The term loan and the revolving term loan mature on July 1, 2016 and the

revolver matures on July 1, 2011 with an option to renew.

The Green Plains Obion loan is comprised of a $60.0 million amortizing term loan and a revolving term

loan of $37.4 million. At December 31, 2010, $40.9 million related to the term loan and $36.2 million on the

revolving term loan was outstanding. The term loan requires quarterly principal payments of $2.4 million. The

term loan matures on May 20, 2015 and the revolving term loan matures on May 1, 2019.

The Green Plains Ord loan is comprised of a $25.0 million amortizing term loan and a $13.0 million

revolving term loan as well as a statused revolving credit supplement (revolver) of up to $5.0 million. At

December 31, 2010, $23.8 million related to the term loan was outstanding, $13.0 million on the revolving term

loan, along with $2.5 million on the revolver. The term loan requires monthly principal payments of $0.3 million

beginning in June 2011. The term loan and the revolving term loan mature on July 1, 2016 and the revolver

matures on July 1, 2011 with an option to renew.

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due to an increase of $3.4 million in compensation, which was largely attributable to an increase in employees as

we expanded production, an increase of $1.5 million in professional fees and an increase of $0.9 million in other

general and administrative expenses. These increases are a result of the expanded scope of our operations and the

additional three months included in the 2009 period.

Liquidity and Capital Resources

On December 31, 2010, we had $233.2 million in cash and equivalents, comprised of $114.6 million held at

our corporate entity and the remainder at our subsidiaries. We had an additional $55.8 million available under

our revolving credit agreements, none of which was subject to borrowing base restrictions or other specified

lending conditions at December 31, 2010. Funds held at our subsidiaries are generally required for their ongoing

operational needs and distributions from our subsidiaries are restricted per the loan agreements. Additionally, at

December 31, 2010, there were approximately $478.0 million of net assets at our subsidiaries that were not

available to be transferred to the parent company in the form of dividends, loans or advances due to restrictions

contained in the credit facilities of these subsidiaries.

In March 2010, we sold approximately 6.3 million newly-issued shares of our common stock at a price of

$13.50 per share. The net proceeds of this equity offering totaled approximately $79.8 million. We have used and

intend to continue using the net proceeds of this offering for general corporate purposes and to acquire or invest

in additional facilities, assets or technologies consistent with our growth strategy.

In November 2010, we issued $90.0 million in 5.75% convertible senior notes due November 2015. The

notes bear interest at a fixed rate of 5.75% per year, payable on May 1 and November 1 of each year, beginning

May 1, 2011. The net proceeds of this issuance totaled approximately $86.6 million. We intend to use the net

proceeds for general corporate purposes, including to acquire or invest in additional facilities and assets or

technologies consistent with our growth strategy. Net proceeds from this offering were not used to fund the

Global Ethanol acquisition.

Net cash provided by operating activities was $34.8 million for the year ended December 31, 2010. This

was primarily a result of positive operating margins in 2010, reduced by increased investment in working capital

due to higher commodity prices and our expanded operations. Net cash used by investing activities was $62.6

million for the year ended December 31, 2010, mainly due to purchases of property, plant and equipment and the

acquisitions of the agribusiness operations in western Tennessee and Global Ethanol. Net cash provided by

financing activities was $171.2 million for the year ended December 31, 2010, primarily due to the net proceeds

from the issuance of common stock and convertible senior notes described above. Green Plains Trade and Green

Plains Grain utilize revolving credit facilities to finance working capital. These facilities are frequently drawn

upon and repaid resulting in significant cash flows from financing activities. In addition, we made scheduled

principal payments on our other term debt facilities.

Our business is highly impacted by commodity prices, including prices for corn, ethanol, distillers grains

and natural gas. We attempt to reduce the market risk associated with fluctuations in commodity prices through

the use of derivative financial instruments. Sudden changes in commodity prices may require cash deposits with

brokers, or margin calls. Depending on our open derivative positions, we may require significant liquidity with

little advanced notice to meet margin calls. We continuously monitor our exposure to margin calls and believe

that we will continue to maintain adequate liquidity to cover such margin calls from operating results and

borrowings. Recent increases in grain prices and our expanded grain handling capacity have led to more frequent

and larger margin calls. Accordingly, in November 2010, we expanded Green Plains Grain’s short-term

borrowing capacity under its revolving credit facilities from $65 million to $107 million. Amounts available

under these revolving credit facilities decrease to $100 million on April 1, 2011, and to $65 million on June 1,

2011. We intend to negotiate a new credit facility for Green Plains Grain prior to its maturity on August 1, 2011.

We are in compliance with our debt covenants or have obtained applicable waivers related to the period

ended December 31, 2010. Based upon our current forecasts, we believe we will maintain compliance at each of

our subsidiaries for the upcoming twelve months, or if necessary have sufficient liquidity available on a

consolidated basis to resolve a subsidiary’s noncompliance; however, no obligation exists to provide such
liquidity for a subsidiary’s compliance. No assurance can be provided that actual operating results will
approximate our forecasts or that we will inject the necessary capital into a subsidiary to maintain compliance
with its respective covenants. In the event actual results differ significantly from our forecasts and a subsidiary is
unable to comply with its respective debt covenants, the subsidiary’s lenders may determine that an event of
default has occurred. Upon the occurrence of an event of default, and following notice, the lenders may terminate
any commitment and declare the entire unpaid balance due and payable.

We believe that we have sufficient working capital for our existing operations. However, we can provide no

assurance that we will be able to secure additional funding for any of our operations. A sustained period of
unprofitable operations may strain our liquidity and make it difficult to maintain compliance with our financing
arrangements. While we may seek additional sources of working capital in response, we can provide no
assurance that we will be able to secure this funding if necessary. We may sell additional equity or borrow
additional amounts to improve or preserve our liquidity; expand our ethanol plants; build additional or acquire
existing ethanol plants; or build additional or acquire existing agribusiness and ethanol distribution facilities. We
can provide no assurance that we will be able to secure the funding necessary for these additional projects or for
additional working capital needs at reasonable terms, if at all.

Long-Term Debt

For additional information related to our long-term debt, see Note 11 – Long-Term Debt included herein as

part of the Notes to Consolidated Financial Statements.

Ethanol Production Segment

Each of our ethanol production segment subsidiaries have credit facilities with lender groups that provide

for term and revolving term loans to finance construction and operation of the production facilities.

The Green Plains Bluffton loan is comprised of a $70.0 million amortizing term loan and a $20.0 million
revolving term loan. At December 31, 2010, $56.0 million related to the term loan was outstanding, along with
the entire revolving term loan. The term loan requires monthly principal payments of approximately $0.6 million.
The loans mature on November 19, 2013.

The Green Plains Central City loan is comprised of a $55.0 million amortizing term loan and a $30.5 million

revolving term loan as well as a statused revolving credit supplement (revolver) of up to $11.0 million. At
December 31, 2010, $52.2 million related to the term loan was outstanding, along with $30.5 million on the
revolving term loan and $6.2 million on the revolver. The term loan requires monthly principal payments of $0.6
million beginning in June 2011. The term loan and the revolving term loan mature on July 1, 2016 and the
revolver matures on July 1, 2011 with an option to renew.

The Green Plains Obion loan is comprised of a $60.0 million amortizing term loan and a revolving term
loan of $37.4 million. At December 31, 2010, $40.9 million related to the term loan and $36.2 million on the
revolving term loan was outstanding. The term loan requires quarterly principal payments of $2.4 million. The
term loan matures on May 20, 2015 and the revolving term loan matures on May 1, 2019.

The Green Plains Ord loan is comprised of a $25.0 million amortizing term loan and a $13.0 million
revolving term loan as well as a statused revolving credit supplement (revolver) of up to $5.0 million. At
December 31, 2010, $23.8 million related to the term loan was outstanding, $13.0 million on the revolving term
loan, along with $2.5 million on the revolver. The term loan requires monthly principal payments of $0.3 million
beginning in June 2011. The term loan and the revolving term loan mature on July 1, 2016 and the revolver
matures on July 1, 2011 with an option to renew.

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52

The Green Plains Shenandoah loan is comprised of a $30.0 million amortizing term loan and a $17.0 million

revolving term loan. At December 31, 2010, $13.4 million related to the term loan was outstanding along with
the entire $17.0 million on the revolving term loan. The term loan requires quarterly principal payments of $1.2
million. The term loan matures on May 20, 2014 and the revolving term loan matures on November 1, 2017.

The Green Plains Superior loan is comprised of a $40.0 million amortizing term loan and a $10.0 million
revolving term loan. At December 31, 2010, $26.3 million related to the term loan was outstanding, along with
the entire $10.0 million on the revolving term loan. The term loan requires quarterly principal payments of
$1.375 million. The term loan matures on July 20, 2015 and the revolving term loan matures on July 1, 2017.

Each term loan has a provision that requires us to make annual special payments equal to a percentage
ranging from 50% to 75% of the available free cash flow from the related entity’s operations (as defined in the
respective loan agreements), subject to certain limitations. During the twelve months ended December 31, 2010,
$7.7 million was paid under these requirements.

With certain exceptions, the revolving term loans are generally available for advances throughout the life of

the commitment. Interest-only payments are due each month on all revolving term facilities until the final
maturity date, with the exception of the Green Plains Obion’s loan, which requires additional semi-annual
payments of $4.675 million beginning November 1, 2015.

On October 22, 2010, we acquired Global Ethanol and assumed its debt, now held by our subsidiary Green

Plains Holdings II (Holdings II). As of October 22, 2010, following the payment of $6.0 million to reduce the
assumed debt, the Holdings II loan was comprised of a $34.1 million amortizing term loan, a $42.6 million
revolving term loan and a $15.0 million revolving line of credit loan. At December 31, 2010, $34.1 million was
outstanding on the term loan, along with $42.2 million on the revolving term loan and $15.0 million on the
revolving line of credit loan. The term loan requires quarterly principal payments of $1.5 million. The revolving
term loan requires semi-annual payments of approximately $2.7 million. The amortizing term loan will mature
on January 1, 2015. The revolving term loan will mature April 1, 2016. The revolving line of credit will mature
on April 30, 2013.

The term loans and revolving term loans bear interest at LIBOR plus 1.5% to 4.50% or lender-established

prime rates. Some have established a floor on the underlying LIBOR index. In some cases, the lender may allow
us to elect to pay interest at a fixed interest rate to be determined. As security for the loans, the lenders received a
first-position lien on all personal property and real estate owned by the respective entity borrowing the funds,
including an assignment of all contracts and rights pertinent to construction and on-going operations of the plant.
Additionally, debt facilities within Green Plains Central City and Green Plains Ord are cross-collateralized.
These borrowing entities are also required to maintain certain financial and non-financial covenants during the
terms of the loans.

Green Plains Bluffton also received $22.0 million in Subordinate Solid Waste Disposal Facility Revenue
Bond funds from the City of Bluffton, Indiana, of which $20.6 million remained outstanding at December 31,
2010. The revenue bond requires: semi-annual principal and interest payments of approximately $1.5 million
during the period commencing on March 1, 2010 through March 1, 2019; and a final principal and interest
payment of $3.745 million on September 1, 2019. The revenue bond bears interest at 7.50% per annum.

Agribusiness Segment

The Green Plains Grain loan was modified in April, June and November 2010 and February 2011 to be
comprised of a $20.0 million amortizing term loan, a $45.0 million revolving term loan, a $20.0 million seasonal
revolver and a $42.0 million bulge seasonal revolver. The term loan expires on August 1, 2013, the revolving
term loan expires on August 1, 2011, $7.0 million of the bulge seasonal revolver expires on April 1, 2011, the
remainder of the bulge seasonal revolver expires June 1, 2011 and the seasonal revolver expires on August 1,
2011. Payments of $0.5 million under the term loan are due on the first business day of each calendar quarter,

with any remaining amount payable at the expiration of the loan term. The loans bear interest at three-month

LIBOR plus 4.25% on the term loan, LIBOR plus 3.5% on the revolving term loan, and one-month LIBOR plus

3.75% on the seasonal revolver, all subject to an interest rate floor of 4.5%. Loan proceeds are used primarily for

working capital purposes. At December 31, 2010, $19.0 million on the term loan and $68.0 million on the

various revolving loans were outstanding. As security for the loans, the lender received a first-position lien on

real estate, equipment, inventory, and accounts receivable owned by Green Plains Grain. In addition, Green Plain

Grain had outstanding equipment financing term loans totaling $0.9 million at December 31, 2010.

Marketing and Distribution Segment

The Green Plains Trade loan is comprised of a senior secured revolving credit facility of up to $30.0

million, subject to a borrowing base of 85% of eligible receivables and a current availability block of $5.0

million. At December 31, 2010, $21.2 million on the revolving credit facility was outstanding. The revolving

credit facility expires on July 30, 2012 and bears interest at the lender’s commercial floating rate plus 2.5% or

LIBOR plus 3.5%. As security for the loan, the lender received a first-position lien on accounts receivable,

inventory and other collateral owned by Green Plains Trade.

On January 21, 2011, Green Plains Trade entered into an amendment and restatement of the senior secured

revolving credit facility to increase the principal amount available from $30.0 million to $70.0 million. The

amended facility expires on March 31, 2014.

Contractual Obligations

Our contractual obligations as of December 31, 2010 were as follows (in thousands):

Payments Due By Period

1-3 years

3-5 years

More than

5 years

$ 668,968

$ 141,068

$ 177,192

$ 192,829

$

157,879

Contractual Obligations

Long-term debt obligations (1)

Interest and fees on debt obligations (2)

Operating lease obligations (3)

Purchase obligations

Forward grain purchase contracts (4)

Other commodity purchase contracts (5)

Total

86,820

49,476

478,649

28,019

18,387

Less than

1 year

25,256

16,033

475,180

28,019

18,351

37,040

22,064

3,469

-

34

19,381

6,883

-

-

2

5,143

4,496

-

-

-

Total contractual obligations

$1,330,319

$ 703,907

$ 239,799

$ 219,095

$

167,518

Includes current portion of long-term debt.

Interest amounts are calculated over the terms of the loans using current interest rates, assuming scheduled principle and interest

amounts are paid pursuant to the debt agreements. Includes administrative and/or commitment fees on debt obligations.

(3) Operating lease costs are primarily for railcars and office space.

(4) Purchase contracts represent index-priced and fixed-price contracts. Index purchase contracts are valued at current quarter- end

(5)

Includes fixed-price ethanol, dried distillers grains and natural gas purchase contracts.

Other

(1)

(2)

prices.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are exposed to various market risks, including changes in commodity prices and interest rates. Market

risk is the potential loss arising from adverse changes in market rates and prices. In the ordinary course of

business, we enter into various types of transactions involving financial instruments to manage and reduce the

impact of changes in commodity prices and interest rates. At this time, we do not expect to have exposure to

foreign currency risk as we expect to conduct all of our business in U.S. dollars.

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The Green Plains Shenandoah loan is comprised of a $30.0 million amortizing term loan and a $17.0 million

revolving term loan. At December 31, 2010, $13.4 million related to the term loan was outstanding along with

the entire $17.0 million on the revolving term loan. The term loan requires quarterly principal payments of $1.2

million. The term loan matures on May 20, 2014 and the revolving term loan matures on November 1, 2017.

The Green Plains Superior loan is comprised of a $40.0 million amortizing term loan and a $10.0 million

revolving term loan. At December 31, 2010, $26.3 million related to the term loan was outstanding, along with

the entire $10.0 million on the revolving term loan. The term loan requires quarterly principal payments of

$1.375 million. The term loan matures on July 20, 2015 and the revolving term loan matures on July 1, 2017.

Each term loan has a provision that requires us to make annual special payments equal to a percentage

ranging from 50% to 75% of the available free cash flow from the related entity’s operations (as defined in the

respective loan agreements), subject to certain limitations. During the twelve months ended December 31, 2010,

$7.7 million was paid under these requirements.

With certain exceptions, the revolving term loans are generally available for advances throughout the life of

the commitment. Interest-only payments are due each month on all revolving term facilities until the final

maturity date, with the exception of the Green Plains Obion’s loan, which requires additional semi-annual

payments of $4.675 million beginning November 1, 2015.

On October 22, 2010, we acquired Global Ethanol and assumed its debt, now held by our subsidiary Green

Plains Holdings II (Holdings II). As of October 22, 2010, following the payment of $6.0 million to reduce the

assumed debt, the Holdings II loan was comprised of a $34.1 million amortizing term loan, a $42.6 million

revolving term loan and a $15.0 million revolving line of credit loan. At December 31, 2010, $34.1 million was

outstanding on the term loan, along with $42.2 million on the revolving term loan and $15.0 million on the

revolving line of credit loan. The term loan requires quarterly principal payments of $1.5 million. The revolving

term loan requires semi-annual payments of approximately $2.7 million. The amortizing term loan will mature

on January 1, 2015. The revolving term loan will mature April 1, 2016. The revolving line of credit will mature

on April 30, 2013.

The term loans and revolving term loans bear interest at LIBOR plus 1.5% to 4.50% or lender-established

prime rates. Some have established a floor on the underlying LIBOR index. In some cases, the lender may allow

us to elect to pay interest at a fixed interest rate to be determined. As security for the loans, the lenders received a

first-position lien on all personal property and real estate owned by the respective entity borrowing the funds,

including an assignment of all contracts and rights pertinent to construction and on-going operations of the plant.

Additionally, debt facilities within Green Plains Central City and Green Plains Ord are cross-collateralized.

These borrowing entities are also required to maintain certain financial and non-financial covenants during the

terms of the loans.

Green Plains Bluffton also received $22.0 million in Subordinate Solid Waste Disposal Facility Revenue

Bond funds from the City of Bluffton, Indiana, of which $20.6 million remained outstanding at December 31,

2010. The revenue bond requires: semi-annual principal and interest payments of approximately $1.5 million

during the period commencing on March 1, 2010 through March 1, 2019; and a final principal and interest

payment of $3.745 million on September 1, 2019. The revenue bond bears interest at 7.50% per annum.

Agribusiness Segment

The Green Plains Grain loan was modified in April, June and November 2010 and February 2011 to be

comprised of a $20.0 million amortizing term loan, a $45.0 million revolving term loan, a $20.0 million seasonal

revolver and a $42.0 million bulge seasonal revolver. The term loan expires on August 1, 2013, the revolving

term loan expires on August 1, 2011, $7.0 million of the bulge seasonal revolver expires on April 1, 2011, the

remainder of the bulge seasonal revolver expires June 1, 2011 and the seasonal revolver expires on August 1,

2011. Payments of $0.5 million under the term loan are due on the first business day of each calendar quarter,

with any remaining amount payable at the expiration of the loan term. The loans bear interest at three-month
LIBOR plus 4.25% on the term loan, LIBOR plus 3.5% on the revolving term loan, and one-month LIBOR plus
3.75% on the seasonal revolver, all subject to an interest rate floor of 4.5%. Loan proceeds are used primarily for
working capital purposes. At December 31, 2010, $19.0 million on the term loan and $68.0 million on the
various revolving loans were outstanding. As security for the loans, the lender received a first-position lien on
real estate, equipment, inventory, and accounts receivable owned by Green Plains Grain. In addition, Green Plain
Grain had outstanding equipment financing term loans totaling $0.9 million at December 31, 2010.

Marketing and Distribution Segment

The Green Plains Trade loan is comprised of a senior secured revolving credit facility of up to $30.0
million, subject to a borrowing base of 85% of eligible receivables and a current availability block of $5.0
million. At December 31, 2010, $21.2 million on the revolving credit facility was outstanding. The revolving
credit facility expires on July 30, 2012 and bears interest at the lender’s commercial floating rate plus 2.5% or
LIBOR plus 3.5%. As security for the loan, the lender received a first-position lien on accounts receivable,
inventory and other collateral owned by Green Plains Trade.

On January 21, 2011, Green Plains Trade entered into an amendment and restatement of the senior secured

revolving credit facility to increase the principal amount available from $30.0 million to $70.0 million. The
amended facility expires on March 31, 2014.

Contractual Obligations

Our contractual obligations as of December 31, 2010 were as follows (in thousands):

Contractual Obligations

Long-term debt obligations (1)
Interest and fees on debt obligations (2)
Operating lease obligations (3)
Purchase obligations

Forward grain purchase contracts (4)
Other commodity purchase contracts (5)
Other

Payments Due By Period

Total

$ 668,968
86,820
49,476

478,649
28,019
18,387

Less than
1 year

$ 141,068
25,256
16,033

475,180
28,019
18,351

1-3 years

3-5 years

$ 177,192
37,040
22,064

$ 192,829
19,381
6,883

More than
5 years

$

157,879
5,143
4,496

3,469
-

34

-
-

2

-
-
-

Total contractual obligations

$1,330,319

$ 703,907

$ 239,799

$ 219,095

$

167,518

(1)

(2)

Includes current portion of long-term debt.

Interest amounts are calculated over the terms of the loans using current interest rates, assuming scheduled principle and interest
amounts are paid pursuant to the debt agreements. Includes administrative and/or commitment fees on debt obligations.

(3) Operating lease costs are primarily for railcars and office space.

(4) Purchase contracts represent index-priced and fixed-price contracts. Index purchase contracts are valued at current quarter- end

prices.

(5)

Includes fixed-price ethanol, dried distillers grains and natural gas purchase contracts.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are exposed to various market risks, including changes in commodity prices and interest rates. Market

risk is the potential loss arising from adverse changes in market rates and prices. In the ordinary course of
business, we enter into various types of transactions involving financial instruments to manage and reduce the
impact of changes in commodity prices and interest rates. At this time, we do not expect to have exposure to
foreign currency risk as we expect to conduct all of our business in U.S. dollars.

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Interest Rate Risk

We are exposed to market risk from changes in interest rates. Exposure to interest rate risk results primarily

from holding term and revolving loans that bear variable interest rates. Specifically, we have $669.0 million
outstanding in debt as of December 31, 2010, $454.4 million of which is variable-rate in nature. Interest rates on
our variable-rate debt are determined based upon the market interest rate of either the lender’s prime rate or
LIBOR, as applicable. A 10% change in interest rates would affect our interest cost on such debt by
approximately $2.1 million per year in the aggregate. Other details of our outstanding debt are discussed in the
notes to the consolidated financial statements included as a part of this report.

Commodity Price Risk

We produce ethanol, distillers grains and corn oil from corn and our business is sensitive to changes in the

prices of each of these commodities. The price of corn is subject to fluctuations due to unpredictable factors such
as weather; corn planted and harvested acreage; changes in national and global supply and demand; and
government programs and policies. We use natural gas in the ethanol production process and, as a result, our
business is also sensitive to changes in the price of natural gas. The price of natural gas is influenced by such
weather factors as extreme heat or cold in the summer and winter, or other natural events like hurricanes in the
spring, summer and fall. Other natural gas price factors include North American exploration and production, and
the amount of natural gas in underground storage during both the injection and withdrawal seasons. Ethanol
prices are sensitive to world crude-oil supply and demand; crude-oil refining capacity and utilization;
government regulation; and consumer demand for alternative fuels. Distillers grains prices are sensitive to
various demand factors such as numbers of livestock on feed, prices for feed alternatives, and supply factors,
primarily production by ethanol plants and other sources.

We attempt to reduce the market risk associated with fluctuations in the price of corn, natural gas, distillers

grains and ethanol by employing a variety of risk management and economic hedging strategies. Strategies
include the use of forward fixed-price physical contracts and derivative financial instruments, such as futures and
options executed on the Chicago Board of Trade and/or the New York Mercantile Exchange.

We focus on locking in operating margins based on a model that continually monitors market prices of corn,

natural gas and other input costs against prices for ethanol and distillers grains at each of our production
facilities. We create offsetting positions by using a combination of forward fixed-price physical purchases and
sales contracts and derivative financial instruments. As a result of this approach, we frequently have gains on
derivative financial instruments that are conversely offset by losses on forward fixed-price physical contracts or
inventories and vice versa. In our ethanol production segment, gains and losses on derivative financial
instruments are recognized each period in operating results while corresponding gains and losses on physical
contracts are generally designated as normal purchases or normal sales contracts and are not recognized until
quantities are delivered or utilized in production. For cash flow hedges, any ineffectiveness is recognized in
current period results, while other unrealized gains and losses are reflected in accumulated other comprehensive
income until gains and losses from the underlying hedged transaction are realized. In the event that it becomes
probable that a forecasted transaction will not occur, we would discontinue cash flow hedge treatment, which
would affect earnings. During the year ended December 31, 2010, revenues and cost of goods sold included net
losses from derivative financial instruments of $8.7 million and $23.4 million respectively. To the extent the net
gains or losses from settled derivative instruments are related to hedging current period production, they are
generally offset by physical commodity purchases or sales resulting in the realization of the intended operating
margins. However, our results of operations are impacted when there is a mismatch of gains or losses associated
with the change in fair value of derivative instruments at the reporting period when the physical commodity
purchase or sales has not yet occurred since they are designated as a normal purchase or normal sale.

In our agribusiness segment, inventory positions, physical purchase and sale contracts, and financial
derivatives are marked to market with gains and losses included in results of operations. The market value of

derivative financial instruments such as exchange-traded futures and options has a high, but not perfect,

correlation to the underlying market value of grain inventories and related purchase and sale contracts.

Ethanol Production Segment

A sensitivity analysis has been prepared to estimate our ethanol production segment exposure to ethanol,

corn, distillers grains and natural gas price risk. Market risk related to these factors is estimated as the potential

change in pre-tax income resulting from hypothetical 10% changes in prices of our expected corn and natural gas

requirements, and ethanol and distillers grains output for a one-year period from December 31, 2010. This

analysis excludes the impact of risk management activities that result from our use of fixed-price purchase and

sale contracts and derivatives. The results of this analysis, which may differ from actual results, are as follows (in

thousands):

Estimated Total

Volume

Requirements for

the Next 12 Months

680,000

245,000

2,000

18,650

Unit of

Measure

Gallons

Bushels

Tons (1)

MMBTU (2)

Income Effect

of Approximate

10% Change in

Price

$

$

$

$

154,847

149,374

27,895

8,530

Commodity

Ethanol

Corn

Distillers grains

Natural gas

(1) Distillers grains quantities are stated on an equivalent dried ton basis.

(2) Millions of British Thermal Units

At December 31, 2010, approximately 14% of our forecasted ethanol production during the next 12 months

has been sold under fixed-price contracts. As a result of these positions, the effect of a 10% change in the price of

ethanol shown above would be reduced by approximately $21.6 million.

At December 31, 2010, approximately 16% of our estimated corn usage for the next 12 months was subject

to fixed-price contracts. As a result of these positions, the effect of a 10% change in the price of corn shown

above would be reduced by approximately $24.3 million.

At December 31, 2010, approximately 14% of our forecasted distillers grain production for the next

12 months was subject to fixed-price contracts. As a result of these positions, the effect of a 10% change in the

price of distillers grains shown above would be reduced by approximately $3.9 million.

At December 31, 2010, approximately 20% of our forecasted natural gas requirements for the next 12

months have been purchased under fixed-price contracts. As a result of these positions, the effect of a 10%

change in the price of natural gas shown above would be reduced by approximately $1.7 million.

Agribusiness Segment

The availability and price of agricultural commodities are subject to wide fluctuations due to unpredictable

factors such as weather, plantings, foreign and domestic government farm programs and policies, changes in

global demand created by population changes and changes in standards of living, and global production of

similar and competitive crops. To reduce price risk caused by market fluctuations in purchase and sale

commitments for grain and grain held in inventory, we enter into exchange-traded futures and options contracts

that function as economic hedges. The market value of exchange-traded futures and options used for economic

hedging has a high, but not perfect correlation, to the underlying market value of grain inventories and related

purchase and sale contracts. The less correlated portion of inventory and purchase and sale contract market value,

known as basis, is much less volatile than the overall market value of exchange-traded futures and tends to

follow historical patterns. We manage this less volatile risk by constantly monitoring our position relative to the

price changes in the market. In addition, inventory values are affected by the month-to-month spread

relationships in the regulated futures markets, as we carry inventories over time. These spread relationships are

55

56

Interest Rate Risk

We are exposed to market risk from changes in interest rates. Exposure to interest rate risk results primarily

from holding term and revolving loans that bear variable interest rates. Specifically, we have $669.0 million

outstanding in debt as of December 31, 2010, $454.4 million of which is variable-rate in nature. Interest rates on

our variable-rate debt are determined based upon the market interest rate of either the lender’s prime rate or

LIBOR, as applicable. A 10% change in interest rates would affect our interest cost on such debt by

approximately $2.1 million per year in the aggregate. Other details of our outstanding debt are discussed in the

notes to the consolidated financial statements included as a part of this report.

Commodity Price Risk

We produce ethanol, distillers grains and corn oil from corn and our business is sensitive to changes in the

prices of each of these commodities. The price of corn is subject to fluctuations due to unpredictable factors such

as weather; corn planted and harvested acreage; changes in national and global supply and demand; and

government programs and policies. We use natural gas in the ethanol production process and, as a result, our

business is also sensitive to changes in the price of natural gas. The price of natural gas is influenced by such

weather factors as extreme heat or cold in the summer and winter, or other natural events like hurricanes in the

spring, summer and fall. Other natural gas price factors include North American exploration and production, and

the amount of natural gas in underground storage during both the injection and withdrawal seasons. Ethanol

prices are sensitive to world crude-oil supply and demand; crude-oil refining capacity and utilization;

government regulation; and consumer demand for alternative fuels. Distillers grains prices are sensitive to

various demand factors such as numbers of livestock on feed, prices for feed alternatives, and supply factors,

primarily production by ethanol plants and other sources.

We attempt to reduce the market risk associated with fluctuations in the price of corn, natural gas, distillers

grains and ethanol by employing a variety of risk management and economic hedging strategies. Strategies

include the use of forward fixed-price physical contracts and derivative financial instruments, such as futures and

options executed on the Chicago Board of Trade and/or the New York Mercantile Exchange.

We focus on locking in operating margins based on a model that continually monitors market prices of corn,

natural gas and other input costs against prices for ethanol and distillers grains at each of our production

facilities. We create offsetting positions by using a combination of forward fixed-price physical purchases and

sales contracts and derivative financial instruments. As a result of this approach, we frequently have gains on

derivative financial instruments that are conversely offset by losses on forward fixed-price physical contracts or

inventories and vice versa. In our ethanol production segment, gains and losses on derivative financial

instruments are recognized each period in operating results while corresponding gains and losses on physical

contracts are generally designated as normal purchases or normal sales contracts and are not recognized until

quantities are delivered or utilized in production. For cash flow hedges, any ineffectiveness is recognized in

current period results, while other unrealized gains and losses are reflected in accumulated other comprehensive

income until gains and losses from the underlying hedged transaction are realized. In the event that it becomes

probable that a forecasted transaction will not occur, we would discontinue cash flow hedge treatment, which

would affect earnings. During the year ended December 31, 2010, revenues and cost of goods sold included net

losses from derivative financial instruments of $8.7 million and $23.4 million respectively. To the extent the net

gains or losses from settled derivative instruments are related to hedging current period production, they are

generally offset by physical commodity purchases or sales resulting in the realization of the intended operating

margins. However, our results of operations are impacted when there is a mismatch of gains or losses associated

with the change in fair value of derivative instruments at the reporting period when the physical commodity

purchase or sales has not yet occurred since they are designated as a normal purchase or normal sale.

In our agribusiness segment, inventory positions, physical purchase and sale contracts, and financial

derivatives are marked to market with gains and losses included in results of operations. The market value of

derivative financial instruments such as exchange-traded futures and options has a high, but not perfect,
correlation to the underlying market value of grain inventories and related purchase and sale contracts.

Ethanol Production Segment

A sensitivity analysis has been prepared to estimate our ethanol production segment exposure to ethanol,

corn, distillers grains and natural gas price risk. Market risk related to these factors is estimated as the potential
change in pre-tax income resulting from hypothetical 10% changes in prices of our expected corn and natural gas
requirements, and ethanol and distillers grains output for a one-year period from December 31, 2010. This
analysis excludes the impact of risk management activities that result from our use of fixed-price purchase and
sale contracts and derivatives. The results of this analysis, which may differ from actual results, are as follows (in
thousands):

Estimated Total
Volume
Requirements for
the Next 12 Months

680,000
245,000
2,000
18,650

Unit of
Measure

Gallons
Bushels
Tons (1)
MMBTU (2)

Income Effect
of Approximate
10% Change in
Price

$
$
$
$

154,847
149,374
27,895
8,530

Commodity

Ethanol
Corn
Distillers grains
Natural gas

(1) Distillers grains quantities are stated on an equivalent dried ton basis.
(2) Millions of British Thermal Units

At December 31, 2010, approximately 14% of our forecasted ethanol production during the next 12 months
has been sold under fixed-price contracts. As a result of these positions, the effect of a 10% change in the price of
ethanol shown above would be reduced by approximately $21.6 million.

At December 31, 2010, approximately 16% of our estimated corn usage for the next 12 months was subject

to fixed-price contracts. As a result of these positions, the effect of a 10% change in the price of corn shown
above would be reduced by approximately $24.3 million.

At December 31, 2010, approximately 14% of our forecasted distillers grain production for the next
12 months was subject to fixed-price contracts. As a result of these positions, the effect of a 10% change in the
price of distillers grains shown above would be reduced by approximately $3.9 million.

At December 31, 2010, approximately 20% of our forecasted natural gas requirements for the next 12
months have been purchased under fixed-price contracts. As a result of these positions, the effect of a 10%
change in the price of natural gas shown above would be reduced by approximately $1.7 million.

Agribusiness Segment

The availability and price of agricultural commodities are subject to wide fluctuations due to unpredictable

factors such as weather, plantings, foreign and domestic government farm programs and policies, changes in
global demand created by population changes and changes in standards of living, and global production of
similar and competitive crops. To reduce price risk caused by market fluctuations in purchase and sale
commitments for grain and grain held in inventory, we enter into exchange-traded futures and options contracts
that function as economic hedges. The market value of exchange-traded futures and options used for economic
hedging has a high, but not perfect correlation, to the underlying market value of grain inventories and related
purchase and sale contracts. The less correlated portion of inventory and purchase and sale contract market value,
known as basis, is much less volatile than the overall market value of exchange-traded futures and tends to
follow historical patterns. We manage this less volatile risk by constantly monitoring our position relative to the
price changes in the market. In addition, inventory values are affected by the month-to-month spread
relationships in the regulated futures markets, as we carry inventories over time. These spread relationships are

55

56

also less volatile than the overall market value and tend to follow historical patterns, but also represent a risk that
cannot be directly offset. Our accounting policy for our futures and options, as well as the underlying inventory
positions and purchase and sale contracts, is to mark them to the market and include gains and losses in the
consolidated statement of operations in sales and merchandising revenues.

A sensitivity analysis has been prepared to estimate agribusiness segment exposure to market risk of our
commodity position (exclusive of basis risk). Our daily net commodity position consists of inventories related to
purchase and sale contracts and exchange-traded contracts. The fair value of our position is a summation of the
fair values calculated for each commodity by valuing each net position at quoted futures market prices. Market
risk is estimated as the potential loss in fair value resulting from a hypothetical 10% change in such prices. The
result of this analysis, as of December 31, 2010, which may differ from actual results, is as follows (in
thousands):

Fair Value
Market Risk

$
$

28
3

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

The required consolidated financial statements and notes thereto are included in this report and are listed in

Part IV, Item 15.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND

FINANCIAL DISCLOSURE.

On June 2, 2009, the Company dismissed L.L. Bradford & Company, LLC (“L.L. Bradford”) as its
independent registered public accounting firm effective upon the filing of the Company’s Form 10-Q for the
second quarter ended June 30, 2009. The Company’s Audit Committee participated in and approved the decision
to change independent accountants. We notified L.L. Bradford of this decision on June 2, 2009.

The report of L.L. Bradford on the consolidated financial statements for the nine-month transition period

ended December 31, 2008 contained no adverse opinion or disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting principle.

In connection with its audits for the nine-month transition period ended December 31, 2008 and through the

interim period through June 2, 2009, there have been no disagreements with L.L. Bradford on any matter of
accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which
disagreements if not resolved to the satisfaction of L.L. Bradford would have caused them to make reference
thereto in their reports on the consolidated financial statements for such years.

During the nine-month transition period ended December 31, 2008 and through June 2, 2009, there have

been no reportable events (as defined in Regulation S-K Item 304(a)(1)(v)).

We requested that L.L. Bradford furnish us with a letter addressed to the Securities and Exchange

Commission stating whether or not it agrees with the above statements. A copy of that letter was filed as Exhibit
16.1 to our Form 8-K filed on June 5, 2009.

On June 2, 2009, the Company’s Audit Committee selected KPMG LLP (“KPMG”) as independent

registered public accountants of the Company for the fiscal year ended December 31, 2009. During Green Plains’
two most recent fiscal years and in the subsequent period through June 2, 2009, neither Green Plains, nor anyone
acting on its behalf, consulted with KPMG regarding either: (i) the application of accounting principles to a
specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on Green
Plains’ financial statements, and no written report nor oral advice was provided by KPMG, or (ii) any matter that
was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K, or a

reportable event, as that term is defined in Item 304(a)(1)(v) of Regulation S-K. The engagement of KPMG as

the independent registered public accountants to audit Green Plains’ consolidated financial statements was

approved by the Audit Committee of Green Plains.

ITEM 9A. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be

disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and

reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated

and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial

Officer, as appropriate, to allow timely decisions regarding required financial disclosure.

As of the end of the period covered by this report, our management carried out an evaluation, under the

supervision of and with the participation of our Chief Executive Officer and Chief Financial Officer, of the

effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e)

and 15d-15(e) under the Exchange Act). Our disclosure controls and procedures are designed to ensure that

information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded,

processed, summarized and reported within the time periods specified in SEC rules and forms. These disclosure

controls and procedures are designed to ensure that information required to be disclosed by us in the reports that

we file or submit under the Exchange Act is accumulated and communicated to our management, including our

Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required

financial disclosure. Based upon that evaluation, our management, including the Chief Executive Officer and the

Chief Financial Officer, concluded that our disclosure controls and procedures were effective.

Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial

reporting, as defined in Exchange Act Rule 13a-15(f). Our internal control system is designed to provide

reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in

accordance with U.S. generally accepted accounting principles.

Under the supervision of and with the participation of management, including our Chief Executive Officer

and Chief Financial Officer, our management assessed the design and operating effectiveness of internal control

over financial reporting as of December 31, 2010 based on the framework set forth in Internal Control-Integrated

Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. We acquired

Global Ethanol LLC (Global) on October 22, 2010, and our management excluded from its assessment of the

effectiveness of our internal control over financial reporting as of December 31, 2010, Global’s internal control

over financial reporting associated with 13.3% of total assets and 3.8% of consolidated total revenue included in

the financial statements of the Company as of and for the year ended December 31, 2010.

Based on this assessment, management concluded that our internal control over financial reporting was

effective as of December 31, 2010. KMPG LLP, an independent registered accounting firm, has audited and

issued a report on the Company’s internal control over financial reporting as of December 31, 2010. That report

is included herein.

Changes in Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial

reporting to provide reasonable assurance regarding the reliability of our financial reporting and the preparation

of our consolidated financial statements for external purposes in accordance with generally accepted accounting

principles. There were no material changes in our internal control over financial reporting that occurred during

the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal

control over financial reporting.

57

58

also less volatile than the overall market value and tend to follow historical patterns, but also represent a risk that

cannot be directly offset. Our accounting policy for our futures and options, as well as the underlying inventory

positions and purchase and sale contracts, is to mark them to the market and include gains and losses in the

consolidated statement of operations in sales and merchandising revenues.

A sensitivity analysis has been prepared to estimate agribusiness segment exposure to market risk of our

commodity position (exclusive of basis risk). Our daily net commodity position consists of inventories related to

purchase and sale contracts and exchange-traded contracts. The fair value of our position is a summation of the

fair values calculated for each commodity by valuing each net position at quoted futures market prices. Market

risk is estimated as the potential loss in fair value resulting from a hypothetical 10% change in such prices. The

result of this analysis, as of December 31, 2010, which may differ from actual results, is as follows (in

thousands):

Fair Value

Market Risk

$

$

28

3

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

The required consolidated financial statements and notes thereto are included in this report and are listed in

Part IV, Item 15.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND

FINANCIAL DISCLOSURE.

On June 2, 2009, the Company dismissed L.L. Bradford & Company, LLC (“L.L. Bradford”) as its

independent registered public accounting firm effective upon the filing of the Company’s Form 10-Q for the

second quarter ended June 30, 2009. The Company’s Audit Committee participated in and approved the decision

to change independent accountants. We notified L.L. Bradford of this decision on June 2, 2009.

The report of L.L. Bradford on the consolidated financial statements for the nine-month transition period

ended December 31, 2008 contained no adverse opinion or disclaimer of opinion and were not qualified or

modified as to uncertainty, audit scope or accounting principle.

In connection with its audits for the nine-month transition period ended December 31, 2008 and through the

interim period through June 2, 2009, there have been no disagreements with L.L. Bradford on any matter of

accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which

disagreements if not resolved to the satisfaction of L.L. Bradford would have caused them to make reference

thereto in their reports on the consolidated financial statements for such years.

During the nine-month transition period ended December 31, 2008 and through June 2, 2009, there have

been no reportable events (as defined in Regulation S-K Item 304(a)(1)(v)).

We requested that L.L. Bradford furnish us with a letter addressed to the Securities and Exchange

Commission stating whether or not it agrees with the above statements. A copy of that letter was filed as Exhibit

16.1 to our Form 8-K filed on June 5, 2009.

On June 2, 2009, the Company’s Audit Committee selected KPMG LLP (“KPMG”) as independent

registered public accountants of the Company for the fiscal year ended December 31, 2009. During Green Plains’

two most recent fiscal years and in the subsequent period through June 2, 2009, neither Green Plains, nor anyone

acting on its behalf, consulted with KPMG regarding either: (i) the application of accounting principles to a

specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on Green

Plains’ financial statements, and no written report nor oral advice was provided by KPMG, or (ii) any matter that

was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K, or a

reportable event, as that term is defined in Item 304(a)(1)(v) of Regulation S-K. The engagement of KPMG as
the independent registered public accountants to audit Green Plains’ consolidated financial statements was
approved by the Audit Committee of Green Plains.

ITEM 9A. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be

disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and
reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated
and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial
Officer, as appropriate, to allow timely decisions regarding required financial disclosure.

As of the end of the period covered by this report, our management carried out an evaluation, under the

supervision of and with the participation of our Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) under the Exchange Act). Our disclosure controls and procedures are designed to ensure that
information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in SEC rules and forms. These disclosure
controls and procedures are designed to ensure that information required to be disclosed by us in the reports that
we file or submit under the Exchange Act is accumulated and communicated to our management, including our
Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required
financial disclosure. Based upon that evaluation, our management, including the Chief Executive Officer and the
Chief Financial Officer, concluded that our disclosure controls and procedures were effective.

Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial

reporting, as defined in Exchange Act Rule 13a-15(f). Our internal control system is designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in
accordance with U.S. generally accepted accounting principles.

Under the supervision of and with the participation of management, including our Chief Executive Officer
and Chief Financial Officer, our management assessed the design and operating effectiveness of internal control
over financial reporting as of December 31, 2010 based on the framework set forth in Internal Control-Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. We acquired
Global Ethanol LLC (Global) on October 22, 2010, and our management excluded from its assessment of the
effectiveness of our internal control over financial reporting as of December 31, 2010, Global’s internal control
over financial reporting associated with 13.3% of total assets and 3.8% of consolidated total revenue included in
the financial statements of the Company as of and for the year ended December 31, 2010.

Based on this assessment, management concluded that our internal control over financial reporting was
effective as of December 31, 2010. KMPG LLP, an independent registered accounting firm, has audited and
issued a report on the Company’s internal control over financial reporting as of December 31, 2010. That report
is included herein.

Changes in Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial

reporting to provide reasonable assurance regarding the reliability of our financial reporting and the preparation
of our consolidated financial statements for external purposes in accordance with generally accepted accounting
principles. There were no material changes in our internal control over financial reporting that occurred during
the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.

57

58

Report of Independent Registered Public Accounting Firm

flows for the years then ended, and the related financial statement schedule and our report dated March 4, 2011,

expressed an unqualified opinion on those consolidated financial statements and related financial statement

schedule.

Omaha, Nebraska

March 4, 2011

None.

ITEM 9B. OTHER INFORMATION.

/s/ KPMG

The Board of Directors and Stockholders
Green Plains Renewable Energy, Inc.:

We have audited the internal control over financial reporting of Green Plains Renewable Energy, Inc. and
subsidiaries (the Company) as of December 31, 2010, based on criteria established in Internal Control –
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission
(COSO). The Company’s management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the
accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is
to express an opinion on the Company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether effective internal control over financial reporting was maintained in all material respects. Our audit
included obtaining an understanding of internal control over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on
the assessed risk. Our audit also included performing such other procedures as we considered necessary in the
circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
company’s assets that could have a material effect on the financial statements.

internal control over financial reporting may not prevent or detect
Because of its inherent
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.

limitations,

In our opinion, the Company maintained, in all material respects, effective internal control over financial
reporting as of December 31, 2010, based on criteria established in Internal Control – Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway Commission.

The Company acquired Global Ethanol LLC (Global) on October 22, 2010, and management excluded from its
assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31,
2010, Global’s internal control over financial reporting associated with 13.3% of the Company’s total assets and
3.8% of the Company’s consolidated total revenue included in the financial statements of the Company as of and
for the year ended December 31, 2010. Our audit of internal control over financial reporting of the Company also
excluded an evaluation of the internal control over financial reporting of Global.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States), the consolidated balance sheets of the Company as of December 31, 2010 and 2009, and the
related consolidated statements of operations, stockholders’ equity and comprehensive income (loss), and cash

59

60

flows for the years then ended, and the related financial statement schedule and our report dated March 4, 2011,
expressed an unqualified opinion on those consolidated financial statements and related financial statement
schedule.

/s/ KPMG

Omaha, Nebraska
March 4, 2011

ITEM 9B. OTHER INFORMATION.

None.

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

Green Plains Renewable Energy, Inc.:

We have audited the internal control over financial reporting of Green Plains Renewable Energy, Inc. and

subsidiaries (the Company) as of December 31, 2010, based on criteria established in Internal Control –

Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission

(COSO). The Company’s management is responsible for maintaining effective internal control over financial

reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the

accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is

to express an opinion on the Company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board

(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about

whether effective internal control over financial reporting was maintained in all material respects. Our audit

included obtaining an understanding of internal control over financial reporting, assessing the risk that a material

weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on

the assessed risk. Our audit also included performing such other procedures as we considered necessary in the

circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance

regarding the reliability of financial reporting and the preparation of financial statements for external purposes in

accordance with generally accepted accounting principles. A company’s internal control over financial reporting

includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,

accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable

assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance

with generally accepted accounting principles, and that receipts and expenditures of the company are being made

only in accordance with authorizations of management and directors of the company; and (3) provide reasonable

assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the

company’s assets that could have a material effect on the financial statements.

Because of its inherent

limitations,

internal control over financial reporting may not prevent or detect

misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that

controls may become inadequate because of changes in conditions, or that the degree of compliance with the

policies or procedures may deteriorate.

In our opinion, the Company maintained, in all material respects, effective internal control over financial

reporting as of December 31, 2010, based on criteria established in Internal Control – Integrated Framework

issued by the Committee of Sponsoring Organizations of the Treadway Commission.

The Company acquired Global Ethanol LLC (Global) on October 22, 2010, and management excluded from its

assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31,

2010, Global’s internal control over financial reporting associated with 13.3% of the Company’s total assets and

3.8% of the Company’s consolidated total revenue included in the financial statements of the Company as of and

for the year ended December 31, 2010. Our audit of internal control over financial reporting of the Company also

excluded an evaluation of the internal control over financial reporting of Global.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board

(United States), the consolidated balance sheets of the Company as of December 31, 2010 and 2009, and the

related consolidated statements of operations, stockholders’ equity and comprehensive income (loss), and cash

59

60

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

The information required by this item with respect to our directors, our audit committee and our audit

committee financial expert is included in the sections entitled “Information about the Board of Directors and
Corporate Governance” and “Proposal I – Election of Directors” in our Proxy Statement for the 2011 Annual
Meeting of Stockholders (the “Proxy Statement”) and is incorporated herein by reference. Information included
in the section entitled “Section 16(a) Beneficial Ownership Reporting Compliance” in the Proxy Statement is
also incorporated herein by reference.

Certain information regarding our executive officers is included in Part 1 – Executive Officers of the

Registrant of this report.

The Company has adopted a Code of Ethics that applies to our Chief Executive Officer and all senior
financial officers, including the Chief Financial Officer, principal accounting officer, other senior financial
officers and persons performing similar functions. The full text of the Code of Ethics is published on our website
at www.gpreinc.com in the “Investors – Corporate Governance” section. We intend to disclose future
amendments to, or waivers from, certain provisions of the Code of Ethics on our website within five business
days following the adoption of such amendment or waiver.

ITEM 11. EXECUTIVE COMPENSATION.

Information included in the sections entitled “Information about the Board of Directors and Corporate
Governance,” “Director Compensation” and “Executive Compensation” in the Proxy Statement is incorporated
herein by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

AND RELATED STOCKHOLDER MATTERS.

Information included in the sections entitled “Principal Shareholders” and “Executive Compensation” in the

Proxy Statement is incorporated herein by reference. Information concerning our equity compensation plans is
set forth in Item 5 of this report.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR

INDEPENDENCE.

Information included in the sections entitled “Information about the Board of Directors and Corporate
Governance” and “Certain Relationships and Related Party Transactions,” if any, in the Proxy Statement is
incorporated herein by reference.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.

Information included in the section entitled “Independent Public Accountants” in the Proxy Statement is

incorporated herein by reference.

Page

F-1

F-2

F-3

F-4

F-5

F-6

F-8

Page

F-40

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

PART IV

(1) Financial Statements. The following index lists consolidated financial statements and notes thereto filed

as part of this annual report on Form 10-K.

Report of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm (Predecessor Auditors)

Consolidated Balance Sheets as of December 31, 2010 and 2009

Consolidated Statements of Operations for the years-ended December 31, 2010 and 2009 and for the

nine-month transition period ended December 31, 2008

Consolidated Statements of Stockholders’ Equity and Comprehensive Income (Loss) for the

years-ended December 31, 2010 and 2009 and for the nine-month transition period ended

December 31, 2008

Consolidated Statements of Cash Flows for the years-ended December 31, 2010 and 2009 and for the

nine-month transition period ended December 31, 2008

Notes to Consolidated Financial Statements

(2) Financial Statement Schedules. The following condensed financial information and notes thereto are

filed as part of this annual report on Form 10-K.

Schedule I – Condensed Financial Information of the Registrant

All other schedules have been omitted because they are not applicable or the required information is

included in the consolidated financial statements or notes thereto.

(3) Exhibits. The following exhibit index lists exhibits incorporated herein by reference, filed as a part of

this annual report on Form 10-K, or furnished as part of this annual report on Form 10-K.

EXHIBIT INDEX

Exhibit

No.

2.1

Description of Exhibit

dated May 8, 2008)

Agreement and Plan of Merger between the Company, Green Plains Merger Sub, Inc. and VBV

LLC (Incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K,

2.2

Stock Purchase Agreement between the Company, Bioverda International Holdings Limited and

Bioverda US Holdings LLC (Incorporated by reference to Exhibit 99.2 of the Company’s Current

Report on Form 8-K, dated May 8, 2008)

2.3

Agreement and Plan of Merger among the Company, IN Merger Sub, LLC and Indiana Bio-Energy,

LLC (Incorporated by reference to Exhibit 99.3 of the Company’s Current Report on Form 8-K,

dated May 8, 2008)

2.4

Agreement and Plan of Merger among the Company, TN Merger Sub, LLC and Ethanol Grain

Processors, LLC (Incorporated by reference to Exhibit 99.4 of the Company’s Current Report on

Form 8-K, dated May 8, 2008)

2.5

Agreement and Plan of Merger among the Company, GPMS, Inc., Global Ethanol, LLC and Global

Ethanol, Inc. dated September 28,2010 (Incorporated by reference to Exhibit 2.1 to the Company’s

Current Report on Form 8-K, dated October 22, 2010)

3.1

Second Amended and Restated Articles of Incorporation of the Company (Incorporated by reference

to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed October 15, 2008)

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

The information required by this item with respect to our directors, our audit committee and our audit

committee financial expert is included in the sections entitled “Information about the Board of Directors and

Corporate Governance” and “Proposal I – Election of Directors” in our Proxy Statement for the 2011 Annual

Meeting of Stockholders (the “Proxy Statement”) and is incorporated herein by reference. Information included

in the section entitled “Section 16(a) Beneficial Ownership Reporting Compliance” in the Proxy Statement is

also incorporated herein by reference.

Certain information regarding our executive officers is included in Part 1 – Executive Officers of the

Registrant of this report.

The Company has adopted a Code of Ethics that applies to our Chief Executive Officer and all senior

financial officers, including the Chief Financial Officer, principal accounting officer, other senior financial

officers and persons performing similar functions. The full text of the Code of Ethics is published on our website

at www.gpreinc.com in the “Investors – Corporate Governance” section. We intend to disclose future

amendments to, or waivers from, certain provisions of the Code of Ethics on our website within five business

days following the adoption of such amendment or waiver.

ITEM 11. EXECUTIVE COMPENSATION.

Information included in the sections entitled “Information about the Board of Directors and Corporate

Governance,” “Director Compensation” and “Executive Compensation” in the Proxy Statement is incorporated

herein by reference.

Information included in the sections entitled “Principal Shareholders” and “Executive Compensation” in the

Proxy Statement is incorporated herein by reference. Information concerning our equity compensation plans is

set forth in Item 5 of this report.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR

INDEPENDENCE.

Information included in the sections entitled “Information about the Board of Directors and Corporate

Governance” and “Certain Relationships and Related Party Transactions,” if any, in the Proxy Statement is

incorporated herein by reference.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.

Information included in the section entitled “Independent Public Accountants” in the Proxy Statement is

incorporated herein by reference.

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

PART IV

(1) Financial Statements. The following index lists consolidated financial statements and notes thereto filed

as part of this annual report on Form 10-K.

Report of Independent Registered Public Accounting Firm
Report of Independent Registered Public Accounting Firm (Predecessor Auditors)
Consolidated Balance Sheets as of December 31, 2010 and 2009
Consolidated Statements of Operations for the years-ended December 31, 2010 and 2009 and for the

nine-month transition period ended December 31, 2008

Consolidated Statements of Stockholders’ Equity and Comprehensive Income (Loss) for the
years-ended December 31, 2010 and 2009 and for the nine-month transition period ended
December 31, 2008

Consolidated Statements of Cash Flows for the years-ended December 31, 2010 and 2009 and for the

nine-month transition period ended December 31, 2008

Notes to Consolidated Financial Statements

Page

F-1
F-2
F-3

F-4

F-5

F-6
F-8

(2) Financial Statement Schedules. The following condensed financial information and notes thereto are

filed as part of this annual report on Form 10-K.

Schedule I – Condensed Financial Information of the Registrant

Page

F-40

All other schedules have been omitted because they are not applicable or the required information is

included in the consolidated financial statements or notes thereto.

(3) Exhibits. The following exhibit index lists exhibits incorporated herein by reference, filed as a part of

this annual report on Form 10-K, or furnished as part of this annual report on Form 10-K.

EXHIBIT INDEX

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

AND RELATED STOCKHOLDER MATTERS.

Exhibit
No.

Description of Exhibit

2.1

2.2

2.3

2.4

2.5

3.1

Agreement and Plan of Merger between the Company, Green Plains Merger Sub, Inc. and VBV
LLC (Incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K,
dated May 8, 2008)

Stock Purchase Agreement between the Company, Bioverda International Holdings Limited and
Bioverda US Holdings LLC (Incorporated by reference to Exhibit 99.2 of the Company’s Current
Report on Form 8-K, dated May 8, 2008)

Agreement and Plan of Merger among the Company, IN Merger Sub, LLC and Indiana Bio-Energy,
LLC (Incorporated by reference to Exhibit 99.3 of the Company’s Current Report on Form 8-K,
dated May 8, 2008)

Agreement and Plan of Merger among the Company, TN Merger Sub, LLC and Ethanol Grain
Processors, LLC (Incorporated by reference to Exhibit 99.4 of the Company’s Current Report on
Form 8-K, dated May 8, 2008)

Agreement and Plan of Merger among the Company, GPMS, Inc., Global Ethanol, LLC and Global
Ethanol, Inc. dated September 28,2010 (Incorporated by reference to Exhibit 2.1 to the Company’s
Current Report on Form 8-K, dated October 22, 2010)

Second Amended and Restated Articles of Incorporation of the Company (Incorporated by reference
to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed October 15, 2008)

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3.2(a)

3.2(b)

4.1

4.2

4.3

4.4

4.5

10.1(a)

10.1(b)

10.1(c)

Amended and Restated Bylaws of the Company (Incorporated by reference to Exhibit 3.2 of the
Company’s Current Report on Form 8-K filed on October 15, 2008)

First Amendment to the Amended and Restated Bylaws of the Company (Incorporated by reference
to Exhibit 99.2 of the Company’s Current Report on Form 8-K filed on March 13, 2009)

Shareholders’ Agreement by and among Green Plains Renewable Energy, Inc., each of the investors
listed on Schedule A, and each of the existing shareholders and affiliates identified on Schedule B,
dated May 7, 2008 (Incorporated by reference to Appendix F of the Company’s Registration
Statement on Form S-4/A filed September 4, 2008)

Form of Senior Indenture (Incorporated by reference to Exhibit 4.5 of the Company’s Registration
Statement on Form S-3/A filed December 30, 2009)

Form of Subordinated Indenture (Incorporated by reference to Exhibit 4.6 of the Company’s
Registration Statement on Form S-3/A filed December 30, 2009)

Indenture relating to the 5.75% Convertible Senior Notes due 2015, dated as of November 3, 2010,
between the Company and Wilmington Trust FSB, including the form of Global Note attached as
Exhibit A thereto (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on
Form 8-K filed November 3, 2010)

Form of Warrant to Purchase Common Stock (Incorporated by reference to Exhibit 4.1 to the
Company’s Current Report on Form 8-K filed October 22, 2010)

Asset Transfer Agreement between the Company and GPRE Shenandoah LLC, dated March 31,
2008 (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed
April 7, 2008)

Construction and Term Loan Supplement, dated January 30, 2006, by and between the Company and
Farm Credit Services of America, FLCA (Incorporated by reference to Exhibit 10.2 of the
Company’s Current Report on Form 8-K, dated February 9, 2006)

Construction and Revolving Term Loan Supplement, dated January 30, 2006, by and between the
Company and Farm Credit Services of America, FLCA (Incorporated by reference to Exhibit 10.3 of
the Company’s Current Report on Form 8-K, dated February 9, 2006)

10.1(d) Master Loan Agreement between GPRE Shenandoah LLC and Farm Credit Services of America,

FLCA, dated March 25, 2008 (Incorporated by reference to Exhibit 10.2 of the Company’s Current
Report on Form 8-K filed April 7, 2008)

10.1(e)

10.1(f)

10.1(g)

Statused Revolving Credit Supplement between GPRE Shenandoah LLC and Farm Credit Services
of America, FLCA, dated October 3, 2008 (Incorporated by reference to Exhibit 10.3 of the
Company’s Quarterly Report on Form 10-Q filed October 10, 2008)

Amendment to the Master Loan Agreement between GPRE Shenandoah LLC and Farm Credit
Services of America, FLCA, dated October 3, 2008 (Incorporated by reference to Exhibit 10.4 of the
Company’s Quarterly Report on Form 10-Q filed October 10, 2008)

Amendment to the Master Loan Agreement between Farm Credit Services of America, FLCA and
Green Plains Shenandoah LLC, dated August 3, 2009 (f/k/a GPRE Shenandoah LLC) (Incorporated
by reference to Exhibit 10.1(g) of the Company’s Annual Report on Form 10-K filed February 24,
2010)

10.1(h)

Security Agreement between Green Plains Shenandoah LLC and Farm Credit Services of America,
FLCA, dated August 3, 2009 (Incorporated by reference to Exhibit 10.1(h) of the Company’s Annual
Report on Form 10-K filed February 24, 2010)

10.1(i)

Amendment to the Construction and Revolving Term Loan Supplement to the Master Loan

Agreement between Farm Credit Services of America, FLCA and Green Plains Shenandoah LLC,

dated December 1, 2009 (Incorporated by reference to Exhibit 10.1(i) of the Company’s Annual

Report on Form 10-K filed February 24, 2010)

10.1(j)

Amendment to the Master Loan Agreement between Farm Credit Services of America, FLCA and

Green Plains Shenandoah LLC, dated December 1, 2009 (Incorporated by reference to Exhibit

10.1(j) of the Company’s Annual Report on Form 10-K filed February 24, 2010)

10.1(k)

Statused Revolving Credit Supplement to the Master Loan Agreement between Farm Credit Services

of America, FLCA and Green Plains Shenandoah LLC (amending and restating the Supplement

dated October 3, 2008), dated December 1, 2009 (Incorporated by reference to Exhibit 10.1(k) of the

Company’s Annual Report on Form 10-K filed February 24, 2010)

10.2(a) Master Loan Agreement, dated March 15, 2007, by and between Superior Ethanol, L.L.C. and Farm

Credit Services of America, FLCA (Incorporated by reference to Exhibit 10.1 of the Company’s

Current Report on Form 8-K, dated March 23, 2007)

10.2(b)

Construction and Term Loan Supplement, dated March 15, 2007, by and between Superior Ethanol,

L.L.C. and Farm Credit Services of America, FLCA (Incorporated by reference to Exhibit 10.2 of the

Company’s Current Report on Form 8-K, dated March 23, 2007)

10.2(c)

Construction and Revolving Term Loan Supplement, dated March 15, 2007, by and between

Superior Ethanol, L.L.C. and Farm Credit Services of America, FLCA (Incorporated by reference to

Exhibit 10.3 of the Company’s Current Report on Form 8-K, dated March 23, 2007)

10.2(d)

Security Agreement and Real Estate Mortgage, dated March 15, 2007, by and between Superior

Ethanol, L.L.C. and Farm Credit Services of America, FLCA (Incorporated by reference to Exhibit

10.5 of the Company’s Current Report on Form 8-K, dated March 23, 2007)

10.2(e)

Amendment to the Master Loan Agreement between Superior Ethanol, L.L.C. and Farm Credit

Services of America, FLCA, dated February 1, 2008 (Incorporated by reference to Exhibit 10.1 of

the Company’s Current Report on Form 8-K filed March 4, 2008)

10.2(f)

Amendment to the Construction and Term Loan Supplement between Superior Ethanol, L.L.C. and

Farm Credit Services of America, FLCA, dated February 1, 2008 (Incorporated by reference to

Exhibit 10.2 of the Company’s Current Report on Form 8-K filed March 4, 2008)

10.2(g)

Amendment to the Construction Revolving Term Loan Supplement between Superior Ethanol,

L.L.C. and Farm Credit Services of America, FLCA, dated February 1, 2008 (Incorporated by

reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed March 4, 2008)

10.2(h)

Amendment to Master Loan Agreement between Farm Credit Services FLCA and Superior Ethanol,

L.L.C., dated April 23, 2008 (Incorporated by reference to Exhibit 10.1 of the Company’s Current

Report on Form 8-K filed May 19, 2008).

10.2(i)

Amendment to the Construction and Term Loan Supplement between Farm Credit Services FLCA

and Superior Ethanol, L.L.C., dated April 23, 2008 (Incorporated by reference to Exhibit 10.2 of the

Company’s Current Report on Form 8-K filed May 19, 2008).

10.2(j)

Amendment to the Construction and Revolving Term Loan Supplement between Farm Credit

Services FLCA and Superior Ethanol, L.L.C., dated April 23, 2008 (Incorporated by reference to

Exhibit 10.3 of the Company’s Current Report on Form 8-K filed May 19, 2008).

10.2(k)

Amendment to the Master Loan Agreement between Superior Ethanol, L.L.C. and Farm Credit

Services of America, FLCA, dated October 6, 2008 (Incorporated by reference to Exhibit 10.5 of the

Company’s Quarterly Report on Form 10-Q filed October 10, 2008)

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3.2(a)

Amended and Restated Bylaws of the Company (Incorporated by reference to Exhibit 3.2 of the

Company’s Current Report on Form 8-K filed on October 15, 2008)

3.2(b)

First Amendment to the Amended and Restated Bylaws of the Company (Incorporated by reference

to Exhibit 99.2 of the Company’s Current Report on Form 8-K filed on March 13, 2009)

4.1

Shareholders’ Agreement by and among Green Plains Renewable Energy, Inc., each of the investors

listed on Schedule A, and each of the existing shareholders and affiliates identified on Schedule B,

dated May 7, 2008 (Incorporated by reference to Appendix F of the Company’s Registration

Statement on Form S-4/A filed September 4, 2008)

4.2

Form of Senior Indenture (Incorporated by reference to Exhibit 4.5 of the Company’s Registration

Statement on Form S-3/A filed December 30, 2009)

4.3

Form of Subordinated Indenture (Incorporated by reference to Exhibit 4.6 of the Company’s

Registration Statement on Form S-3/A filed December 30, 2009)

4.4

Indenture relating to the 5.75% Convertible Senior Notes due 2015, dated as of November 3, 2010,

between the Company and Wilmington Trust FSB, including the form of Global Note attached as

Exhibit A thereto (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on

Form 8-K filed November 3, 2010)

4.5

Form of Warrant to Purchase Common Stock (Incorporated by reference to Exhibit 4.1 to the

Company’s Current Report on Form 8-K filed October 22, 2010)

10.1(a)

Asset Transfer Agreement between the Company and GPRE Shenandoah LLC, dated March 31,

2008 (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed

April 7, 2008)

10.1(b)

Construction and Term Loan Supplement, dated January 30, 2006, by and between the Company and

Farm Credit Services of America, FLCA (Incorporated by reference to Exhibit 10.2 of the

Company’s Current Report on Form 8-K, dated February 9, 2006)

10.1(c)

Construction and Revolving Term Loan Supplement, dated January 30, 2006, by and between the

Company and Farm Credit Services of America, FLCA (Incorporated by reference to Exhibit 10.3 of

the Company’s Current Report on Form 8-K, dated February 9, 2006)

10.1(d) Master Loan Agreement between GPRE Shenandoah LLC and Farm Credit Services of America,

FLCA, dated March 25, 2008 (Incorporated by reference to Exhibit 10.2 of the Company’s Current

Report on Form 8-K filed April 7, 2008)

10.1(e)

Statused Revolving Credit Supplement between GPRE Shenandoah LLC and Farm Credit Services

of America, FLCA, dated October 3, 2008 (Incorporated by reference to Exhibit 10.3 of the

Company’s Quarterly Report on Form 10-Q filed October 10, 2008)

10.1(f)

Amendment to the Master Loan Agreement between GPRE Shenandoah LLC and Farm Credit

Services of America, FLCA, dated October 3, 2008 (Incorporated by reference to Exhibit 10.4 of the

Company’s Quarterly Report on Form 10-Q filed October 10, 2008)

10.1(g)

Amendment to the Master Loan Agreement between Farm Credit Services of America, FLCA and

Green Plains Shenandoah LLC, dated August 3, 2009 (f/k/a GPRE Shenandoah LLC) (Incorporated

by reference to Exhibit 10.1(g) of the Company’s Annual Report on Form 10-K filed February 24,

2010)

10.1(h)

Security Agreement between Green Plains Shenandoah LLC and Farm Credit Services of America,

FLCA, dated August 3, 2009 (Incorporated by reference to Exhibit 10.1(h) of the Company’s Annual

Report on Form 10-K filed February 24, 2010)

10.1(i)

10.1(j)

10.1(k)

Amendment to the Construction and Revolving Term Loan Supplement to the Master Loan
Agreement between Farm Credit Services of America, FLCA and Green Plains Shenandoah LLC,
dated December 1, 2009 (Incorporated by reference to Exhibit 10.1(i) of the Company’s Annual
Report on Form 10-K filed February 24, 2010)

Amendment to the Master Loan Agreement between Farm Credit Services of America, FLCA and
Green Plains Shenandoah LLC, dated December 1, 2009 (Incorporated by reference to Exhibit
10.1(j) of the Company’s Annual Report on Form 10-K filed February 24, 2010)

Statused Revolving Credit Supplement to the Master Loan Agreement between Farm Credit Services
of America, FLCA and Green Plains Shenandoah LLC (amending and restating the Supplement
dated October 3, 2008), dated December 1, 2009 (Incorporated by reference to Exhibit 10.1(k) of the
Company’s Annual Report on Form 10-K filed February 24, 2010)

10.2(a) Master Loan Agreement, dated March 15, 2007, by and between Superior Ethanol, L.L.C. and Farm

Credit Services of America, FLCA (Incorporated by reference to Exhibit 10.1 of the Company’s
Current Report on Form 8-K, dated March 23, 2007)

10.2(b)

10.2(c)

10.2(d)

10.2(e)

10.2(f)

10.2(g)

10.2(h)

10.2(i)

10.2(j)

10.2(k)

Construction and Term Loan Supplement, dated March 15, 2007, by and between Superior Ethanol,
L.L.C. and Farm Credit Services of America, FLCA (Incorporated by reference to Exhibit 10.2 of the
Company’s Current Report on Form 8-K, dated March 23, 2007)

Construction and Revolving Term Loan Supplement, dated March 15, 2007, by and between
Superior Ethanol, L.L.C. and Farm Credit Services of America, FLCA (Incorporated by reference to
Exhibit 10.3 of the Company’s Current Report on Form 8-K, dated March 23, 2007)

Security Agreement and Real Estate Mortgage, dated March 15, 2007, by and between Superior
Ethanol, L.L.C. and Farm Credit Services of America, FLCA (Incorporated by reference to Exhibit
10.5 of the Company’s Current Report on Form 8-K, dated March 23, 2007)

Amendment to the Master Loan Agreement between Superior Ethanol, L.L.C. and Farm Credit
Services of America, FLCA, dated February 1, 2008 (Incorporated by reference to Exhibit 10.1 of
the Company’s Current Report on Form 8-K filed March 4, 2008)

Amendment to the Construction and Term Loan Supplement between Superior Ethanol, L.L.C. and
Farm Credit Services of America, FLCA, dated February 1, 2008 (Incorporated by reference to
Exhibit 10.2 of the Company’s Current Report on Form 8-K filed March 4, 2008)

Amendment to the Construction Revolving Term Loan Supplement between Superior Ethanol,
L.L.C. and Farm Credit Services of America, FLCA, dated February 1, 2008 (Incorporated by
reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed March 4, 2008)

Amendment to Master Loan Agreement between Farm Credit Services FLCA and Superior Ethanol,
L.L.C., dated April 23, 2008 (Incorporated by reference to Exhibit 10.1 of the Company’s Current
Report on Form 8-K filed May 19, 2008).

Amendment to the Construction and Term Loan Supplement between Farm Credit Services FLCA
and Superior Ethanol, L.L.C., dated April 23, 2008 (Incorporated by reference to Exhibit 10.2 of the
Company’s Current Report on Form 8-K filed May 19, 2008).

Amendment to the Construction and Revolving Term Loan Supplement between Farm Credit
Services FLCA and Superior Ethanol, L.L.C., dated April 23, 2008 (Incorporated by reference to
Exhibit 10.3 of the Company’s Current Report on Form 8-K filed May 19, 2008).

Amendment to the Master Loan Agreement between Superior Ethanol, L.L.C. and Farm Credit
Services of America, FLCA, dated October 6, 2008 (Incorporated by reference to Exhibit 10.5 of the
Company’s Quarterly Report on Form 10-Q filed October 10, 2008)

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10.2(l)

10.2(m)

10.2(n)

10.2(o)

*10.3

10.4(a)

10.4(b)

10.4(c)

10.4(d)

10.4(e)

10.4(f)

10.4(g)

*10.5

10.6

Amendment to the Master Loan Agreement between Farm Credit Services of America, FLCA and
Green Plains Superior LLC, dated May 12, 2009 (f/k/a Superior Ethanol, L.L.C.) (Incorporated by
reference to Exhibit 10.2(l) of the Company’s Annual Report on Form 10-K filed February 24,
2010)

Amendment to the Construction and Term Loan Supplement between Farm Credit Services of
America, FLCA and Green Plains Superior LLC, dated May 12, 2009 (f/k/a Superior Ethanol,
L.L.C.) (Incorporated by reference to Exhibit 10.2(m) of the Company’s Annual Report on Form
10-K filed February 24, 2010)

Amendment to the Construction and Revolving Term Loan Supplement between Farm Credit
Services of America, FLCA and Green Plains Superior LLC, dated May 12, 2009 (f/k/a Superior
Ethanol, L.L.C.) (Incorporated by reference to Exhibit 10.2(n) of the Company’s Annual Report on
Form 10-K filed February 24, 2010)

Amendment to Master Loan Agreement, dated July 20, 2009, between Farm Credit Services of
America, FLCA and Green Plains Superior LLC (Incorporated by reference to Exhibit 10.2(o) of
the Company’s Annual Report on Form 10-K filed February 24, 2010)

Amended and Restated Employment Agreement dated October 24, 2008, by and between the
Company and Jerry L. Peters (Incorporated by reference to Exhibit 10.1 of the Company’s Current
Report on Form 8-K, dated October 28, 2008)

Credit Agreement dated April 3, 2008 between Green Plains Grain Company LLC and First
National Bank of Omaha (Incorporated by reference to Exhibit 10.1 of the Company’s Current
Report on Form 8-K filed April 9, 2008)

Revolving Credit Note dated April 3, 2008 between Green Plains Grain Company LLC and First
National Bank of Omaha (Incorporated by reference to Exhibit 10.2 of the Company’s Current
Report on Form 8-K filed April 9, 2008)

Term Loan Note dated April 3, 2008 between Green Plains Grain Company LLC and First National
Bank of Omaha (Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on
Form 8-K filed April 9, 2008)

Security Agreement dated April 3, 2008 between Green Plains Grain Company LLC and First
National Bank of Omaha (Incorporated by reference to Exhibit 10.4 of the Company’s Current
Report on Form 8-K filed April 9, 2008)

First Amendment to Credit Agreement by and among Green Plains Grain Company LLC and First
National Bank of Omaha, dated July 2, 2008 (Incorporated by reference to Exhibit 10.1 of the
Company’s Current Report on Form 8-K filed July 8, 2008)

First Amendment to Revolving Credit Note by and among Green Plains Grain Company LLC and
First National Bank of Omaha, dated July 2, 2008 (Incorporated by reference to Exhibit 10.2 of the
Company’s Current Report on Form 8-K filed July 8, 2008)

First Amended and Restated Credit Agreement between Green Plains Grain Company LLC and
First National Bank of Omaha, dated March 31, 2009 (Incorporated by reference to Exhibit 10.8 of
the Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

2007 Equity Incentive Plan (Incorporated by reference to Appendix A of the Company’s Definitive
Proxy Statement filed March 27, 2007)

Form of Indemnification Agreement (Incorporated by reference to Exhibit 10.53 of the Company’s
Registration Statement on Form S-4/A filed August 1, 2008)

*10.7(a)

Employment Agreement with Todd Becker (Incorporated by reference to Exhibit 10.54 of the
Company’s Registration Statement on Form S-4/A filed August 1, 2008)

*10.7(b)

Amendment No. 1 to Employment Agreement with Todd Becker, dated December 18, 2009.

(Incorporated by reference to Exhibit 10.7(b) of the Company’s Annual Report on Form 10-K filed

February 24, 2010)

10.8(a)

Master Loan Agreement entered into as of August 31, 2007 by and between Farm Credit Services

of Mid-America, FLCA, Farm Credit Services of Mid-America, PCA and Green Plains Obion LLC

(f/k/a Ethanol Grain Processors, LLC) (Incorporated by reference to Exhibit 10.41 of the

Company’s Annual Report on Form 10-KT, dated March 31, 2009)

10.8(b)

Construction and Revolving Term Loan Supplement entered into as of August 31, 2007 by and

between Farm Credit Services of Mid-America, FCLA and Green Plains Obion LLC (f/k/a Ethanol

Grain Processors, LLC) (Incorporated by reference to Exhibit 10.39 of the Company’s Annual

Report on Form 10-KT, dated March 31, 2009)

10.8(c)

Construction and Term Loan Supplement entered into as of August 31, 2007 by and between Farm

Credit Services of Mid-America, FLCA and Green Plains Obion LLC (f/k/a Ethanol Grain

Processors, LLC) (Incorporated by reference to Exhibit 10.40 of the Company’s Annual Report on

Form 10-KT, dated March 31, 2009)

10.8(d)

Statused Revolving Credit Supplement entered into as of August 31, 2007 by and between Farm

Credit of Mid-America, PCA and Green Plains Obion LLC (f/k/a Ethanol Grain Processors, LLC)

(Incorporated by reference to Exhibit 10.42 of the Company’s Annual Report on Form 10-KT,

dated March 31, 2009)

10.8(e)

Amendment to Master Loan Agreement between Farm Credit Services of Mid-America, FCLA,

Farm Credit Services of Mid-America, PCA and Green Plains Obion LLC, (f/k/a/ Ethanol Grain

Processors, LLC) dated March 24, 2009 (Incorporated by reference to Exhibit 10.5 of the

Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

10.8(f)

Statused Revolving Credit Supplement between Farm Credit Services of Mid-America, PCA and

Green Plains Obion LLC (f/k/a Ethanol Grain Processors, LLC), dated March 24, 2009

(Incorporated by reference to Exhibit 10.6 of the Company’s Quarterly Report on Form 10-Q filed

May 15, 2009)

10.8(g)

Amendment to the Construction and Revolving Term Loan Supplement between Farm Credit

Services of Mid-America, FLCA, and Green Plains Obion, LLC (f/k/a Ethanol Grain Processors,

LLC, Rives, Tennessee), dated March 24, 2009 (Incorporated by reference to Exhibit 10.8(g) of the

Company’s Annual Report on Form 10-K filed February 24, 2010)

10.8(h)

Amendment to the Master Loan Agreement between Farm Credit Services of Mid-America, FLCA,

Farm Credit Services of Mid-America, PCA, and Green Plains Obion LLC, Rives Tennessee, dated

May 12, 2009 (Incorporated by reference to Exhibit 10.8(h) of the Company’s Annual Report on

Form 10-K filed February 24, 2010)

10.8(i)

Amendment to the Master Loan Agreement between CoBank, ACB and Green Plains Obion LLC,

Rives, Tennessee, dated May 12, 2009 (Incorporated by reference to Exhibit 10.8(i) of the

Company’s Annual Report on Form 10-K filed February 24, 2010)

10.8(j)

Amendment to the Master Loan Agreement between Farm Credit Services of Mid-America, FLCA,

Farm Credit Services of Mid-America, PCA, and Green Plains Obion LLC, dated September 16,

2009 (Incorporated by reference to Exhibit 10.8(j) of the Company’s Annual Report on Form 10-K

filed February 24, 2010)

10.8(k)

Amendment to the Construction and Revolving Term Loan Agreement between Farm Credit

Services of Mid-America, FLCA and Green Plains Obion LLC, dated September 16, 2009

(Incorporated by reference to Exhibit 10.8(k) of the Company’s Annual Report on Form 10-K filed

February 24, 2010)

65

66

10.2(l)

Amendment to the Master Loan Agreement between Farm Credit Services of America, FLCA and

Green Plains Superior LLC, dated May 12, 2009 (f/k/a Superior Ethanol, L.L.C.) (Incorporated by

reference to Exhibit 10.2(l) of the Company’s Annual Report on Form 10-K filed February 24,

2010)

10.2(m)

Amendment to the Construction and Term Loan Supplement between Farm Credit Services of

America, FLCA and Green Plains Superior LLC, dated May 12, 2009 (f/k/a Superior Ethanol,

L.L.C.) (Incorporated by reference to Exhibit 10.2(m) of the Company’s Annual Report on Form

10-K filed February 24, 2010)

10.2(n)

Amendment to the Construction and Revolving Term Loan Supplement between Farm Credit

Services of America, FLCA and Green Plains Superior LLC, dated May 12, 2009 (f/k/a Superior

Ethanol, L.L.C.) (Incorporated by reference to Exhibit 10.2(n) of the Company’s Annual Report on

Form 10-K filed February 24, 2010)

10.2(o)

Amendment to Master Loan Agreement, dated July 20, 2009, between Farm Credit Services of

America, FLCA and Green Plains Superior LLC (Incorporated by reference to Exhibit 10.2(o) of

the Company’s Annual Report on Form 10-K filed February 24, 2010)

*10.3

Amended and Restated Employment Agreement dated October 24, 2008, by and between the

Company and Jerry L. Peters (Incorporated by reference to Exhibit 10.1 of the Company’s Current

Report on Form 8-K, dated October 28, 2008)

10.4(a)

Credit Agreement dated April 3, 2008 between Green Plains Grain Company LLC and First

National Bank of Omaha (Incorporated by reference to Exhibit 10.1 of the Company’s Current

Report on Form 8-K filed April 9, 2008)

10.4(b)

Revolving Credit Note dated April 3, 2008 between Green Plains Grain Company LLC and First

National Bank of Omaha (Incorporated by reference to Exhibit 10.2 of the Company’s Current

Report on Form 8-K filed April 9, 2008)

10.4(c)

Term Loan Note dated April 3, 2008 between Green Plains Grain Company LLC and First National

Bank of Omaha (Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on

Form 8-K filed April 9, 2008)

10.4(d)

Security Agreement dated April 3, 2008 between Green Plains Grain Company LLC and First

National Bank of Omaha (Incorporated by reference to Exhibit 10.4 of the Company’s Current

Report on Form 8-K filed April 9, 2008)

10.4(e)

First Amendment to Credit Agreement by and among Green Plains Grain Company LLC and First

National Bank of Omaha, dated July 2, 2008 (Incorporated by reference to Exhibit 10.1 of the

Company’s Current Report on Form 8-K filed July 8, 2008)

10.4(f)

First Amendment to Revolving Credit Note by and among Green Plains Grain Company LLC and

First National Bank of Omaha, dated July 2, 2008 (Incorporated by reference to Exhibit 10.2 of the

Company’s Current Report on Form 8-K filed July 8, 2008)

10.4(g)

First Amended and Restated Credit Agreement between Green Plains Grain Company LLC and

First National Bank of Omaha, dated March 31, 2009 (Incorporated by reference to Exhibit 10.8 of

the Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

*10.5

2007 Equity Incentive Plan (Incorporated by reference to Appendix A of the Company’s Definitive

Proxy Statement filed March 27, 2007)

10.6

Form of Indemnification Agreement (Incorporated by reference to Exhibit 10.53 of the Company’s

Registration Statement on Form S-4/A filed August 1, 2008)

*10.7(a)

Employment Agreement with Todd Becker (Incorporated by reference to Exhibit 10.54 of the

Company’s Registration Statement on Form S-4/A filed August 1, 2008)

*10.7(b)

10.8(a)

Amendment No. 1 to Employment Agreement with Todd Becker, dated December 18, 2009.
(Incorporated by reference to Exhibit 10.7(b) of the Company’s Annual Report on Form 10-K filed
February 24, 2010)

Master Loan Agreement entered into as of August 31, 2007 by and between Farm Credit Services
of Mid-America, FLCA, Farm Credit Services of Mid-America, PCA and Green Plains Obion LLC
(f/k/a Ethanol Grain Processors, LLC) (Incorporated by reference to Exhibit 10.41 of the
Company’s Annual Report on Form 10-KT, dated March 31, 2009)

10.8(b)

10.8(c)

10.8(d)

10.8(e)

10.8(f)

10.8(g)

10.8(h)

10.8(i)

10.8(j)

10.8(k)

Construction and Revolving Term Loan Supplement entered into as of August 31, 2007 by and
between Farm Credit Services of Mid-America, FCLA and Green Plains Obion LLC (f/k/a Ethanol
Grain Processors, LLC) (Incorporated by reference to Exhibit 10.39 of the Company’s Annual
Report on Form 10-KT, dated March 31, 2009)

Construction and Term Loan Supplement entered into as of August 31, 2007 by and between Farm
Credit Services of Mid-America, FLCA and Green Plains Obion LLC (f/k/a Ethanol Grain
Processors, LLC) (Incorporated by reference to Exhibit 10.40 of the Company’s Annual Report on
Form 10-KT, dated March 31, 2009)

Statused Revolving Credit Supplement entered into as of August 31, 2007 by and between Farm
Credit of Mid-America, PCA and Green Plains Obion LLC (f/k/a Ethanol Grain Processors, LLC)
(Incorporated by reference to Exhibit 10.42 of the Company’s Annual Report on Form 10-KT,
dated March 31, 2009)

Amendment to Master Loan Agreement between Farm Credit Services of Mid-America, FCLA,
Farm Credit Services of Mid-America, PCA and Green Plains Obion LLC, (f/k/a/ Ethanol Grain
Processors, LLC) dated March 24, 2009 (Incorporated by reference to Exhibit 10.5 of the
Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

Statused Revolving Credit Supplement between Farm Credit Services of Mid-America, PCA and
Green Plains Obion LLC (f/k/a Ethanol Grain Processors, LLC), dated March 24, 2009
(Incorporated by reference to Exhibit 10.6 of the Company’s Quarterly Report on Form 10-Q filed
May 15, 2009)

Amendment to the Construction and Revolving Term Loan Supplement between Farm Credit
Services of Mid-America, FLCA, and Green Plains Obion, LLC (f/k/a Ethanol Grain Processors,
LLC, Rives, Tennessee), dated March 24, 2009 (Incorporated by reference to Exhibit 10.8(g) of the
Company’s Annual Report on Form 10-K filed February 24, 2010)

Amendment to the Master Loan Agreement between Farm Credit Services of Mid-America, FLCA,
Farm Credit Services of Mid-America, PCA, and Green Plains Obion LLC, Rives Tennessee, dated
May 12, 2009 (Incorporated by reference to Exhibit 10.8(h) of the Company’s Annual Report on
Form 10-K filed February 24, 2010)

Amendment to the Master Loan Agreement between CoBank, ACB and Green Plains Obion LLC,
Rives, Tennessee, dated May 12, 2009 (Incorporated by reference to Exhibit 10.8(i) of the
Company’s Annual Report on Form 10-K filed February 24, 2010)

Amendment to the Master Loan Agreement between Farm Credit Services of Mid-America, FLCA,
Farm Credit Services of Mid-America, PCA, and Green Plains Obion LLC, dated September 16,
2009 (Incorporated by reference to Exhibit 10.8(j) of the Company’s Annual Report on Form 10-K
filed February 24, 2010)

Amendment to the Construction and Revolving Term Loan Agreement between Farm Credit
Services of Mid-America, FLCA and Green Plains Obion LLC, dated September 16, 2009
(Incorporated by reference to Exhibit 10.8(k) of the Company’s Annual Report on Form 10-K filed
February 24, 2010)

65

66

10.8(l)

10.8(m)

10.8(n)

10.8(o)

Statused Revolving Credit Supplement to the Master Loan Agreement between Farm Credit
Services of Mid-America, PCA and Green Plains Obion LLC, dated September 16, 2009
(Incorporated by reference to Exhibit 10.8(l) of the Company’s Annual Report on Form 10-K/A
(Amendment No. 1) filed February 25, 2010)

Statused Revolving Credit Supplement to the Master Loan Agreement between Farm Credit
Services of Mid-America, PCA and Green Plains Obion LLC, Rives Tennessee, dated December 22,
2009 (Incorporated by reference to Exhibit 10.8(m) of the Company’s Annual Report on Form 10-K
filed February 24, 2010)

Amendment to the Construction and Revolving Term Loan Supplement between Farm Credit
Services of Mid-America, FLCA and Green Plains Obion LLC, Rives, Tennessee, dated
December 22, 2009 (Incorporated by reference to Exhibit 10.8(n) of the Company’s Annual Report
on Form 10-K filed February 24, 2010)

Amendment to the Construction Term Loan Supplement between Farm Credit Services of
Mid-America, FLCA and Green Plains Obion LLC, Rives, Tennessee, dated December 22, 2009
(Incorporated by reference to Exhibit 10.8(o) of the Company’s Annual Report on Form 10-K filed
February 24, 2010)

10.9(a) Master Loan Agreement dated as of February 27, 2007 by and among Green Plains Bluffton LLC (f/

k/a Indiana Bio-Energy, LLC) and AgStar Financial Services, PCA (Incorporated by reference to
Exhibit 10.43 of the Company’s Annual Report on Form 10-KT, dated March 31, 2009)

10.9(b)

10.9(c)

10.9(d)

10.9(e)

10.9(f)

10.9(g)

10.9(h)

First Supplement to Master Loan Agreement dated as of February 27, 2007 by and between Green
Plains Bluffton LLC (f/k/a Indiana Bio-Energy, LLC) and AgStar Financial Services, PCA
(Incorporated by reference to Exhibit 10.44 of the Company’s Annual Report on Form 10-KT, dated
March 31, 2009)

Second Supplement to Master Loan Agreement dated as of February 27, 2007 by and between
Green Plains Bluffton LLC (f/k/a Indiana Bio-Energy, LLC) and AgStar Financial Services, PCA
(Incorporated by reference to Exhibit 10.45 of the Company’s Annual Report on Form 10-KT, dated
March 31, 2009)

Construction/Permanent Mortgage Security Agreement, Assignment of Leases and Rents, Financing
Statement and Fixture Filing dated as of February 27, 2007 by Green Plains Bluffton LLC (f/k/a
Indiana Bio-Energy, LLC) in favor of AgStar Financial Services, PCA (Incorporated by reference to
Exhibit 10.48 of the Company’s Annual Report on Form 10-KT, dated March 31, 2009)

Second Amendment to Master Loan Agreement between Green Plains Bluffton LLC (f/k/a Indiana
Bio-Energy, LLC) and AgStar Financial Services, PCA, dated April 16, 2009 (Incorporated by
reference to Exhibit 10.7 of the Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

Third Amendment to Master Loan Agreement (including First and Second Supplements) between
AgStar Financial Services, PCA, and Indiana Bio-Energy, LLC (n/k/a Green Plains Bluffton LLC),
dated June 30, 2009 (Incorporated by reference to Exhibit 10.9(f) of the Company’s Annual Report
on Form 10-K filed February 24, 2010)

First Amendment to the First Supplement to the Master Loan Agreement (Construction and Term
Loan) between AgStar Financial Services, PCA, and Indiana Bio-Energy, LLC, dated June 30, 2009
(Incorporated by reference to Exhibit 10.9(g) of the Company’s Annual Report on Form 10-K filed
February 24, 2010)

First Amendment to the Second Supplement to the Master Loan Agreement (Term Revolving Loan)
between AgStar Financial Services, PCA, and Indiana Bio-Energy, LLC, dated June 30, 2009
(Incorporated by reference to Exhibit 10.9(h) of the Company’s Annual Report on Form 10-K filed
February 24, 2010)

10.9(i)

Fourth Amendment to Master Loan Agreement (including First and Second Supplements) between

AgStar Financial Services, PCA and Indiana Bio-Energy, LLC (n/k/a Green Plains Bluffton LLC),

dated December 31, 2009 (Incorporated by reference to Exhibit 10.9(i) of the Company’s Annual

Report on Form 10-K filed February 24, 2010)

10.9(j)

First Amendment to the Master Loan Agreement between Green Plains Bluffton LLC (f/k/a

Indiana Bio-Energy, LLC) and AgStar Financial Services, PCA, dated October 15, 2008

(Incorporated by reference to Exhibit 10.9(j) of the Company’s Annual Report on Form 10-K filed

February 24, 2010)

10.9(k)

Fifth Amendment to Master Loan Agreement (including First and Second Supplements) between

Green Plains Bluffton LLC and AgStar Financial Services, PCA, dated December 31, 2010

10.10(a)

Loan Agreement between City of Bluffton, Indiana and Green Plains Bluffton LLC (f/k/a Indian

Bio-Energy, LLC) dates as of March 1, 2007 (Incorporated by reference to Exhibit 10.46 of the

Company’s Annual Report on Form 10-KT, dated March 31, 2009)

10.10(b)

Indenture of Trust dated as of March 1, 2007 by and between the City of Bluffton, Indiana and

U.S. Bank National Association (Incorporated by reference to Exhibit 10.47 of the Company’s

Annual Report on Form 10-KT, dated March 31, 2009)

10.10(c)

Subordinate Construction/Permanent Mortgage, Security Agreement, Assignment of Leases and

Rents, Financing Statement and Fixture Filing dated as of March 1, 2007 between Green Plains

Bluffton LLC (f/k/a Indiana Bio-Energy, LLC) and U.S. Bank National Association (Incorporated

by reference to Exhibit 10.49 of the Company’s Annual Report on Form 10-KT, dated March 31,

2009)

*10.11

Non-Statutory Stock Option Agreement between Steve Bleyl and Green Plains Renewable Energy,

Inc. dated October 15, 2008 (Incorporated by reference to Exhibit 10.50 of the Company’s Annual

Report on Form 10-KT, dated March 31, 2009)

*10.12

Non-Statutory Stock Option Agreement between Edgar Seward and Green Plains Renewable

Energy, Inc. dated October 15, 2008 (Incorporated by reference to Exhibit 10.51 of the Company’s

Annual Report on Form 10-KT, dated March 31, 2009)

*10.13

Non-Statutory Stock Option Agreement between Michael Orgas and Green Plains Renewable

Energy, Inc. dated November 1, 2008 (Incorporated by reference to Exhibit 10.52 of the

Company’s Annual Report on Form 10-KT, dated March 31, 2009)

*10.14

Restricted Stock Agreement between Michael Orgas and Green Plains Renewable Energy, Inc.

dated November 1, 2008 (Incorporated by reference to Exhibit 10.54 of the Company’s Annual

Report on Form 10-KT, dated March 31, 2009)

*10.15

Restricted Stock Agreement between Edgar Seward and Green Plains Renewable Energy, Inc.

dated October 15, 2008 (Incorporated by reference to Exhibit 10.55 of the Company’s Annual

Report on Form 10-KT, dated March 31, 2009)

*10.16

Employment Agreement by and between Green Plains Renewable Energy, Inc. and Michael C.

Orgas dated November 1, 2008 (Incorporated by reference to Exhibit 10.1 of the Company’s

Quarterly Report on Form 10-Q filed May 15, 2009)

*10.17

Employment Offer Letter to Edgar Seward dated October 15, 2008 (Incorporated by reference to

Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

*10.18

Employment Offer Letter to Steven Bleyl dated October 15, 2008 (Incorporated by reference to

Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

*10.19(a)

2009 Equity Incentive Plan (Incorporated by reference to Exhibit 10.1 of the Company’s Current

Report on Form 8-K dated May 11, 2009)

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10.8(l)

Statused Revolving Credit Supplement to the Master Loan Agreement between Farm Credit

Services of Mid-America, PCA and Green Plains Obion LLC, dated September 16, 2009

(Incorporated by reference to Exhibit 10.8(l) of the Company’s Annual Report on Form 10-K/A

(Amendment No. 1) filed February 25, 2010)

10.8(m)

Statused Revolving Credit Supplement to the Master Loan Agreement between Farm Credit

Services of Mid-America, PCA and Green Plains Obion LLC, Rives Tennessee, dated December 22,

2009 (Incorporated by reference to Exhibit 10.8(m) of the Company’s Annual Report on Form 10-K

filed February 24, 2010)

10.8(n)

Amendment to the Construction and Revolving Term Loan Supplement between Farm Credit

Services of Mid-America, FLCA and Green Plains Obion LLC, Rives, Tennessee, dated

December 22, 2009 (Incorporated by reference to Exhibit 10.8(n) of the Company’s Annual Report

on Form 10-K filed February 24, 2010)

10.8(o)

Amendment to the Construction Term Loan Supplement between Farm Credit Services of

Mid-America, FLCA and Green Plains Obion LLC, Rives, Tennessee, dated December 22, 2009

(Incorporated by reference to Exhibit 10.8(o) of the Company’s Annual Report on Form 10-K filed

February 24, 2010)

10.9(a) Master Loan Agreement dated as of February 27, 2007 by and among Green Plains Bluffton LLC (f/

k/a Indiana Bio-Energy, LLC) and AgStar Financial Services, PCA (Incorporated by reference to

Exhibit 10.43 of the Company’s Annual Report on Form 10-KT, dated March 31, 2009)

10.9(b)

First Supplement to Master Loan Agreement dated as of February 27, 2007 by and between Green

Plains Bluffton LLC (f/k/a Indiana Bio-Energy, LLC) and AgStar Financial Services, PCA

(Incorporated by reference to Exhibit 10.44 of the Company’s Annual Report on Form 10-KT, dated

March 31, 2009)

March 31, 2009)

10.9(c)

Second Supplement to Master Loan Agreement dated as of February 27, 2007 by and between

Green Plains Bluffton LLC (f/k/a Indiana Bio-Energy, LLC) and AgStar Financial Services, PCA

(Incorporated by reference to Exhibit 10.45 of the Company’s Annual Report on Form 10-KT, dated

10.9(d)

Construction/Permanent Mortgage Security Agreement, Assignment of Leases and Rents, Financing

Statement and Fixture Filing dated as of February 27, 2007 by Green Plains Bluffton LLC (f/k/a

Indiana Bio-Energy, LLC) in favor of AgStar Financial Services, PCA (Incorporated by reference to

Exhibit 10.48 of the Company’s Annual Report on Form 10-KT, dated March 31, 2009)

10.9(e)

Second Amendment to Master Loan Agreement between Green Plains Bluffton LLC (f/k/a Indiana

Bio-Energy, LLC) and AgStar Financial Services, PCA, dated April 16, 2009 (Incorporated by

reference to Exhibit 10.7 of the Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

10.9(f)

Third Amendment to Master Loan Agreement (including First and Second Supplements) between

AgStar Financial Services, PCA, and Indiana Bio-Energy, LLC (n/k/a Green Plains Bluffton LLC),

dated June 30, 2009 (Incorporated by reference to Exhibit 10.9(f) of the Company’s Annual Report

on Form 10-K filed February 24, 2010)

10.9(g)

First Amendment to the First Supplement to the Master Loan Agreement (Construction and Term

Loan) between AgStar Financial Services, PCA, and Indiana Bio-Energy, LLC, dated June 30, 2009

(Incorporated by reference to Exhibit 10.9(g) of the Company’s Annual Report on Form 10-K filed

10.9(h)

First Amendment to the Second Supplement to the Master Loan Agreement (Term Revolving Loan)

between AgStar Financial Services, PCA, and Indiana Bio-Energy, LLC, dated June 30, 2009

(Incorporated by reference to Exhibit 10.9(h) of the Company’s Annual Report on Form 10-K filed

February 24, 2010)

February 24, 2010)

10.9(i)

10.9(j)

10.9(k)

10.10(a)

10.10(b)

10.10(c)

*10.11

*10.12

*10.13

*10.14

*10.15

*10.16

*10.17

*10.18

Fourth Amendment to Master Loan Agreement (including First and Second Supplements) between
AgStar Financial Services, PCA and Indiana Bio-Energy, LLC (n/k/a Green Plains Bluffton LLC),
dated December 31, 2009 (Incorporated by reference to Exhibit 10.9(i) of the Company’s Annual
Report on Form 10-K filed February 24, 2010)

First Amendment to the Master Loan Agreement between Green Plains Bluffton LLC (f/k/a
Indiana Bio-Energy, LLC) and AgStar Financial Services, PCA, dated October 15, 2008
(Incorporated by reference to Exhibit 10.9(j) of the Company’s Annual Report on Form 10-K filed
February 24, 2010)

Fifth Amendment to Master Loan Agreement (including First and Second Supplements) between
Green Plains Bluffton LLC and AgStar Financial Services, PCA, dated December 31, 2010

Loan Agreement between City of Bluffton, Indiana and Green Plains Bluffton LLC (f/k/a Indian
Bio-Energy, LLC) dates as of March 1, 2007 (Incorporated by reference to Exhibit 10.46 of the
Company’s Annual Report on Form 10-KT, dated March 31, 2009)

Indenture of Trust dated as of March 1, 2007 by and between the City of Bluffton, Indiana and
U.S. Bank National Association (Incorporated by reference to Exhibit 10.47 of the Company’s
Annual Report on Form 10-KT, dated March 31, 2009)

Subordinate Construction/Permanent Mortgage, Security Agreement, Assignment of Leases and
Rents, Financing Statement and Fixture Filing dated as of March 1, 2007 between Green Plains
Bluffton LLC (f/k/a Indiana Bio-Energy, LLC) and U.S. Bank National Association (Incorporated
by reference to Exhibit 10.49 of the Company’s Annual Report on Form 10-KT, dated March 31,
2009)

Non-Statutory Stock Option Agreement between Steve Bleyl and Green Plains Renewable Energy,
Inc. dated October 15, 2008 (Incorporated by reference to Exhibit 10.50 of the Company’s Annual
Report on Form 10-KT, dated March 31, 2009)

Non-Statutory Stock Option Agreement between Edgar Seward and Green Plains Renewable
Energy, Inc. dated October 15, 2008 (Incorporated by reference to Exhibit 10.51 of the Company’s
Annual Report on Form 10-KT, dated March 31, 2009)

Non-Statutory Stock Option Agreement between Michael Orgas and Green Plains Renewable
Energy, Inc. dated November 1, 2008 (Incorporated by reference to Exhibit 10.52 of the
Company’s Annual Report on Form 10-KT, dated March 31, 2009)

Restricted Stock Agreement between Michael Orgas and Green Plains Renewable Energy, Inc.
dated November 1, 2008 (Incorporated by reference to Exhibit 10.54 of the Company’s Annual
Report on Form 10-KT, dated March 31, 2009)

Restricted Stock Agreement between Edgar Seward and Green Plains Renewable Energy, Inc.
dated October 15, 2008 (Incorporated by reference to Exhibit 10.55 of the Company’s Annual
Report on Form 10-KT, dated March 31, 2009)

Employment Agreement by and between Green Plains Renewable Energy, Inc. and Michael C.
Orgas dated November 1, 2008 (Incorporated by reference to Exhibit 10.1 of the Company’s
Quarterly Report on Form 10-Q filed May 15, 2009)

Employment Offer Letter to Edgar Seward dated October 15, 2008 (Incorporated by reference to
Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

Employment Offer Letter to Steven Bleyl dated October 15, 2008 (Incorporated by reference to
Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q filed May 15, 2009)

*10.19(a)

2009 Equity Incentive Plan (Incorporated by reference to Exhibit 10.1 of the Company’s Current
Report on Form 8-K dated May 11, 2009)

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*10.19(b)

*10.19(c)

*10.19(d)

10.20

10.21

10.22(a)

10.22(b)

10.22(c)

10.22(d)

10.22(e)

10.23(a)

10.23(b)

Form of Stock Option Award Agreement for 2009 Equity Incentive Plan (Incorporated by
reference to Exhibit 10.19(b) of the Company’s Annual Report on Form 10-K filed February 24,
2010)

Form of Restricted Stock Award Agreement for 2009 Equity Incentive Plan (Incorporated by
reference to Exhibit 10.19(c) of the Company’s Annual Report on Form 10-K/A (Amendment No.
1) filed February 25, 2010)

Form of Deferred Stock Unit Award Agreement for 2009 Equity Incentive Plan (Incorporated by
reference to Exhibit 10.19(d) of the Company’s Annual Report on Form 10-K filed February 24,
2010)

Membership Interest Purchase Agreement by and between the Entities listed on Schedule 1
thereto, AgStar Financial Services, PCA, as Seller Agent, and Green Plains Holdings dated as of
May 20, 2009 (Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on
Form 10-Q filed August 10, 2009)

Membership Interest Purchase Agreement by and between the Entities listed on Schedule 1
thereto, AgStar Financial Services, PCA, as Seller Agent, and Green Plains Holdings dated as of
May 20, 2009 (Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on
Form 10-Q filed August 10, 2009)

Credit Agreement by and among Green Plains Ord LLC, Green Plains Holdings LLC, AgStar
Financial Services, PCA as Administrative Agent and the Banks named therein, dated July 2, 2009
(Incorporated by reference to Exhibit 10.5 of the Company’s Quarterly Report on Form 10-Q filed
August 10, 2009)

Deed of Trust, Security Agreement, Assignment of Rents and Leases and Fixture Filing by and
among Green Plains Ord LLC, Ticor Title Insurance Company and AgStar Financial Services,
PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.22(b) of the Company’s Annual
Report on Form 10-K filed February 24, 2010)

Security Agreement by and among Green Plains Ord LLC, Green Plains Holdings LLC and
AgStar Financial Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.22(c)
of the Company’s Annual Report on Form 10-K filed February 24, 2010)

Affiliate Security Agreement between Green Plains Central City LLC and AgStar Financial
Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.22(d) of the
Company’s Annual Report on Form 10-K filed February 24, 2010)

Affiliate Deed of Trust, Security Agreement, Assignment of Rents and Leases and Fixture Filing
between Green Plains Central City LLC, Ticor Title Insurance Company, and AgStar Financial
Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.22(e) of the
Company’s Annual Report on Form 10-K filed February 24, 2010)

Credit Agreement by and among Green Plains Central City LLC, Green Plains Holdings LLC,
AgStar Financial Services, PCA as Administrative Agent, and the Banks named therein, dated
July 2, 2009 (Incorporated by reference to Exhibit 10.6 of the Company’s Quarterly Report on
Form 10-Q filed August 10, 2009)

Deed of Trust, Security Agreement, Assignment of Rents and Leases and Fixture Filing by and
among Green Plains Central City LLC, Ticor Title Insurance Company, and AgStar Financial
Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.23(b) of the
Company’s Annual Report on Form 10-K filed February 24, 2010)

10.23(c)

Security Agreement by and among Green Plains Central City LLC, Green Plains Holdings LLC
and AgStar Financial Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit
10.23(c) of the Company’s Annual Report on Form 10-K filed February 24, 2010)

10.23(d)

Affiliate Security Agreement between Green Plains Ord LLC and AgStar Financial Services, PCA,

dated July 2, 2009 (Incorporated by reference to Exhibit 10.23(d) of the Company’s Annual Report

on Form 10-K filed February 24, 2010)

10.23(e)

Affiliate Deed of Trust, Security Agreement, Assignment of Rents and Leases and Fixture Filing

between Green Plains Ord LLC, Ticor Title Insurance Company, and AgStar Financial Services,

PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.23(e) of the Company’s Annual

Report on Form 10-K filed February 24, 2010)

10.23(f)

First Amendment to Credit Agreement by and among Green Plains Central City LLC, Green Plains

Holdings LLC, AgStar Financial Services, PCA as Administrative Agent, and the Banks named

therein, dated December 31, 2010

10.24(a)

Amended and Restated Revolving Credit and Security Agreement dated January 21, 2011 by and

between PNC Bank, National Association (as Lender and Agent) and Green Plains Trade Group

LLC (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K

10.24(b)

Amended and Restated Revolving Credit Note dated January 21, 2011 by and among Green Plains

Trade Group LLC, the Lenders and PNC Bank, National Association (as Lender and Agent)

(Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed

filed January 27, 2011)

January 27, 2011)

10.24(c)

Revolving Credit Note dated January 21, 2011 by and among Green Plains Trade Group LLC, the

Lenders and PNC Bank, National Association (as Lender and Agent) (Incorporated by reference to

Exhibit 10.3 of the Company’s Current Report on Form 8-K filed January 27, 2011)

10.24(d)

Revolving Credit Note dated January 21, 2011 by and among Green Plains Trade Group LLC, the

Lenders and PNC Bank, National Association (as Lender and Agent) (Incorporated by reference to

Exhibit 10.4 of the Company’s Current Report on Form 8-K filed January 27, 2011)

*10.25

Short-Term Incentive Plan (Incorporated by reference to Exhibit 10.1 of the Company’s Current

Report on Form 8-K filed January 27, 2010)

*10.26

Director Compensation effective January 1, 2009 (Incorporated by reference to Exhibit 10.26 of the

Company’s Annual Report on Form 10-K filed February 24, 2010)

10.27

Asset Purchase Agreement dated as of April 19, 2010 by and among Green Plains Grain Company

TN LLC, as the Buyer, and Union City Grain Company LLC, Dyer Gin Company, Inc. and Thomas

W. Wade, Jr. Living Trust dated July 25, 2002, collectively as the Seller, and Wade Gin Company,

LLC (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K

filed April 22, 2010)

10.28

Asset Purchase Agreement dated as of April 19, 2010 by and among Green Plains Grain Company

TN LLC, as the Buyer, and Farmers Grain of Trenton LLC, Farmers Grain Crop Insurance, LLC

and Wilson Street Properties L.L.C., collectively as the Seller (Incorporated by reference to Exhibit

10.2 of the Company’s Current Report on Form 8-K filed April 22, 2010)

10.29

Second Amended and Restated Credit Agreement dated as of April 19, 2010 by and among Green

Plains Grain Company LLC, Green Plains Grain Company TN LLC and First National Bank of

Omaha (Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K

filed April 22, 2010)

10.30

Second Amended and Restated Revolving Credit Note dated as of April 19, 2010 by and among

Green Plains Grain Company LLC, Green Plains Grain Company TN LLC and First National Bank

of Omaha (Incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form

8-K filed April 22, 2010)

69

70

*10.19(b)

Form of Stock Option Award Agreement for 2009 Equity Incentive Plan (Incorporated by

reference to Exhibit 10.19(b) of the Company’s Annual Report on Form 10-K filed February 24,

*10.19(c)

Form of Restricted Stock Award Agreement for 2009 Equity Incentive Plan (Incorporated by

reference to Exhibit 10.19(c) of the Company’s Annual Report on Form 10-K/A (Amendment No.

1) filed February 25, 2010)

*10.19(d)

Form of Deferred Stock Unit Award Agreement for 2009 Equity Incentive Plan (Incorporated by

reference to Exhibit 10.19(d) of the Company’s Annual Report on Form 10-K filed February 24,

2010)

2010)

10.20

Membership Interest Purchase Agreement by and between the Entities listed on Schedule 1

thereto, AgStar Financial Services, PCA, as Seller Agent, and Green Plains Holdings dated as of

May 20, 2009 (Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly Report on

Form 10-Q filed August 10, 2009)

10.21

Membership Interest Purchase Agreement by and between the Entities listed on Schedule 1

thereto, AgStar Financial Services, PCA, as Seller Agent, and Green Plains Holdings dated as of

May 20, 2009 (Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on

Form 10-Q filed August 10, 2009)

10.22(a)

Credit Agreement by and among Green Plains Ord LLC, Green Plains Holdings LLC, AgStar

Financial Services, PCA as Administrative Agent and the Banks named therein, dated July 2, 2009

(Incorporated by reference to Exhibit 10.5 of the Company’s Quarterly Report on Form 10-Q filed

August 10, 2009)

10.22(b)

Deed of Trust, Security Agreement, Assignment of Rents and Leases and Fixture Filing by and

among Green Plains Ord LLC, Ticor Title Insurance Company and AgStar Financial Services,

PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.22(b) of the Company’s Annual

Report on Form 10-K filed February 24, 2010)

10.22(c)

Security Agreement by and among Green Plains Ord LLC, Green Plains Holdings LLC and

AgStar Financial Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.22(c)

of the Company’s Annual Report on Form 10-K filed February 24, 2010)

10.22(d)

Affiliate Security Agreement between Green Plains Central City LLC and AgStar Financial

Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.22(d) of the

Company’s Annual Report on Form 10-K filed February 24, 2010)

10.22(e)

Affiliate Deed of Trust, Security Agreement, Assignment of Rents and Leases and Fixture Filing

between Green Plains Central City LLC, Ticor Title Insurance Company, and AgStar Financial

Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.22(e) of the

Company’s Annual Report on Form 10-K filed February 24, 2010)

10.23(a)

Credit Agreement by and among Green Plains Central City LLC, Green Plains Holdings LLC,

AgStar Financial Services, PCA as Administrative Agent, and the Banks named therein, dated

July 2, 2009 (Incorporated by reference to Exhibit 10.6 of the Company’s Quarterly Report on

Form 10-Q filed August 10, 2009)

10.23(b)

Deed of Trust, Security Agreement, Assignment of Rents and Leases and Fixture Filing by and

among Green Plains Central City LLC, Ticor Title Insurance Company, and AgStar Financial

Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.23(b) of the

Company’s Annual Report on Form 10-K filed February 24, 2010)

10.23(c)

Security Agreement by and among Green Plains Central City LLC, Green Plains Holdings LLC

and AgStar Financial Services, PCA, dated July 2, 2009 (Incorporated by reference to Exhibit

10.23(c) of the Company’s Annual Report on Form 10-K filed February 24, 2010)

10.23(d)

10.23(e)

10.23(f)

10.24(a)

10.24(b)

10.24(c)

10.24(d)

*10.25

*10.26

10.27

10.28

10.29

10.30

Affiliate Security Agreement between Green Plains Ord LLC and AgStar Financial Services, PCA,
dated July 2, 2009 (Incorporated by reference to Exhibit 10.23(d) of the Company’s Annual Report
on Form 10-K filed February 24, 2010)

Affiliate Deed of Trust, Security Agreement, Assignment of Rents and Leases and Fixture Filing
between Green Plains Ord LLC, Ticor Title Insurance Company, and AgStar Financial Services,
PCA, dated July 2, 2009 (Incorporated by reference to Exhibit 10.23(e) of the Company’s Annual
Report on Form 10-K filed February 24, 2010)

First Amendment to Credit Agreement by and among Green Plains Central City LLC, Green Plains
Holdings LLC, AgStar Financial Services, PCA as Administrative Agent, and the Banks named
therein, dated December 31, 2010

Amended and Restated Revolving Credit and Security Agreement dated January 21, 2011 by and
between PNC Bank, National Association (as Lender and Agent) and Green Plains Trade Group
LLC (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K
filed January 27, 2011)

Amended and Restated Revolving Credit Note dated January 21, 2011 by and among Green Plains
Trade Group LLC, the Lenders and PNC Bank, National Association (as Lender and Agent)
(Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed
January 27, 2011)

Revolving Credit Note dated January 21, 2011 by and among Green Plains Trade Group LLC, the
Lenders and PNC Bank, National Association (as Lender and Agent) (Incorporated by reference to
Exhibit 10.3 of the Company’s Current Report on Form 8-K filed January 27, 2011)

Revolving Credit Note dated January 21, 2011 by and among Green Plains Trade Group LLC, the
Lenders and PNC Bank, National Association (as Lender and Agent) (Incorporated by reference to
Exhibit 10.4 of the Company’s Current Report on Form 8-K filed January 27, 2011)

Short-Term Incentive Plan (Incorporated by reference to Exhibit 10.1 of the Company’s Current
Report on Form 8-K filed January 27, 2010)

Director Compensation effective January 1, 2009 (Incorporated by reference to Exhibit 10.26 of the
Company’s Annual Report on Form 10-K filed February 24, 2010)

Asset Purchase Agreement dated as of April 19, 2010 by and among Green Plains Grain Company
TN LLC, as the Buyer, and Union City Grain Company LLC, Dyer Gin Company, Inc. and Thomas
W. Wade, Jr. Living Trust dated July 25, 2002, collectively as the Seller, and Wade Gin Company,
LLC (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K
filed April 22, 2010)

Asset Purchase Agreement dated as of April 19, 2010 by and among Green Plains Grain Company
TN LLC, as the Buyer, and Farmers Grain of Trenton LLC, Farmers Grain Crop Insurance, LLC
and Wilson Street Properties L.L.C., collectively as the Seller (Incorporated by reference to Exhibit
10.2 of the Company’s Current Report on Form 8-K filed April 22, 2010)

Second Amended and Restated Credit Agreement dated as of April 19, 2010 by and among Green
Plains Grain Company LLC, Green Plains Grain Company TN LLC and First National Bank of
Omaha (Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K
filed April 22, 2010)

Second Amended and Restated Revolving Credit Note dated as of April 19, 2010 by and among
Green Plains Grain Company LLC, Green Plains Grain Company TN LLC and First National Bank
of Omaha (Incorporated by reference to Exhibit 10.4 of the Company’s Current Report on Form
8-K filed April 22, 2010)

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70

10.31

10.32

10.33

Second Amended and Restated Term Loan Note dated as of April 19, 2010 by and among Green
Plains Grain Company LLC, Green Plains Grain Company TN LLC and First National Bank of
Omaha (Incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8-K
filed April 22, 2010)

Security Agreement dated as of April 19, 2010 between Green Plains Grain Company TN LLC and
First National Bank of Omaha (Incorporated by reference to Exhibit 10.6 of the Company’s Current
Report on Form 8-K filed April 22, 2010)

Post-Closing Agreement dated as of April 19, 2010 between Green Plains Renewable Energy, Inc.,
Green Plains Grain Company LLC, Green Plains Grain Company TN LLC and First National Bank
of Omaha (Incorporated by reference to Exhibit 10.7 of the Company’s Current Report on Form
8-K filed April 22, 2010)

10.34

Employment Offer Letter to Ron Gillis, Dated October 15, 2008 (Incorporated by reference to
Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed May 3, 2010)

10.35(a)

10.35(b)

10.36(a)

10.36(b)

10.36(c)

10.37(a)

10.37(b)

10.37(c)

First Amendment to Second Amended and Restated Credit Agreement dated as of June 18, 2010 by
and among Green Plains Grain Company LLC, Green Plains Grain Company TN LLC and First
National Bank of Omaha (Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly
Report on Form 10-Q filed August 3, 2010)

First Amendment to Second Amended and Restated Term Loan Note dated as of June 18, 2010 by
and among Green Plains Grain Company LLC, Green Plains Grain Company TN LLC and First
National Bank of Omaha (Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly
Report on Form 10-Q filed August 3, 2010)

First Amendment dated November 18, 2010 to the Second Amended and Restated Revolving Credit
Note dated as of April 19, 2010 by and among Green Plains Grain Company LLC, Green Plains
Grain Company TN LLC and First National Bank of Omaha (Incorporated by reference to Exhibit
10.1 of the Company’s Current Report on Form 8-K filed November 23, 2010)

Second Amendment dated November 18, 2010 to the Second Amended and Restated Credit
Agreement dated as of April 19, 2010 by and among Green Plains Grain Company LLC, Green
Plains Grain Company TN LLC and First National Bank of Omaha (Incorporated by reference to
Exhibit 10.2 of the Company’s Current Report on Form 8-K filed November 23, 2010)

Third Amendment dated February 28, 2011 to the Second Amended and Restated Credit Agreement
dated as of April 19, 2010 by and among Green Plains Grain Company LLC, Green Plains Grain
Company TN LLC and First National Bank of Omaha

Amended and Restated Loan and Security Agreement dated as of December 14, 2005 by and
among Midwest Grain Processors Cooperative and Midwest Grain Processor, LLC, as Borrower,
various financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders
(Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed
October 22, 2010)

First Amendment to Amended and Restated Loan and Security Agreement dated as of February 28,
2006 by and among Midwest Grain Processors Cooperative and Midwest Grain Processors, LLC, as
Borrower, various financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders
(Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed
October 22, 2010)

Second Amendment to Amended and Restated Loan and Security Agreement dated as of March 31,
2006 by and among Midwest Grain Processors Cooperative and Midwest Grain Processors, LLC, as
Borrower, various financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders
(Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed
October 22, 2010)

10.37(d)

Third Amendment to Amended and Restated Loan and Security Agreement dated as of

September 22, 2006 by and among Midwest Grain Processors, LLC, as Borrower, various financial

institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to

Exhibit 10.4 of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(e)

Fourth Amendment to Amended and Restated Loan and Security Agreement dated as of

October 31, 2006 by and among Midwest Grain Processors, LLC, as Borrower, various financial

institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to

Exhibit 10.5 of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(f)

Fifth Amendment to Amended and Restated Loan and Security Agreement dated as of

February 22, 2007 by and among Global Ethanol, LLC (formerly known as Midwest Grain

Processors, LLC), as Borrower, various financial institutions, as Lenders, and CoBank, ACB, as

Agent for the Lenders (Incorporated by reference to Exhibit 10.6 of the Company’s Current Report

on Form 8-K filed October 22, 2010)

10.37(g)

Sixth Amendment to Amended and Restated Loan and Security Agreement dated as of May 25,

2007 by and among Global Ethanol, LLC, as Borrower, various financial institutions, as Lenders,

and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to Exhibit 10.7 of the

Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(h)

Seventh Amendment to Amended and Restated Loan and Security Agreement dated as of

August 31, 2007 by and among Global Ethanol, LLC, as Borrower, various financial institutions,

as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to Exhibit 10.8

of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(i)

Eighth Amendment to Amended and Restated Loan and Security Agreement dated as of

November 30, 2007 by and among Global Ethanol, LLC, as Borrower, various financial

institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to

Exhibit 10.9 of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(j)

Ninth Amendment to Amended and Restated Loan and Security Agreement dated as of October 31,

2008 by and among Global Ethanol, LLC, as Borrower, various financial institutions, as Lenders,

and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to Exhibit 10.10 of the

Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(k)

Tenth Amendment to Amended and Restated Loan and Security Agreement dated as of

December 22, 2008 by and among Global Ethanol, LLC, as Borrower, various financial

institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to

Exhibit 10.11 of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(l)

Eleventh Amendment to Amended and Restated Loan and Security Agreement dated as of

March 4, 2009 by and among Global Ethanol, LLC, as Borrower, various financial institutions, as

Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to Exhibit 10.12

of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(m)

Forbearance Agreement with Twelfth Amendment to Amended and Restated Loan and Security

Agreement dated as of July 31, 2009 by and among Global Ethanol, LLC, as Borrower, various

financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by

reference to Exhibit 10.13 of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(n)

Thirteenth Amendment to Amended and Restated Loan and Security Agreement and Forbearance

Agreement dated as of September 30, 2009 by and among Global Ethanol, LLC, as Borrower,

various financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders

(Incorporated by reference to Exhibit 10.14 of the Company’s Current Report on Form 8-K filed

October 22, 2010)

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72

10.31

Second Amended and Restated Term Loan Note dated as of April 19, 2010 by and among Green

Plains Grain Company LLC, Green Plains Grain Company TN LLC and First National Bank of

Omaha (Incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8-K

filed April 22, 2010)

10.32

Security Agreement dated as of April 19, 2010 between Green Plains Grain Company TN LLC and

First National Bank of Omaha (Incorporated by reference to Exhibit 10.6 of the Company’s Current

Report on Form 8-K filed April 22, 2010)

10.33

Post-Closing Agreement dated as of April 19, 2010 between Green Plains Renewable Energy, Inc.,

Green Plains Grain Company LLC, Green Plains Grain Company TN LLC and First National Bank

of Omaha (Incorporated by reference to Exhibit 10.7 of the Company’s Current Report on Form

8-K filed April 22, 2010)

10.34

Employment Offer Letter to Ron Gillis, Dated October 15, 2008 (Incorporated by reference to

Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q filed May 3, 2010)

10.35(a)

First Amendment to Second Amended and Restated Credit Agreement dated as of June 18, 2010 by

and among Green Plains Grain Company LLC, Green Plains Grain Company TN LLC and First

National Bank of Omaha (Incorporated by reference to Exhibit 10.1 of the Company’s Quarterly

Report on Form 10-Q filed August 3, 2010)

10.35(b)

First Amendment to Second Amended and Restated Term Loan Note dated as of June 18, 2010 by

and among Green Plains Grain Company LLC, Green Plains Grain Company TN LLC and First

National Bank of Omaha (Incorporated by reference to Exhibit 10.2 of the Company’s Quarterly

Report on Form 10-Q filed August 3, 2010)

10.36(a)

First Amendment dated November 18, 2010 to the Second Amended and Restated Revolving Credit

Note dated as of April 19, 2010 by and among Green Plains Grain Company LLC, Green Plains

Grain Company TN LLC and First National Bank of Omaha (Incorporated by reference to Exhibit

10.1 of the Company’s Current Report on Form 8-K filed November 23, 2010)

10.36(b)

Second Amendment dated November 18, 2010 to the Second Amended and Restated Credit

Agreement dated as of April 19, 2010 by and among Green Plains Grain Company LLC, Green

Plains Grain Company TN LLC and First National Bank of Omaha (Incorporated by reference to

Exhibit 10.2 of the Company’s Current Report on Form 8-K filed November 23, 2010)

10.36(c)

Third Amendment dated February 28, 2011 to the Second Amended and Restated Credit Agreement

dated as of April 19, 2010 by and among Green Plains Grain Company LLC, Green Plains Grain

Company TN LLC and First National Bank of Omaha

10.37(a)

Amended and Restated Loan and Security Agreement dated as of December 14, 2005 by and

among Midwest Grain Processors Cooperative and Midwest Grain Processor, LLC, as Borrower,

various financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders

(Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed

10.37(b)

First Amendment to Amended and Restated Loan and Security Agreement dated as of February 28,

2006 by and among Midwest Grain Processors Cooperative and Midwest Grain Processors, LLC, as

Borrower, various financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders

(Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed

October 22, 2010)

October 22, 2010)

October 22, 2010)

10.37(d)

10.37(e)

10.37(f)

10.37(g)

10.37(h)

10.37(i)

10.37(j)

10.37(k)

10.37(l)

Third Amendment to Amended and Restated Loan and Security Agreement dated as of
September 22, 2006 by and among Midwest Grain Processors, LLC, as Borrower, various financial
institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to
Exhibit 10.4 of the Company’s Current Report on Form 8-K filed October 22, 2010)

Fourth Amendment to Amended and Restated Loan and Security Agreement dated as of
October 31, 2006 by and among Midwest Grain Processors, LLC, as Borrower, various financial
institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to
Exhibit 10.5 of the Company’s Current Report on Form 8-K filed October 22, 2010)

Fifth Amendment to Amended and Restated Loan and Security Agreement dated as of
February 22, 2007 by and among Global Ethanol, LLC (formerly known as Midwest Grain
Processors, LLC), as Borrower, various financial institutions, as Lenders, and CoBank, ACB, as
Agent for the Lenders (Incorporated by reference to Exhibit 10.6 of the Company’s Current Report
on Form 8-K filed October 22, 2010)

Sixth Amendment to Amended and Restated Loan and Security Agreement dated as of May 25,
2007 by and among Global Ethanol, LLC, as Borrower, various financial institutions, as Lenders,
and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to Exhibit 10.7 of the
Company’s Current Report on Form 8-K filed October 22, 2010)

Seventh Amendment to Amended and Restated Loan and Security Agreement dated as of
August 31, 2007 by and among Global Ethanol, LLC, as Borrower, various financial institutions,
as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to Exhibit 10.8
of the Company’s Current Report on Form 8-K filed October 22, 2010)

Eighth Amendment to Amended and Restated Loan and Security Agreement dated as of
November 30, 2007 by and among Global Ethanol, LLC, as Borrower, various financial
institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to
Exhibit 10.9 of the Company’s Current Report on Form 8-K filed October 22, 2010)

Ninth Amendment to Amended and Restated Loan and Security Agreement dated as of October 31,
2008 by and among Global Ethanol, LLC, as Borrower, various financial institutions, as Lenders,
and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to Exhibit 10.10 of the
Company’s Current Report on Form 8-K filed October 22, 2010)

Tenth Amendment to Amended and Restated Loan and Security Agreement dated as of
December 22, 2008 by and among Global Ethanol, LLC, as Borrower, various financial
institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to
Exhibit 10.11 of the Company’s Current Report on Form 8-K filed October 22, 2010)

Eleventh Amendment to Amended and Restated Loan and Security Agreement dated as of
March 4, 2009 by and among Global Ethanol, LLC, as Borrower, various financial institutions, as
Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to Exhibit 10.12
of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(m)

Forbearance Agreement with Twelfth Amendment to Amended and Restated Loan and Security
Agreement dated as of July 31, 2009 by and among Global Ethanol, LLC, as Borrower, various
financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by
reference to Exhibit 10.13 of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(c)

Second Amendment to Amended and Restated Loan and Security Agreement dated as of March 31,

10.37(n)

2006 by and among Midwest Grain Processors Cooperative and Midwest Grain Processors, LLC, as

Borrower, various financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders

(Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed

Thirteenth Amendment to Amended and Restated Loan and Security Agreement and Forbearance
Agreement dated as of September 30, 2009 by and among Global Ethanol, LLC, as Borrower,
various financial institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders
(Incorporated by reference to Exhibit 10.14 of the Company’s Current Report on Form 8-K filed
October 22, 2010)

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10.37(o)

10.37(p)

10.37(q)

Fourteenth Amendment to Amended and Restated Loan and Security Agreement and Second
Amendment to Forbearance Agreement dated as of November 30, 2009 by and among Global
Ethanol, LLC, as Borrower, various financial institutions, as Lenders, and CoBank, ACB, as Agent
for the Lenders (Incorporated by reference to Exhibit 10.15 of the Company’s Current Report on
Form 8-K filed October 22, 2010)

Fifteenth Amendment to Amended and Restated Loan and Security Agreement and Third
Amendment to Forbearance Agreement dated as of June 30, 2010 by and among Global Ethanol,
LLC, as Borrower, various financial institutions, as Lenders, and CoBank, ACB, as Agent for the
Lenders (Incorporated by reference to Exhibit 10.16 of the Company’s Current Report on Form 8-K
filed October 22, 2010)

Sixteenth Amendment to Amended and Restated Loan and Security Agreement and Fourth
Amendment to Forbearance Agreement dated as of October 22, 2010 by and among Green Plains
Holdings II LLC (formerly known as Global Ethanol, LLC), as Borrower, various financial
institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to
Exhibit 10.17 of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(r)

Support and Subordination Agreement dated as of October 22, 2010 by and among Green Plains
Holdings II LLC, as Borrower, various financial institutions, as Lenders, and CoBank, ACB, as
Agent for the Lenders (Incorporated by reference to Exhibit 10.18 of the Company’s Current
Report on Form 8-K filed October 22, 2010)

*10.38

Employment Offer Letter to Jeff Briggs dated November 23, 2009

21.1

23.1

23.2

31.1

31.2

32.1

32.2

Schedule of Subsidiaries

Consent of KPMG LLP

Consent of L.L. Bradford & Company, LLC

Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Section 302 of the
Sarbanes-Oxley Act of 2002

Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Section 302 of the
Sarbanes-Oxley Act of 2002

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

*

Represents management compensatory contracts

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

has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SIGNATURES

Date: March 4, 2011

GREEN PLAINS RENEWABLE ENERGY, INC.

(Registrant)

By:

/s/ Todd A. Becker

Todd A. Becker

President and Chief Executive Officer

(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by

the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature

Title

Date

President and Chief Executive Officer and

March 4, 2011

Director (Principal Executive Officer)

Chief Financial Officer (Principal Financial

March 4, 2011

Officer and Principal Accounting Officer)

Chairman of the Board

March 4, 2011

/s/ Todd A. Becker

Todd A. Becker

/s/ Jerry L. Peters

Jerry L. Peters

/s/ Wayne B. Hoovestol

Wayne B. Hoovestol

/s/ Jim Anderson

Jim Anderson

/s/ Jim Barry

Jim Barry

/s/ James F. Crowley

James F. Crowley

/s/ Gordon F. Glade

Gordon F. Glade

/s/ Gary R. Parker

Gary R. Parker

/s/ Brian D. Peterson

Brian D. Peterson

/s/ Alain Treuer

Alain Treuer

/s/ Michael Walsh

Michael Walsh

Director

Director

Director

Director

Director

Director

Director

Director

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

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10.37(o)

Fourteenth Amendment to Amended and Restated Loan and Security Agreement and Second

Amendment to Forbearance Agreement dated as of November 30, 2009 by and among Global

Ethanol, LLC, as Borrower, various financial institutions, as Lenders, and CoBank, ACB, as Agent

for the Lenders (Incorporated by reference to Exhibit 10.15 of the Company’s Current Report on

Form 8-K filed October 22, 2010)

10.37(p)

Fifteenth Amendment to Amended and Restated Loan and Security Agreement and Third

Amendment to Forbearance Agreement dated as of June 30, 2010 by and among Global Ethanol,

LLC, as Borrower, various financial institutions, as Lenders, and CoBank, ACB, as Agent for the

Lenders (Incorporated by reference to Exhibit 10.16 of the Company’s Current Report on Form 8-K

filed October 22, 2010)

10.37(q)

Sixteenth Amendment to Amended and Restated Loan and Security Agreement and Fourth

Amendment to Forbearance Agreement dated as of October 22, 2010 by and among Green Plains

Holdings II LLC (formerly known as Global Ethanol, LLC), as Borrower, various financial

institutions, as Lenders, and CoBank, ACB, as Agent for the Lenders (Incorporated by reference to

Exhibit 10.17 of the Company’s Current Report on Form 8-K filed October 22, 2010)

10.37(r)

Support and Subordination Agreement dated as of October 22, 2010 by and among Green Plains

Holdings II LLC, as Borrower, various financial institutions, as Lenders, and CoBank, ACB, as

Agent for the Lenders (Incorporated by reference to Exhibit 10.18 of the Company’s Current

Report on Form 8-K filed October 22, 2010)

*10.38

Employment Offer Letter to Jeff Briggs dated November 23, 2009

Schedule of Subsidiaries

Consent of KPMG LLP

Consent of L.L. Bradford & Company, LLC

21.1

23.1

23.2

31.1

Sarbanes-Oxley Act of 2002

Sarbanes-Oxley Act of 2002

Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Section 302 of the

31.2

Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Section 302 of the

32.1

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

32.2

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

*

Represents management compensatory contracts

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

has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SIGNATURES

Date: March 4, 2011

GREEN PLAINS RENEWABLE ENERGY, INC.
(Registrant)

/s/ Todd A. Becker

By:
Todd A. Becker
President and Chief Executive Officer
(Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by

the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature

Title

Date

/s/ Todd A. Becker

Todd A. Becker

/s/ Jerry L. Peters

Jerry L. Peters

/s/ Wayne B. Hoovestol

Wayne B. Hoovestol

/s/ Jim Anderson

Jim Anderson

/s/ Jim Barry

Jim Barry

/s/ James F. Crowley

James F. Crowley

/s/ Gordon F. Glade

Gordon F. Glade

/s/ Gary R. Parker

Gary R. Parker

/s/ Brian D. Peterson

Brian D. Peterson

/s/ Alain Treuer

Alain Treuer

/s/ Michael Walsh

Michael Walsh

President and Chief Executive Officer and
Director (Principal Executive Officer)

March 4, 2011

Chief Financial Officer (Principal Financial
Officer and Principal Accounting Officer)

March 4, 2011

Chairman of the Board

March 4, 2011

Director

Director

Director

Director

Director

Director

Director

Director

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

March 4, 2011

73

74

Report of Independent Registered Public Accounting Firm

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS

The Board of Directors and Stockholders
Green Plains Renewable Energy, Inc:

We have audited the accompanying consolidated balance sheets of Green Plains Renewable Energy, Inc.
and subsidiaries (the Company) as of December 31, 2010 and 2009, and the related consolidated statements of
operations, stockholders’ equity and comprehensive income (loss), and cash flows for the years then ended. In
connection with our audits of the consolidated financial statements, we also have audited the financial statement
schedule listed in the Index in Item 15. These consolidated financial statements and financial statement schedule
are the responsibility of the Company’s management. Our responsibility is to express an opinion on these
consolidated financial statements and related financial statement schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the
financial position of the Company as of December 31, 2010 and 2009, and the results of its operations and its
cash flows for the years then ended, in conformity with U.S. generally accepted accounting principles. Also in
our opinion, the related financial statement schedule, when considered in relation to the basic consolidated
financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States), the Company’s internal control over financial reporting as of December 31, 2010, based on
criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO), and our report dated March 4, 2011, expressed an
unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

/s/ KPMG LLP

Omaha, Nebraska
March 4, 2011

To the Board of Directors and Stockholders of Green Plains Renewable Energy, Inc.

We have audited the accompanying consolidated balance sheet of Green Plains Renewable Energy, Inc.

(formerly VBV LLC) (the “Company”) as of December 31, 2008, and the related statements of operations,

stockholders’ equity / members’ capital and comprehensive income, and cash flows for the nine-month transition

period ended December 31, 2008. In connection with our audits of the consolidated financial statements, we also

have audited the financial statement schedule as listed in Item 15. The Company’s management is responsible for

these financial statements. Our responsibility is to express an opinion on these financial statements based on our

audits.

opinion.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board

(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about

whether the financial statements are free of material misstatement. The Company is not required to have, nor

were we engaged to perform, an audit of its internal control over financial reporting. Our audit included

consideration of internal control over financial reporting as a basis for designing audit procedures that are

appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the

Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also

includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements,

assessing the accounting principles used and significant estimates made by management, as well as evaluating

the overall financial statement presentation. We believe that our audits provide a reasonable basis for our

In our opinion, the consolidated financial statements and schedule referred to above present fairly, in all material

respects, the financial position of Green Plains Renewable Energy, Inc. as of December 31, 2008, and the results

of its operations and its cash flows for the nine-month transition period ended December 31, 2008, in conformity

with accounting principles generally accepted in the United States of America.

As discussed in Note 1 to the consolidated financial statements, on October 15, 2008, Green Plains Renewable

Energy, Inc. and VBV LLC completed a business combination. For financial reporting purposes, VBV LLC was

determined to be the accounting acquirer and the accounting predecessor to the Company. The consolidated

financial statements of the Company for the nine-month transition period ended December 31, 2008 include the

results of VBV LLC from April 1, 2008 through October 14, 2008, and the consolidated results of the combined

entity for the period from October 15, 2008 through December 31, 2008.

/s/ L.L. Bradford & Company, LLC

Las Vegas, Nevada

March 26, 2009, except as to the accounting

for noncontrolling interest as described in

note 2, which is as February 23, 2010

F-1

F-2

Report of Independent Registered Public Accounting Firm

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS

The Board of Directors and Stockholders

Green Plains Renewable Energy, Inc:

We have audited the accompanying consolidated balance sheets of Green Plains Renewable Energy, Inc.

and subsidiaries (the Company) as of December 31, 2010 and 2009, and the related consolidated statements of

operations, stockholders’ equity and comprehensive income (loss), and cash flows for the years then ended. In

connection with our audits of the consolidated financial statements, we also have audited the financial statement

schedule listed in the Index in Item 15. These consolidated financial statements and financial statement schedule

are the responsibility of the Company’s management. Our responsibility is to express an opinion on these

consolidated financial statements and related financial statement schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board

(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about

whether the financial statements are free of material misstatement. An audit includes examining, on a test basis,

evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the

accounting principles used and significant estimates made by management, as well as evaluating the overall

financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the

financial position of the Company as of December 31, 2010 and 2009, and the results of its operations and its

cash flows for the years then ended, in conformity with U.S. generally accepted accounting principles. Also in

our opinion, the related financial statement schedule, when considered in relation to the basic consolidated

financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board

(United States), the Company’s internal control over financial reporting as of December 31, 2010, based on

criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring

Organizations of the Treadway Commission (COSO), and our report dated March 4, 2011, expressed an

unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

/s/ KPMG LLP

Omaha, Nebraska

March 4, 2011

To the Board of Directors and Stockholders of Green Plains Renewable Energy, Inc.

We have audited the accompanying consolidated balance sheet of Green Plains Renewable Energy, Inc.
(formerly VBV LLC) (the “Company”) as of December 31, 2008, and the related statements of operations,
stockholders’ equity / members’ capital and comprehensive income, and cash flows for the nine-month transition
period ended December 31, 2008. In connection with our audits of the consolidated financial statements, we also
have audited the financial statement schedule as listed in Item 15. The Company’s management is responsible for
these financial statements. Our responsibility is to express an opinion on these financial statements based on our
audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. The Company is not required to have, nor
were we engaged to perform, an audit of its internal control over financial reporting. Our audit included
consideration of internal control over financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the consolidated financial statements and schedule referred to above present fairly, in all material
respects, the financial position of Green Plains Renewable Energy, Inc. as of December 31, 2008, and the results
of its operations and its cash flows for the nine-month transition period ended December 31, 2008, in conformity
with accounting principles generally accepted in the United States of America.

As discussed in Note 1 to the consolidated financial statements, on October 15, 2008, Green Plains Renewable
Energy, Inc. and VBV LLC completed a business combination. For financial reporting purposes, VBV LLC was
determined to be the accounting acquirer and the accounting predecessor to the Company. The consolidated
financial statements of the Company for the nine-month transition period ended December 31, 2008 include the
results of VBV LLC from April 1, 2008 through October 14, 2008, and the consolidated results of the combined
entity for the period from October 15, 2008 through December 31, 2008.

/s/ L.L. Bradford & Company, LLC

Las Vegas, Nevada
March 26, 2009, except as to the accounting
for noncontrolling interest as described in
note 2, which is as February 23, 2010

F-1

F-2

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

Revenues

Cost of goods sold

Gross profit

Selling, general and administrative expenses

Operating income (loss)

Other income (expense)

Interest income

Interest expense, net of amounts capitalized

Other, net

Total other income (expense)

Income (loss) before income taxes

Income tax expense

Net income (loss)

Year Ended

December 31,

2010

$

2,132,968

1,981,396

Year Ended

December 31,

2009

$

1,304,174

1,221,745

Nine-Month

Transition

Period Ended

December 31,

2008

$

188,758

175,444

13,314

18,467

(5,153)

150

(3,933)

887

(2,896)

(8,049)

-

(8,049)

1,152

(6,897)

(0.56)

(0.56)

12,366

12,366

82,429

44,923

37,506

(18,049)

225

563

(17,261)

20,245

91

20,154

(364)

19,790

0.79

0.79

24,895

25,069

151,572

60,467

91,105

313

(24,668)

(699)

(25,054)

66,051

17,889

48,162

(150)

48,012

1.55

1.51

31,032

32,347

Net (income) loss attributable to noncontrolling interests

Net income (loss) attributable to Green Plains

Earnings (loss) per share:

Income (loss) attributable to Green Plains stockholders - basic

Income (loss) attributable to Green Plains stockholders - diluted

$

$

$

$

$

$

$

$

$

Weighted average shares outstanding:

Basic

Diluted

See accompanying notes to the consolidated financial statements.

ASSETS

Current assets

Cash and cash equivalents
Restricted cash
Accounts receivable, net of allowances of $121 and $119, and including

amounts from related parties of $2,520 and $2,311, respectively

$

Inventories
Prepaid expenses and other
Deferred tax assets
Deposits
Derivative financial instruments

Total current assets

Property and equipment, net
Investment in unconsolidated subsidiaries
Goodwill
Financing costs and other, net

December 31,

2010

2009

233,205
27,783

89,170
184,888
7,222
8,463
54,485
33,557

638,773

747,421
2,768
23,125
17,779

$

89,779
12,554

44,637
81,558
7,574
-
14,752
1,592

252,446

596,235
2,272
14,543
12,585

Total assets

Current liabilities

LIABILITIES AND STOCKHOLDERS’ EQUITY

$

1,429,866

$

878,081

Accounts payable, including amounts to related parties

of $13 and $652, respectively

Accrued liabilities
Unearned revenue
Derivative financial instruments
Current maturities of long-term debt

Total current liabilities

Long-term debt
Deferred tax liabilities
Other liabilities

Total liabilities

Stockholders’ equity

Common stock, $0.001 par value; 50,000,000 shares authorized;

35,793,501 and 24,957,378 shares issued and outstanding, respectively

Additional paid-in capital
Retained earnings
Accumulated other comprehensive loss

Total Green Plains stockholders’ equity

Noncontrolling interests

Total stockholders’ equity

$

155,084
21,200
22,581
34,657
141,068

374,590

527,900
25,079
4,655

932,224

36
431,289
57,343
(420)

488,248
9,394

497,642

$

70,246
24,052
9,535
2,109
68,390

174,332

388,573
-
4,468

567,373

25
292,231
9,331
(123)

301,464
9,244

310,708

Total liabilities and stockholders’ equity

$

1,429,866

$

878,081

See accompanying notes to the consolidated financial statements.

F-3

F-4

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

Revenues
Cost of goods sold

Gross profit

Selling, general and administrative expenses

Operating income (loss)

Other income (expense)

Interest income
Interest expense, net of amounts capitalized
Other, net

Total other income (expense)

Income (loss) before income taxes
Income tax expense

CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)

ASSETS

December 31,

2010

2009

$

$

Accounts receivable, net of allowances of $121 and $119, and including

amounts from related parties of $2,520 and $2,311, respectively

Current assets

Cash and cash equivalents

Restricted cash

Inventories

Prepaid expenses and other

Deferred tax assets

Deposits

Derivative financial instruments

Total current assets

Property and equipment, net

Investment in unconsolidated subsidiaries

Goodwill

Financing costs and other, net

Total assets

Current liabilities

Accrued liabilities

Unearned revenue

Derivative financial instruments

Current maturities of long-term debt

Total current liabilities

Long-term debt

Deferred tax liabilities

Other liabilities

Total liabilities

Stockholders’ equity

Additional paid-in capital

Retained earnings

Accumulated other comprehensive loss

Total Green Plains stockholders’ equity

Noncontrolling interests

Total stockholders’ equity

Common stock, $0.001 par value; 50,000,000 shares authorized;

35,793,501 and 24,957,378 shares issued and outstanding, respectively

233,205

27,783

89,170

184,888

7,222

8,463

54,485

33,557

638,773

747,421

2,768

23,125

17,779

21,200

22,581

34,657

141,068

374,590

527,900

25,079

4,655

932,224

36

431,289

57,343

(420)

488,248

9,394

497,642

89,779

12,554

44,637

81,558

7,574

-

14,752

1,592

252,446

596,235

2,272

14,543

12,585

70,246

24,052

9,535

2,109

68,390

174,332

388,573

-

4,468

567,373

25

292,231

9,331

(123)

301,464

9,244

310,708

LIABILITIES AND STOCKHOLDERS’ EQUITY

Accounts payable, including amounts to related parties

of $13 and $652, respectively

$

155,084

$

$

1,429,866

$

878,081

Net income (loss)
Net (income) loss attributable to noncontrolling interests

Net income (loss) attributable to Green Plains

Earnings (loss) per share:

Income (loss) attributable to Green Plains stockholders - basic

Income (loss) attributable to Green Plains stockholders - diluted

Weighted average shares outstanding:

$

$

$

Basic

Diluted

See accompanying notes to the consolidated financial statements.

Total liabilities and stockholders’ equity

$

1,429,866

$

878,081

See accompanying notes to the consolidated financial statements.

F-3

F-4

Year Ended
December 31,
2010

$

2,132,968
1,981,396

Year Ended
December 31,
2009

$

1,304,174
1,221,745

151,572
60,467

91,105

313
(24,668)
(699)

(25,054)

66,051
17,889

48,162
(150)

48,012

1.55

1.51

31,032

32,347

$

$

$

82,429
44,923

37,506

225
(18,049)
563

(17,261)

20,245
91

20,154
(364)

19,790

0.79

0.79

24,895

25,069

Nine-Month
Transition
Period Ended
December 31,
2008

$

$

$

$

188,758
175,444

13,314
18,467

(5,153)

150
(3,933)
887

(2,896)

(8,049)
-

(8,049)
1,152

(6,897)

(0.56)

(0.56)

12,366

12,366

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
AND COMPREHENSIVE INCOME (LOSS)

(in thousands)

Common Stock

Shares Amount

7,498
-
-

-

-

7,822
1,071
2,302
(34)

6,000
-

$ 7
-
-

-

-

-

-

8
1
3

6

Additional
Paid-in
Capital

$111,541

-
-

-

4,484

78,212
10,709
23,022
(4)

59,994
2,463

Retained
Earnings
(Accum.
Deficit)

Accum.
Other
Comp.
Gain
(Loss)

$ (3,562)
(6,897)
-

$ -
-
(298)

-

-

-
-
-
-

-
-

-

-

-
-
-
-

-
-

Balance, March 31, 2008

Net loss
Unrealized loss on derivatives

Total comprehensive loss

Capital contributions
Merger-related equity transactions
Historical Green Plains shares
Shares issued for IBE
Shares issued for EGP
Other

Investment by related party
Stock-based compensation

Balance, December 31, 2008

Net income
Unrealized gain on derivatives

24,659
-
-

25
-
-

290,421
-
-

(10,459)
19,790
-

(298)
-
175

Total comprehensive income

-

Stock-based compensation
Stock options exercised
Acquisition
Other

65
263
-
(30)

Balance, December 31, 2009

Net income
Unrealized loss on derivatives

24,957
-
-

Total comprehensive income

-

Stock-based compensation
Stock options exercised
Share issuance
Acquisition related issuance
Other

102
23
6,325
4,386
-

-

-
-
-
-

25
-
-

-

-
-

-

6
5

-

1,208
176
-
426

292,231
-
-

-

2,124
200
79,726
56,964
44

-

-
-
-
-

-

-
-
-
-

9,331
48,012
-

(123)
-
(297)

-

-
-
-
-
-

-

-
-
-
-
-

Total
Green Plains
Stockholders’
Equity

Non-
controlling
Interest

Total
Stockholders’
Equity

$107,986
(6,897)
(298)

$ 1,448
(1,152)
-

(7,195)

(1,152)

4,484

78,220
10,710
23,025
(4)

60,000
2,463

279,689
19,790
175

19,965

1,208
176
-
426

301,464
48,012
(297)

47,715

2,124
200
79,732
56,969
44

-

-
-
-
-

-
-

296
364
-

364

-
-
8,584
-

9,244
150
-

150

-
-
-
-
-

$109,434
(8,049)
(298)

(8,347)

4,484

78,220
10,710
23,025
(4)

60,000
2,463

279,985
20,154
175

20,329

1,208
176
8,584
426

310,708
48,162
(297)

47,865

2,124
200
79,732
56,969
44

Balance, December 31, 2010

35,793

$ 36

$431,289

$ 57,343

$(420)

$488,248

$ 9,394

$497,642

See accompanying notes to the consolidated financial statements.

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

Year Ended

December 31,

2010

Year Ended

December 31,

2009

Nine-Month

Transition

Period Ended

December 31,

2008

$

48,162

$

20,154

$

(8,049)

Cash flows from operating activities:

Net income (loss)

Adjustments to reconcile net income (loss) to net cash provided

(used) by operating activities:

Depreciation and amortization

Deferred income taxes

Stock-based compensation expense

Undistributed equity in loss of affiliates

Allowance for doubtful accounts

Changes in operating assets and liabilities:

Unrealized gains on derivative financial instruments

Prepaid expenses and other assets

Accounts payable and accrued liabilities

Accounts receivable

Inventories

Deposits

Unearned revenues

Noncurrent liabilities

Noncurrent assets

Other

Net cash provided (used) by operating activities

Cash flows from investing activities:

Purchases of property and equipment

Investment in unconsolidated subsidiaries

Acquisition of businesses, net of cash acquired

Other

Net cash used by investing activities

Cash flows from financing activities:

Proceeds from the issuance of debt

Payments of principal on long-term debt

Proceeds from revolving credit lines

Payment on revolving credit lines

Proceeds from exercises of stock options

Proceeds from issuance of common stock

Change in restricted cash

(Payments) refunds of loan fees

Net cash provided (used) by financing activities

Net change in cash and equivalents

Cash and cash equivalents, beginning of period

Continued on the following page

38,810

16,520

2,124

169

79

(30,023)

(83,497)

(39,733)

(4,618)

860

74,642

13,046

200

(1,719)

(206)

34,816

(20,030)

(665)

(41,871)

-

(62,566)

106,956

(50,392)

2,155,361

(2,101,203)

200

79,732

(15,229)

(4,249)

171,176

143,426

89,779

29,413

1,208

-

-

55

13,493

(35,724)

(2,000)

(316)

4,537

18,830

5,130

(1,683)

-

330

53,427

(13,788)

(1,173)

(3,101)

278

(17,784)

10,405

(29,080)

699,976

(675,984)

176

-

(12,323)

(1,328)

(8,158)

27,485

62,294

89,779

4,717

2,463

-

-

174

(32,448)

1,726

(12,752)

(10,221)

(2,886)

13,377

-

-

-

(551)

(44,450)

(79,870)

(1,377)

9,830

(1,537)

(72,954)

177,189

(77,870)

19,445

(2,142)

-

60,000

1,624

914

179,160

61,756

538

62,294

Cash and cash equivalents, end of period

$

233,205

$

$

F-5

F-6

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

AND COMPREHENSIVE INCOME (LOSS)

(in thousands)

Common Stock

Shares Amount

Additional

Paid-in

Capital

Retained

Earnings

(Accum.

Deficit)

Accum.

Other

Comp.

Gain

(Loss)

Total

Green Plains

Stockholders’

Equity

Non-

Total

controlling

Stockholders’

Interest

Equity

Balance, March 31, 2008

7,498

$ 7

$111,541

$ (3,562)

$ -

$107,986

$109,434

Balance, December 31, 2008

24,659

25

290,421

Net loss

Unrealized loss on derivatives

Total comprehensive loss

Capital contributions

Merger-related equity transactions

Historical Green Plains shares

Shares issued for IBE

Shares issued for EGP

Other

Investment by related party

Stock-based compensation

Net income

Unrealized gain on derivatives

Total comprehensive income

Stock-based compensation

Stock options exercised

Acquisition

Other

Net income

Unrealized loss on derivatives

Total comprehensive income

Stock-based compensation

Stock options exercised

Share issuance

Acquisition related issuance

Other

-

-

-

-

-

-

-

-

-

-

-

-

-

7,822

1,071

2,302

(34)

6,000

65

263

(30)

102

23

6,325

4,386

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

8

1

3

6

6

5

Balance, December 31, 2009

24,957

25

292,231

(6,897)

(298)

(10,459)

19,790

(298)

175

9,331

48,012

(123)

(297)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

(6,897)

(298)

(7,195)

4,484

78,220

10,710

23,025

(4)

60,000

2,463

279,689

19,790

175

19,965

1,208

176

-

426

301,464

48,012

(297)

47,715

2,124

200

79,732

56,969

44

$ 1,448

(1,152)

(1,152)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

296

364

364

8,584

9,244

150

150

(8,049)

(298)

(8,347)

4,484

78,220

10,710

23,025

(4)

60,000

2,463

279,985

20,154

175

20,329

1,208

176

8,584

426

310,708

48,162

(297)

47,865

2,124

200

79,732

56,969

44

Balance, December 31, 2010

35,793

$ 36

$431,289

$ 57,343

$(420)

$488,248

$ 9,394

$497,642

See accompanying notes to the consolidated financial statements.

-

-

-

-

-

-

-

-

-

-

4,484

78,212

10,709

23,022

(4)

59,994

2,463

1,208

176

426

2,124

200

79,726

56,964

44

F-5

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008

$

48,162

$

20,154

$

(8,049)

Cash flows from operating activities:

Net income (loss)
Adjustments to reconcile net income (loss) to net cash provided
(used) by operating activities:

Depreciation and amortization
Deferred income taxes
Stock-based compensation expense
Undistributed equity in loss of affiliates
Allowance for doubtful accounts
Changes in operating assets and liabilities:

Accounts receivable
Inventories
Deposits
Unrealized gains on derivative financial instruments
Prepaid expenses and other assets
Accounts payable and accrued liabilities
Unearned revenues
Noncurrent liabilities
Noncurrent assets
Other

Net cash provided (used) by operating activities

Cash flows from investing activities:

Purchases of property and equipment
Investment in unconsolidated subsidiaries
Acquisition of businesses, net of cash acquired
Other

Net cash used by investing activities

Cash flows from financing activities:
Proceeds from the issuance of debt
Payments of principal on long-term debt
Proceeds from revolving credit lines
Payment on revolving credit lines
Proceeds from exercises of stock options
Proceeds from issuance of common stock
Change in restricted cash
(Payments) refunds of loan fees

Net cash provided (used) by financing activities

Net change in cash and equivalents
Cash and cash equivalents, beginning of period

38,810
16,520
2,124
169
79

(30,023)
(83,497)
(39,733)
(4,618)
860
74,642
13,046
200
(1,719)
(206)

34,816

(20,030)
(665)
(41,871)
-

(62,566)

106,956
(50,392)
2,155,361
(2,101,203)
200
79,732
(15,229)
(4,249)

171,176

143,426
89,779

Cash and cash equivalents, end of period

$

233,205

$

Continued on the following page

F-6

29,413
-
1,208
-
55

13,493
(35,724)
(2,000)
(316)
4,537
18,830
5,130
(1,683)
-
330

53,427

(13,788)
(1,173)
(3,101)
278

(17,784)

10,405
(29,080)
699,976
(675,984)
176
-
(12,323)
(1,328)

(8,158)

27,485
62,294

89,779

4,717
-
2,463
-
174

(32,448)
1,726
(12,752)
(10,221)
(2,886)
13,377
-
-
-
(551)

(44,450)

(79,870)
(1,377)
9,830
(1,537)

(72,954)

177,189
(77,870)
19,445
(2,142)
-
60,000
1,624
914

179,160

61,756
538

62,294

$

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Continued from the previous page

(in thousands)

1. BASIS OF PRESENTATION AND DESCRIPTION OF BUSINESS

Supplemental disclosures of cash flow:

Cash refunds received for income taxes,

net of payments made

Cash paid for interest

Noncash investing and financing activities:

Common stock issued for merger and acquisition activities

Noncash additions to property and equipment:

Property and equipment acquired in acquisitions
Capital lease obligations incurred for equipment

Total noncash additions to property and equipment

Supplemental noncash investing and financing activities:

Assets acquired in acquisitions and mergers
Less: liabilities assumed

Net assets acquired

Year Ended
December 31,
2010

Year Ended
December 31,
2009

$

$

$

$

$

$

$

9

25,828

56,969

169,384
196

169,580

273,462
(115,459)

158,003

$

$

$

$

$

$

$

167

13,930

-

116,515
852

117,367

145,900
(129,316)

16,584

Nine-Month
Transition
Period Ended
December 31,
2008

$

$

$

$

$

$

$

-

3,565

78,220

179,401
-

179,401

268,035
(187,202)

80,833

See accompanying notes to the consolidated financial statements.

References to “we,” “us,” “our,” “Green Plains” or the “Company” in the consolidated financial statements

and in these notes to the consolidated financial statements refer to Green Plains Renewable Energy, Inc., an Iowa

References to the Company

corporation, and its subsidiaries.

Consolidated Financial Statements

The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries,

and entities which we control. All significant intercompany balances and transactions have been eliminated on a

consolidated basis for reporting purposes. Unconsolidated entities are included in the financial statements on an

equity basis.

Use of Estimates in the Preparation of Consolidated Financial Statements

The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting

principles, or GAAP, requires management to make certain estimates and assumptions that affect the reported

amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated

financial statements and the reported amounts of revenues and expenses during the reporting period. Actual

results could differ from those estimates.

Reverse Acquisition Accounting

VBV LLC and its subsidiaries became wholly-owned subsidiaries of Green Plains Renewable Energy, Inc.

pursuant to a merger on October 15, 2008. Under the purchase method of accounting in a business combination

effected through an exchange of equity interests, the entity that issues the equity interests is generally the

acquiring entity. In some business combinations (commonly referred to as reverse acquisitions), however, the

acquired entity issues the equity interests. The Company considered the facts and circumstances surrounding the

business combination, including the relative ownership and control of the entity by each of the parties subsequent

to the merger. Based on a review of these factors, the October 2008 merger with VBV was accounted for as a

reverse acquisition in which Green Plains was considered the acquired company and VBV was considered the

acquiring company.

As a result, Green Plains’ assets and liabilities as of October 15, 2008, the date of the merger closing, have

been incorporated into VBV’s balance sheet based on the fair values of the net assets acquired, which equaled the

consideration paid for the acquisition. In addition, the Company allocated the acquisition consideration to

individual assets and liabilities including tangible assets and financial assets. Further, the Company’s operating

results (post-merger) include VBV’s operating results prior to the date of closing and the results of the combined

entity following the closing of the merger. Although VBV was considered the acquiring entity for accounting

purposes, the merger was structured so that VBV became a wholly-owned subsidiary of Green Plains Renewable

Energy, Inc.

Change in Fiscal Year End

Effective April 1, 2008, to more closely align our year end with that of the majority of our peer group, we

changed our year end from March 31 to December 31.

F-7

F-8

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

GREEN PLAINS RENEWABLE ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Continued from the previous page

(in thousands)

Supplemental disclosures of cash flow:

Cash refunds received for income taxes,

net of payments made

Cash paid for interest

Noncash investing and financing activities:

Noncash additions to property and equipment:

Property and equipment acquired in acquisitions

Capital lease obligations incurred for equipment

Total noncash additions to property and equipment

Supplemental noncash investing and financing activities:

Assets acquired in acquisitions and mergers

Less: liabilities assumed

Net assets acquired

$

$

$

$

$

$

$

Year Ended

December 31,

2010

Year Ended

December 31,

2009

Nine-Month

Transition

Period Ended

December 31,

2008

9

25,828

167

13,930

-

3,565

$

$

$

$

$

$

$

$

$

$

$

$

$

$

169,384

196

169,580

273,462

(115,459)

158,003

116,515

852

117,367

145,900

(129,316)

16,584

179,401

-

179,401

268,035

(187,202)

80,833

Common stock issued for merger and acquisition activities

56,969

-

78,220

See accompanying notes to the consolidated financial statements.

1. BASIS OF PRESENTATION AND DESCRIPTION OF BUSINESS

References to the Company

References to “we,” “us,” “our,” “Green Plains” or the “Company” in the consolidated financial statements
and in these notes to the consolidated financial statements refer to Green Plains Renewable Energy, Inc., an Iowa
corporation, and its subsidiaries.

Consolidated Financial Statements

The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries,
and entities which we control. All significant intercompany balances and transactions have been eliminated on a
consolidated basis for reporting purposes. Unconsolidated entities are included in the financial statements on an
equity basis.

Use of Estimates in the Preparation of Consolidated Financial Statements

The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting

principles, or GAAP, requires management to make certain estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated
financial statements and the reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.

Reverse Acquisition Accounting

VBV LLC and its subsidiaries became wholly-owned subsidiaries of Green Plains Renewable Energy, Inc.
pursuant to a merger on October 15, 2008. Under the purchase method of accounting in a business combination
effected through an exchange of equity interests, the entity that issues the equity interests is generally the
acquiring entity. In some business combinations (commonly referred to as reverse acquisitions), however, the
acquired entity issues the equity interests. The Company considered the facts and circumstances surrounding the
business combination, including the relative ownership and control of the entity by each of the parties subsequent
to the merger. Based on a review of these factors, the October 2008 merger with VBV was accounted for as a
reverse acquisition in which Green Plains was considered the acquired company and VBV was considered the
acquiring company.

As a result, Green Plains’ assets and liabilities as of October 15, 2008, the date of the merger closing, have

been incorporated into VBV’s balance sheet based on the fair values of the net assets acquired, which equaled the
consideration paid for the acquisition. In addition, the Company allocated the acquisition consideration to
individual assets and liabilities including tangible assets and financial assets. Further, the Company’s operating
results (post-merger) include VBV’s operating results prior to the date of closing and the results of the combined
entity following the closing of the merger. Although VBV was considered the acquiring entity for accounting
purposes, the merger was structured so that VBV became a wholly-owned subsidiary of Green Plains Renewable
Energy, Inc.

Change in Fiscal Year End

Effective April 1, 2008, to more closely align our year end with that of the majority of our peer group, we

changed our year end from March 31 to December 31.

F-7

F-8

Description of Business

The Company is a vertically-integrated producer, marketer and distributor of ethanol. The Company has

operations throughout the value chain, beginning upstream with agronomy and grain handling operations,
continuing through approximately 680 million gallons per year, or mmgy, of ethanol production capacity as of
December 31, 2010 and ending downstream with ethanol marketing distribution and blending facilities.

Ethanol Production Segment

Our ethanol production segment had the capacity to produce approximately 680 mmgy of ethanol at
December 31, 2010. Our ethanol plants also produce co-products such as wet, modified wet or dried distillers
grains and corn oil. Processing at full capacity, our plants will consume approximately 245 million bushels of
corn and produce approximately 2.0 million tons of distillers grains annually. Our plants use a dry mill process to
produce ethanol and co-products. We operate our eight ethanol plants through separate wholly-owned operating
subsidiaries.

Marketing and Distribution Segment

We have an in-house, fee-based marketing business which is responsible for the sales, marketing and
distribution of all ethanol, distillers grains and corn oil produced at our eight ethanol plants. We also market and
distribute ethanol for third-party ethanol producers. At capacity, at December 31, 2010, we would market
approximately 680 mmgy of ethanol from our eight strategically-located plants along with approximately 360
mmgy from our third-party producers. Additionally, the Company holds a majority interest in Blendstar LLC,
which operates nine blending or terminaling facilities with approximately 495 mmgy of total throughput capacity
in seven states in the south central United States.

Agribusiness Segment

We operate our agribusiness segment primarily through our wholly-owned subsidiary, Green Plains Grain
Company, which is a grain and farm supply business with three primary operating lines of business: bulk grain,
agronomy and petroleum.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Cash and Cash Equivalents

The Company considers short term highly liquid investments with original maturities of three months or less
to be cash equivalents. Cash and cash equivalents as of December 31, 2010 and 2009 included bank deposits. The
Company also has restricted cash which is comprised of cash restricted as to use for payment towards a revenue
bond and cash restricted as to use for payment towards the credit agreement.

Revenue Recognition

The Company recognizes revenue when all of the following criteria are satisfied: persuasive evidence of an

arrangement exists; risk of loss and title transfer to the customer; the price is fixed and determinable; and
collectability is reasonably assured.

For sales of ethanol and distillers grains by Green Plains Trade Group, the Company’s fee-based marketing

business, revenue is recognized when title to the product and risk of loss transfer to an external customer.
Revenues related to our marketing operations for third parties are recorded on a gross basis in the consolidated
financial statements, as Green Plains Trade takes title to the product and assumes risk of loss. Unearned revenue
is reflected on our consolidated balance sheet for goods in transit for which we have received payment and title

has not been transferred to the customer. Revenues from Blendstar LLC, a majority-owned biofuel terminal

operator that offers ethanol transload and splash blending services, are recognized as these services are rendered.

The Company routinely enters into fixed-price, physical-delivery ethanol sales agreements. In certain

instances, the Company intends to settle the transaction by open market purchases of ethanol rather than by

delivery from its own production. These transactions are reported net as a component of revenues. Revenues also

include realized gains and losses on related derivative financial instruments, ineffectiveness on cash flow hedges,

and reclassifications of realized gains and losses on effective cash flow hedges from accumulated other

comprehensive income (loss).

Sales of agricultural commodities, fertilizers and other similar products are recognized when title to the

product and risk of loss transfer to the customer, which is dependent on the agreed upon sales terms with the

customer. These sales terms provide for passage of title either at the time shipment is made or at the time the

commodity has been delivered to its destination and final weights, grades and settlement prices have been agreed

upon with the customer. Shipping and handling costs are presented gross in the statements of operations with

amounts billed included in revenues and also as a component of cost of goods sold. Revenues from grain storage

are recognized as services are rendered. Revenues related to grain merchandising are presented gross.

Cost of Goods Sold

Cost of goods sold includes costs for direct labor, materials and certain plant overhead costs. Direct labor

includes all compensation and related benefits of non-management personnel involved in the operation of our

ethanol plants. Grain purchasing and receiving costs, other than labor costs for grain buyers and scale operators,

are also included in cost of goods sold. Direct materials consist of the costs of corn feedstock, denaturant, and

process chemicals. Corn feedstock costs include unrealized gains and losses on related derivative financial

instruments not designated as cash flow hedges, inbound freight charges, inspection costs and internal transfer

costs. Corn feedstock costs also include realized gains and losses on related derivative financial instruments,

ineffectiveness on cash flow hedges, and reclassifications of realized gains and losses on effective cash flow

hedges from accumulated other comprehensive income (loss). Plant overhead costs primarily consist of plant

utilities, plant depreciation and outbound freight charges. Shipping costs incurred directly by us, including railcar

lease costs, are also reflected in cost of goods sold.

The Company uses exchange-traded futures and options contracts to minimize the effects of changes in the

prices of agricultural commodities on our agribusiness segment’s grain inventories and forward purchase and

sales contracts. Exchange-traded futures and options contracts are valued at quoted market prices. Commodity

inventories, forward purchase contracts and forward sale contracts in the agribusiness segment are valued at

market prices, where available, or other market quotes adjusted for differences, primarily transportation, between

the exchange-traded market and the local markets on which the terms of the contracts are based. Changes in the

market value of grain inventories, forward purchase and sale contracts, and exchange-traded futures and options

contracts in the agribusiness segment, are recognized in earnings as a component of cost of goods sold. These

contracts are predominantly settled in cash. The Company is exposed to loss in the event of non-performance by

the counter-party to forward purchase and forward sales contracts.

Derivative Financial Instruments

To minimize the risk and the effects of the volatility of commodity price changes primarily related to corn,

natural gas and ethanol, the Company uses various derivative financial instruments, including exchange-traded

futures, and exchange-traded and over-the-counter options contracts. The Company monitors and manages this

exposure as part of our overall risk management policy. As such, we seek to reduce the potentially adverse

effects that the volatility of these markets may have on our operating results. The Company may take hedging

positions in these commodities as one way to mitigate risk. While the Company attempts to link its hedging

activities to purchase and sales activities, there are situations where these hedging activities can themselves result

in losses.

F-9

F-10

Description of Business

Ethanol Production Segment

The Company is a vertically-integrated producer, marketer and distributor of ethanol. The Company has

operations throughout the value chain, beginning upstream with agronomy and grain handling operations,

continuing through approximately 680 million gallons per year, or mmgy, of ethanol production capacity as of

December 31, 2010 and ending downstream with ethanol marketing distribution and blending facilities.

Our ethanol production segment had the capacity to produce approximately 680 mmgy of ethanol at

December 31, 2010. Our ethanol plants also produce co-products such as wet, modified wet or dried distillers

grains and corn oil. Processing at full capacity, our plants will consume approximately 245 million bushels of

corn and produce approximately 2.0 million tons of distillers grains annually. Our plants use a dry mill process to

produce ethanol and co-products. We operate our eight ethanol plants through separate wholly-owned operating

subsidiaries.

Marketing and Distribution Segment

We have an in-house, fee-based marketing business which is responsible for the sales, marketing and

distribution of all ethanol, distillers grains and corn oil produced at our eight ethanol plants. We also market and

distribute ethanol for third-party ethanol producers. At capacity, at December 31, 2010, we would market

approximately 680 mmgy of ethanol from our eight strategically-located plants along with approximately 360

mmgy from our third-party producers. Additionally, the Company holds a majority interest in Blendstar LLC,

which operates nine blending or terminaling facilities with approximately 495 mmgy of total throughput capacity

in seven states in the south central United States.

We operate our agribusiness segment primarily through our wholly-owned subsidiary, Green Plains Grain

Company, which is a grain and farm supply business with three primary operating lines of business: bulk grain,

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company considers short term highly liquid investments with original maturities of three months or less

to be cash equivalents. Cash and cash equivalents as of December 31, 2010 and 2009 included bank deposits. The

Company also has restricted cash which is comprised of cash restricted as to use for payment towards a revenue

bond and cash restricted as to use for payment towards the credit agreement.

Agribusiness Segment

agronomy and petroleum.

Cash and Cash Equivalents

Revenue Recognition

The Company recognizes revenue when all of the following criteria are satisfied: persuasive evidence of an

arrangement exists; risk of loss and title transfer to the customer; the price is fixed and determinable; and

collectability is reasonably assured.

For sales of ethanol and distillers grains by Green Plains Trade Group, the Company’s fee-based marketing

business, revenue is recognized when title to the product and risk of loss transfer to an external customer.

Revenues related to our marketing operations for third parties are recorded on a gross basis in the consolidated

financial statements, as Green Plains Trade takes title to the product and assumes risk of loss. Unearned revenue

is reflected on our consolidated balance sheet for goods in transit for which we have received payment and title

has not been transferred to the customer. Revenues from Blendstar LLC, a majority-owned biofuel terminal
operator that offers ethanol transload and splash blending services, are recognized as these services are rendered.

The Company routinely enters into fixed-price, physical-delivery ethanol sales agreements. In certain
instances, the Company intends to settle the transaction by open market purchases of ethanol rather than by
delivery from its own production. These transactions are reported net as a component of revenues. Revenues also
include realized gains and losses on related derivative financial instruments, ineffectiveness on cash flow hedges,
and reclassifications of realized gains and losses on effective cash flow hedges from accumulated other
comprehensive income (loss).

Sales of agricultural commodities, fertilizers and other similar products are recognized when title to the
product and risk of loss transfer to the customer, which is dependent on the agreed upon sales terms with the
customer. These sales terms provide for passage of title either at the time shipment is made or at the time the
commodity has been delivered to its destination and final weights, grades and settlement prices have been agreed
upon with the customer. Shipping and handling costs are presented gross in the statements of operations with
amounts billed included in revenues and also as a component of cost of goods sold. Revenues from grain storage
are recognized as services are rendered. Revenues related to grain merchandising are presented gross.

Cost of Goods Sold

Cost of goods sold includes costs for direct labor, materials and certain plant overhead costs. Direct labor
includes all compensation and related benefits of non-management personnel involved in the operation of our
ethanol plants. Grain purchasing and receiving costs, other than labor costs for grain buyers and scale operators,
are also included in cost of goods sold. Direct materials consist of the costs of corn feedstock, denaturant, and
process chemicals. Corn feedstock costs include unrealized gains and losses on related derivative financial
instruments not designated as cash flow hedges, inbound freight charges, inspection costs and internal transfer
costs. Corn feedstock costs also include realized gains and losses on related derivative financial instruments,
ineffectiveness on cash flow hedges, and reclassifications of realized gains and losses on effective cash flow
hedges from accumulated other comprehensive income (loss). Plant overhead costs primarily consist of plant
utilities, plant depreciation and outbound freight charges. Shipping costs incurred directly by us, including railcar
lease costs, are also reflected in cost of goods sold.

The Company uses exchange-traded futures and options contracts to minimize the effects of changes in the

prices of agricultural commodities on our agribusiness segment’s grain inventories and forward purchase and
sales contracts. Exchange-traded futures and options contracts are valued at quoted market prices. Commodity
inventories, forward purchase contracts and forward sale contracts in the agribusiness segment are valued at
market prices, where available, or other market quotes adjusted for differences, primarily transportation, between
the exchange-traded market and the local markets on which the terms of the contracts are based. Changes in the
market value of grain inventories, forward purchase and sale contracts, and exchange-traded futures and options
contracts in the agribusiness segment, are recognized in earnings as a component of cost of goods sold. These
contracts are predominantly settled in cash. The Company is exposed to loss in the event of non-performance by
the counter-party to forward purchase and forward sales contracts.

Derivative Financial Instruments

To minimize the risk and the effects of the volatility of commodity price changes primarily related to corn,
natural gas and ethanol, the Company uses various derivative financial instruments, including exchange-traded
futures, and exchange-traded and over-the-counter options contracts. The Company monitors and manages this
exposure as part of our overall risk management policy. As such, we seek to reduce the potentially adverse
effects that the volatility of these markets may have on our operating results. The Company may take hedging
positions in these commodities as one way to mitigate risk. While the Company attempts to link its hedging
activities to purchase and sales activities, there are situations where these hedging activities can themselves result
in losses.

F-9

F-10

By using derivatives to hedge exposures to changes in commodity prices, the Company has exposures on
these derivatives to credit and market risk. The Company is exposed to credit risk that the counterparty might fail
to fulfill its performance obligations under the terms of the derivative contract. The Company minimizes its
credit risk by entering into transactions with high quality counterparties, limiting the amount of financial
exposure it has with each counterparty and monitoring the financial condition of its counterparties. Market risk is
the risk that the value of the financial instrument might be adversely affected by a change in commodity prices or
interest rates. The Company manages market risk by incorporating monitoring parameters within our risk
management strategy that limit the types of derivative instruments and derivative strategies the Company uses,
and the degree of market risk that may be undertaken by the use of derivative instruments.

The Company evaluates its contracts that involve physical delivery to determine whether they may be
deemed “normal purchases” or “normal sales” that are expected to be used or sold over a reasonable period in the
normal course of business. Any contracts that do not meet the normal purchase or sales criteria are recorded at
fair value with the change in fair value recorded in operating income unless the contracts qualify for, and the
Company elects, hedge accounting treatment.

Certain qualifying derivatives within the ethanol production segment are designed as cash flow hedges.

Prior to entering into cash flow hedges the Company evaluates the derivative instrument to ascertain its
effectiveness. For cash flow hedges, any ineffectiveness is recognized in current period results, while other
unrealized gains and losses are reflected in accumulated other comprehensive income until gains and losses from
the underlying hedged transaction are realized. In the event that it becomes probable that a forecasted transaction
will not occur, the Company would discontinue cash flow hedge treatment, which would affect earnings. These
derivative financial instruments are recognized in other current assets or liabilities at fair value.

Concentrations of Credit Risk

In the normal course of business, we are exposed to credit risk resulting from the possibility that a loss may

occur from the failure of another party to perform according to the terms of a contract. We transact sales of
ethanol and distillers grains and are marketing products for third parties, which may result in concentrations of
credit risk from a variety of customers, including major integrated oil companies, large independent refiners,
petroleum wholesalers, other marketers and jobbers. We are also exposed to credit risk resulting from sales of
grain to large commercial buyers, including other ethanol plants, which we continually monitor. Although
payments are typically received within fifteen days of sale for ethanol and distillers grains, we continually
monitor this credit risk exposure. In addition, we may prepay for or make deposits on undelivered inventories.
Concentrations of credit risk with respect to inventory advances are primarily with a few major suppliers of
petroleum products and agricultural inputs.

Inventories

Corn, to be used in ethanol production, ethanol and distillers grains inventories are stated at the lower of

average cost (determined quarterly) or market.

Other grain inventories include readily-marketable physical quantities of grain, forward contracts to buy and

sell grain, and exchange traded futures and option contracts (all stated at market value). The futures and options
contracts, which are used to hedge the value of both owned grain and forward contracts, are considered
derivatives. All agribusiness segment grain inventories are marked to the market price with changes reflected in
cost of goods sold. The forward contracts require performance in future periods. Contracts to purchase grain from
producers generally relate to the current or future crop years for delivery periods quoted by regulated commodity
exchanges. Contracts for the sale of grain to processors or other consumers generally do not extend beyond one
year. The terms of contracts for the purchase and sale of grain are consistent with industry standards.

Fertilizer inventories are valued at the lower of cost (first-in, first-out) or market.

Finished goods inventory consists of denatured ethanol and its related co-products and is valued at the lower

of cost (first-in, first-out) or market.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Depreciation of these assets is

generally computed using the straight-line method over the following estimated useful lives of the assets:

Plant, buildings and improvements

Ethanol production equipment

Other machinery and equipment

Land and improvements

Railroad track and equipment

Computer and software

Office furniture and equipment

Years

10-40

15-40

5-7

20

20

3-5

5-7

Property and equipment is capitalized at cost. Land improvements are capitalized and depreciated.

Expenditures for property betterments and renewals are capitalized. Costs of repairs and maintenance are charged

to expense as incurred.

We periodically evaluate whether events and circumstances have occurred that may warrant revision of the

estimated useful life of our fixed assets.

Impairment of Long-Lived Assets

Green Plains’ long-lived assets currently consist of property and equipment. The Company reviews long-

lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of a

long-lived asset may not be recoverable. Recoverability of assets to be held and used is measured by comparison

of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the

asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is

recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset.

Significant management judgment is required in determining the fair value of long-lived assets to measure

impairment, including projections of future discounted cash flows. No impairment charges were recorded during

2010, 2009 or 2008.

Goodwill

Goodwill is an asset representing the future economic benefits arising from other assets acquired in a

business combination that are not individually identified and separately recognized. The Company has recorded

goodwill for business combinations to the extent the purchase price exceeded the fair value of the net identifiable

tangible and intangible assets of each acquired company. Our goodwill currently is comprised of amounts

relating to our acquisitions of Green Plains Ord, Green Plains Central City, and Green Plains Holdings II

(Global) as well as our majority interest in Blendstar.

Goodwill is reviewed for impairment at least annually. The goodwill impairment test is a two-step test.

Under the first step, the fair value of the reporting unit is compared with its carrying value (including goodwill).

If the fair value of the reporting unit is less than its carrying value, an indication of goodwill impairment exists

for the reporting unit and the entity must perform step two of the impairment test. Under the second step, an

impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the

implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value

F-11

F-12

By using derivatives to hedge exposures to changes in commodity prices, the Company has exposures on

these derivatives to credit and market risk. The Company is exposed to credit risk that the counterparty might fail

to fulfill its performance obligations under the terms of the derivative contract. The Company minimizes its

credit risk by entering into transactions with high quality counterparties, limiting the amount of financial

exposure it has with each counterparty and monitoring the financial condition of its counterparties. Market risk is

the risk that the value of the financial instrument might be adversely affected by a change in commodity prices or

interest rates. The Company manages market risk by incorporating monitoring parameters within our risk

management strategy that limit the types of derivative instruments and derivative strategies the Company uses,

and the degree of market risk that may be undertaken by the use of derivative instruments.

The Company evaluates its contracts that involve physical delivery to determine whether they may be

deemed “normal purchases” or “normal sales” that are expected to be used or sold over a reasonable period in the

normal course of business. Any contracts that do not meet the normal purchase or sales criteria are recorded at

fair value with the change in fair value recorded in operating income unless the contracts qualify for, and the

Company elects, hedge accounting treatment.

Certain qualifying derivatives within the ethanol production segment are designed as cash flow hedges.

Prior to entering into cash flow hedges the Company evaluates the derivative instrument to ascertain its

effectiveness. For cash flow hedges, any ineffectiveness is recognized in current period results, while other

unrealized gains and losses are reflected in accumulated other comprehensive income until gains and losses from

the underlying hedged transaction are realized. In the event that it becomes probable that a forecasted transaction

will not occur, the Company would discontinue cash flow hedge treatment, which would affect earnings. These

derivative financial instruments are recognized in other current assets or liabilities at fair value.

Concentrations of Credit Risk

In the normal course of business, we are exposed to credit risk resulting from the possibility that a loss may

occur from the failure of another party to perform according to the terms of a contract. We transact sales of

ethanol and distillers grains and are marketing products for third parties, which may result in concentrations of

credit risk from a variety of customers, including major integrated oil companies, large independent refiners,

petroleum wholesalers, other marketers and jobbers. We are also exposed to credit risk resulting from sales of

grain to large commercial buyers, including other ethanol plants, which we continually monitor. Although

payments are typically received within fifteen days of sale for ethanol and distillers grains, we continually

monitor this credit risk exposure. In addition, we may prepay for or make deposits on undelivered inventories.

Concentrations of credit risk with respect to inventory advances are primarily with a few major suppliers of

petroleum products and agricultural inputs.

Corn, to be used in ethanol production, ethanol and distillers grains inventories are stated at the lower of

average cost (determined quarterly) or market.

Other grain inventories include readily-marketable physical quantities of grain, forward contracts to buy and

sell grain, and exchange traded futures and option contracts (all stated at market value). The futures and options

contracts, which are used to hedge the value of both owned grain and forward contracts, are considered

derivatives. All agribusiness segment grain inventories are marked to the market price with changes reflected in

cost of goods sold. The forward contracts require performance in future periods. Contracts to purchase grain from

producers generally relate to the current or future crop years for delivery periods quoted by regulated commodity

exchanges. Contracts for the sale of grain to processors or other consumers generally do not extend beyond one

year. The terms of contracts for the purchase and sale of grain are consistent with industry standards.

Fertilizer inventories are valued at the lower of cost (first-in, first-out) or market.

Finished goods inventory consists of denatured ethanol and its related co-products and is valued at the lower

of cost (first-in, first-out) or market.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Depreciation of these assets is

generally computed using the straight-line method over the following estimated useful lives of the assets:

Plant, buildings and improvements
Ethanol production equipment
Other machinery and equipment
Land and improvements
Railroad track and equipment
Computer and software
Office furniture and equipment

Years

10-40
15-40
5-7
20
20
3-5
5-7

Property and equipment is capitalized at cost. Land improvements are capitalized and depreciated.

Expenditures for property betterments and renewals are capitalized. Costs of repairs and maintenance are charged
to expense as incurred.

We periodically evaluate whether events and circumstances have occurred that may warrant revision of the

estimated useful life of our fixed assets.

Impairment of Long-Lived Assets

Green Plains’ long-lived assets currently consist of property and equipment. The Company reviews long-
lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of a
long-lived asset may not be recoverable. Recoverability of assets to be held and used is measured by comparison
of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the
asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is
recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset.
Significant management judgment is required in determining the fair value of long-lived assets to measure
impairment, including projections of future discounted cash flows. No impairment charges were recorded during
2010, 2009 or 2008.

Inventories

Goodwill

Goodwill is an asset representing the future economic benefits arising from other assets acquired in a
business combination that are not individually identified and separately recognized. The Company has recorded
goodwill for business combinations to the extent the purchase price exceeded the fair value of the net identifiable
tangible and intangible assets of each acquired company. Our goodwill currently is comprised of amounts
relating to our acquisitions of Green Plains Ord, Green Plains Central City, and Green Plains Holdings II
(Global) as well as our majority interest in Blendstar.

Goodwill is reviewed for impairment at least annually. The goodwill impairment test is a two-step test.
Under the first step, the fair value of the reporting unit is compared with its carrying value (including goodwill).
If the fair value of the reporting unit is less than its carrying value, an indication of goodwill impairment exists
for the reporting unit and the entity must perform step two of the impairment test. Under the second step, an
impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the
implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value

F-11

F-12

of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this
allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined
using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying value, no further
analysis is necessary.

The Company performs its annual impairment review of goodwill at October 1, and when a triggering event

occurs between annual impairment tests. No impairment losses were recorded for the periods reported.

Financing Costs

enactment. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some

portion or all of the deferred tax assets will not be realized.

The Company recognizes uncertainties in income taxes within the financial statements based on FASB

Accounting Standards Codification (ASC) 740. The standard prescribes a process by which the likelihood of a

tax position is gauged based upon the technical merits of the position, and then a subsequent measurement relates

the maximum benefit and the degree of likelihood to determine the amount of benefit recognized in the financial

statements. The Company excludes interest and penalties on tax uncertainties from the computation of income

tax expense. These costs are treated as pre-tax expenses.

Fees and costs related to securing debt financing are recorded as financing costs. Debt issuance costs are
stated at cost and are amortized utilizing the effective interest method over the life of the loans. However, during
the period of construction, amortizations of such costs were capitalized in construction-in-progress.

Business Combinations

Noncontrolling Interests

Noncontrolling interests represent the minority partners’ shares of the equity and income of Blendstar and a
majority-owned and consolidated subsidiary of Green Plains Grain. Noncontrolling interests are classified in the
consolidated statements of operations as a part of net income and the accumulated amount of noncontrolling
interests are classified in the consolidated balance sheets as a part of stockholders’ equity.

Selling, General and Administrative Expenses

Selling, general and administrative expenses are primarily general and administrative expenses for
employee salaries, incentives and benefits; office expenses; director compensation; and professional fees for
accounting, legal, consulting, and investor relations activities; as well as non-plant depreciation and amortization
costs.

Environmental Expenditures

Environmental expenditures that pertain to our current operations and relate to future revenue are expensed
or capitalized consistent with our capitalization policy. Probable liabilities incurred that are reasonably estimable
are also expensed or capitalized according to this policy. Expenditures that result from the remediation of an
existing condition caused by past operations and that do not contribute to future revenue are expensed as
incurred.

Stock-Based Compensation

The Company recognizes compensation cost using a fair value based method whereby compensation cost is

measured at the grant date based on the value of the award and is recognized over the service period, which is
usually the vesting period. The Company uses the Black-Scholes pricing model to calculate the fair value of
options and warrants issued to both employees and non-employees. Stock issued for compensation is valued
using the market price of the stock on the date of the related agreement.

Income Taxes

The Company accounts for business combinations based on the guidance within ASC 805. ASC 805

generally requires an acquirer to recognize the identifiable assets acquired, liabilities assumed, contingent

purchase consideration and any noncontrolling interest in the acquiree at fair value on the date of acquisition. It

also requires an acquirer to recognize as expense most transaction and restructuring costs as incurred, rather than

include such items in the cost of the acquired entity.

Recent Accounting Pronouncements

Effective March 31, 2010, we adopted the first phase of the amended guidance in the Financial Accounting

Standards Board Accounting Standards Codification (ASC) Topic 820, Fair Value Measurements and

Disclosures, which requires us to disclose the amounts and reasons for significant transfers between Levels 1 and

2 in the fair value hierarchy as well as reasons for any transfers in or out of Level 3. The amended guidance also

requires us to provide fair value measurement disclosures for each class of assets and liabilities and disclose

information about both the valuation techniques and inputs used in estimating Level 2 and Level 3 fair value

measurements. The adoption of this amendment requires expanded disclosure in the notes to our consolidated

financial statements but does not impact financial results.

Effective March 31, 2011, we will be required to adopt the second phase of the amended guidance in ASC

Topic 820, Fair Value Measurements and Disclosures, which requires us to disclose information in the

reconciliation of recurring Level 3 measurements about purchases, sales, issuances and settlements on a gross

basis, separately for assets and liabilities. The adoption of this amended guidance will require expanded

disclosure in the notes to our consolidated financial statements but will not impact financial results.

3. PUBLIC OFFERING OF COMMON STOCK

In March 2010, the Company sold approximately 6.3 million newly-issued shares of its common stock at a

price of $13.50 per share, with net proceeds totaling approximately $79.8 million. The Company has used and

intends to continue to use these proceeds for general corporate purposes and to acquire or invest in additional

facilities, assets or technologies consistent with its growth strategy.

4. ACQUISITIONS

Acquisition of Tennessee Grain Elevators

The provision for income taxes is computed using the asset and liability method, under which deferred tax

assets and liabilities are recognized for the expected future tax consequences attributable to temporary
differences between the financial reporting carrying amount of existing assets and liabilities and their respective
tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable
income in years in which those temporary differences are expected to be recovered or settled. The effect on
deferred tax assets and liabilities of a change in tax rates is recognized in operating results in the period of

In April 2010, the Company acquired agribusiness operations in western Tennessee which include five grain

elevators with federally licensed grain storage capacity of 11.7 million bushels. All of the grain elevators

acquired are located within 50 miles of the Company’s Obion, Tennessee ethanol plant. With the addition of

these agribusiness assets, the Company operates 13 grain elevators with approximately 31.4 million bushels of

grain storage capacity. Also acquired were grain and fertilizer inventories and other agribusiness assets. The

agribusiness assets were acquired from companies owned by the Thomas W. Wade, Jr. family and from Farmers

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F-14

analysis is necessary.

Financing Costs

Noncontrolling Interests

of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this

allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined

using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying value, no further

The Company performs its annual impairment review of goodwill at October 1, and when a triggering event

occurs between annual impairment tests. No impairment losses were recorded for the periods reported.

Fees and costs related to securing debt financing are recorded as financing costs. Debt issuance costs are

stated at cost and are amortized utilizing the effective interest method over the life of the loans. However, during

the period of construction, amortizations of such costs were capitalized in construction-in-progress.

Noncontrolling interests represent the minority partners’ shares of the equity and income of Blendstar and a

majority-owned and consolidated subsidiary of Green Plains Grain. Noncontrolling interests are classified in the

consolidated statements of operations as a part of net income and the accumulated amount of noncontrolling

interests are classified in the consolidated balance sheets as a part of stockholders’ equity.

Selling, General and Administrative Expenses

Selling, general and administrative expenses are primarily general and administrative expenses for

employee salaries, incentives and benefits; office expenses; director compensation; and professional fees for

accounting, legal, consulting, and investor relations activities; as well as non-plant depreciation and amortization

Environmental expenditures that pertain to our current operations and relate to future revenue are expensed

or capitalized consistent with our capitalization policy. Probable liabilities incurred that are reasonably estimable

are also expensed or capitalized according to this policy. Expenditures that result from the remediation of an

existing condition caused by past operations and that do not contribute to future revenue are expensed as

costs.

Environmental Expenditures

incurred.

Stock-Based Compensation

The Company recognizes compensation cost using a fair value based method whereby compensation cost is

measured at the grant date based on the value of the award and is recognized over the service period, which is

usually the vesting period. The Company uses the Black-Scholes pricing model to calculate the fair value of

options and warrants issued to both employees and non-employees. Stock issued for compensation is valued

using the market price of the stock on the date of the related agreement.

Income Taxes

enactment. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some
portion or all of the deferred tax assets will not be realized.

The Company recognizes uncertainties in income taxes within the financial statements based on FASB
Accounting Standards Codification (ASC) 740. The standard prescribes a process by which the likelihood of a
tax position is gauged based upon the technical merits of the position, and then a subsequent measurement relates
the maximum benefit and the degree of likelihood to determine the amount of benefit recognized in the financial
statements. The Company excludes interest and penalties on tax uncertainties from the computation of income
tax expense. These costs are treated as pre-tax expenses.

Business Combinations

The Company accounts for business combinations based on the guidance within ASC 805. ASC 805
generally requires an acquirer to recognize the identifiable assets acquired, liabilities assumed, contingent
purchase consideration and any noncontrolling interest in the acquiree at fair value on the date of acquisition. It
also requires an acquirer to recognize as expense most transaction and restructuring costs as incurred, rather than
include such items in the cost of the acquired entity.

Recent Accounting Pronouncements

Effective March 31, 2010, we adopted the first phase of the amended guidance in the Financial Accounting

Standards Board Accounting Standards Codification (ASC) Topic 820, Fair Value Measurements and
Disclosures, which requires us to disclose the amounts and reasons for significant transfers between Levels 1 and
2 in the fair value hierarchy as well as reasons for any transfers in or out of Level 3. The amended guidance also
requires us to provide fair value measurement disclosures for each class of assets and liabilities and disclose
information about both the valuation techniques and inputs used in estimating Level 2 and Level 3 fair value
measurements. The adoption of this amendment requires expanded disclosure in the notes to our consolidated
financial statements but does not impact financial results.

Effective March 31, 2011, we will be required to adopt the second phase of the amended guidance in ASC

Topic 820, Fair Value Measurements and Disclosures, which requires us to disclose information in the
reconciliation of recurring Level 3 measurements about purchases, sales, issuances and settlements on a gross
basis, separately for assets and liabilities. The adoption of this amended guidance will require expanded
disclosure in the notes to our consolidated financial statements but will not impact financial results.

3. PUBLIC OFFERING OF COMMON STOCK

In March 2010, the Company sold approximately 6.3 million newly-issued shares of its common stock at a

price of $13.50 per share, with net proceeds totaling approximately $79.8 million. The Company has used and
intends to continue to use these proceeds for general corporate purposes and to acquire or invest in additional
facilities, assets or technologies consistent with its growth strategy.

4. ACQUISITIONS

Acquisition of Tennessee Grain Elevators

The provision for income taxes is computed using the asset and liability method, under which deferred tax

assets and liabilities are recognized for the expected future tax consequences attributable to temporary

differences between the financial reporting carrying amount of existing assets and liabilities and their respective

tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable

income in years in which those temporary differences are expected to be recovered or settled. The effect on

deferred tax assets and liabilities of a change in tax rates is recognized in operating results in the period of

In April 2010, the Company acquired agribusiness operations in western Tennessee which include five grain

elevators with federally licensed grain storage capacity of 11.7 million bushels. All of the grain elevators
acquired are located within 50 miles of the Company’s Obion, Tennessee ethanol plant. With the addition of
these agribusiness assets, the Company operates 13 grain elevators with approximately 31.4 million bushels of
grain storage capacity. Also acquired were grain and fertilizer inventories and other agribusiness assets. The
agribusiness assets were acquired from companies owned by the Thomas W. Wade, Jr. family and from Farmers

F-13

F-14

Grain of Trenton LLC for consideration totaling approximately $25.7 million, consisting of cash and $3.3 million
in notes to the sellers. The five grain elevators and other assets acquired are owned by Green Plains Grain
Company TN LLC, a wholly-owned subsidiary of the Company, and are included in the Company’s agribusiness
segment. The operating results of Green Plains Grain in Tennessee have been included in the Company’s
consolidated financial statements since April 19, 2010 providing revenue and operating income of $141.6 million
and $2.4 million, respectively, for the year ended December 31, 2010.

Company’s consolidated financial statements since October 22, 2010 providing revenue and operating income of

$81.6 million and $5.8 million, respectively, for the year ended December 31, 2010.

Amounts of identifiable assets acquired and
liabilities assumed (in thousands)

Inventory
Other current assets
Property and equipment, net
Other noncurrent assets

Current liabilities

$ 6,545
1,679
19,968
21

(2,537)

Total identifiable net assets

25,676

Purchase price

$25,676

The amounts above reflect final purchase price allocations. The fair value of real property acquired was
determined with the assistance of an independent appraiser. Neither goodwill nor a gain from a bargain purchase
was recognized in conjunction with the acquisition, and no contingent assets or liabilities were assumed. The
Company has not presented revenue and earnings of the acquired companies or pro forma information (revenue
and earnings on a pro forma combined basis) for the year ended December 31, 2010 due to the size of the
acquisition.

Upon closing the acquisitions, Green Plains Grain Company LLC and Green Plains Grain Company TN,

collectively, Green Plains Grain, simultaneously entered into a second amended and restated secured credit
facility, amending the existing Green Plains Grain Company credit agreement. The security for the credit facility
includes a first lien on all real estate and working capital of Green Plains Grain. The second amended and
restated credit agreement and related documents include base revolving, seasonal, bulge seasonal and term credit
commitments totaling $127.0 million.

Acquisition of Global Ethanol, LLC

On October 22, 2010, the Company acquired Global Ethanol, LLC, or Global, pursuant to the merger of a

newly formed wholly-owned subsidiary of the Company with Global, with Global as the surviving entity. Global
owns two operating ethanol plants which have a combined annual production capacity of approximately
157 million gallons. The Company valued the merger transaction at approximately $174.2 million, including
approximately $147.6 million for the ethanol production facilities and the balance in working capital. The value
of the transaction includes the assumption of outstanding debt, which totaled approximately $97.7 million at that
time. Upon closing, Global was renamed Green Plains Holdings II LLC, or Holdings II. Upon closing of the
merger transaction, all outstanding units of Global were exchanged for aggregate consideration consisting of
4,386,027 shares of restricted Company common stock valued at $53.9 million, warrants to purchase 700,000
shares of restricted Company common stock, valued at $3.1 million and $19.5 million in cash. The warrants,
recorded as a component of additional paid-in capital, are not transferable, except in certain limited
circumstances, and are exercisable for a period of three years from the closing date at a price of $14.00. Upon
closing of the merger, Holdings II entered into an amendment to the existing credit agreement. In conjunction
with the closing of the merger, the Company contributed $10.0 million of cash equity to Holdings II, $6.0 million
of which was utilized to reduce outstanding debt. The operating results of Holdings II have been included in the

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F-16

Amounts of identifiable assets acquired and

liabilities assumed (in thousands)

Inventory

Other current assets

Property and equipment, net

Current liabilities

Goodwill

Purchase price

$ 12,394

15,709

149,416

(11,896)

8,582

$174,205

Total identifiable net assets

165,623

The amounts above are preliminary purchase price allocations. The Company expects to finalize the

purchase price allocations during the first half of 2011 and it will not materially impact the preliminary amounts

shown above. Pro forma revenue and net income, had the acquisition of Holdings II occurred on January 1, 2009,

would have been $1.6 billion and $5.0 million, respectively, for the year ended December 31, 2009 and $2.4

billion and $33.6 million, respectively, for the year ended December 31, 2010. This information is based on

historical results of operations, and, in our opinion, is not necessarily indicative of the results that would have

been achieved had we operated the entity acquired since such dates.

5. GOODWILL

Changes in the carrying amount of goodwill attributable to each business segment during the years ended

December 31, 2010 and 2009 were as follows (in thousands):

Balance, December 31, 2008

$

$

Acquisition of Blendstar

Acquisition of Ord

Acquisition of Central City

Balance, December 31, 2009

Acquisition of Global Ethanol

Ethanol

Production

Marketing and

Distribution

-

-

1,604

2,341

3,945

8,582

10,598

10,598

-

-

-

-

Total

$

-

10,598

1,604

2,341

14,543

8,582

Balance, December 31, 2010

$

12,527

$

10,598

$23,125

6. FAIR VALUE DISCLOSURES

instruments:

The following methods and assumptions were used in estimating the fair value of the Company’s financial

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Company has

the ability to access at the measurement date. Level 1 assets and liabilities include cash and cash equivalents,

deposits on margin accounts and exchange-traded derivative contracts.

Level 2 – Inputs other than quoted prices included within Level 1—directly or indirectly observable inputs

such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets

Grain of Trenton LLC for consideration totaling approximately $25.7 million, consisting of cash and $3.3 million

in notes to the sellers. The five grain elevators and other assets acquired are owned by Green Plains Grain

Company TN LLC, a wholly-owned subsidiary of the Company, and are included in the Company’s agribusiness

segment. The operating results of Green Plains Grain in Tennessee have been included in the Company’s

consolidated financial statements since April 19, 2010 providing revenue and operating income of $141.6 million

and $2.4 million, respectively, for the year ended December 31, 2010.

Amounts of identifiable assets acquired and

liabilities assumed (in thousands)

Inventory

Other current assets

Property and equipment, net

Other noncurrent assets

Current liabilities

$ 6,545

1,679

19,968

21

(2,537)

Total identifiable net assets

25,676

Purchase price

$25,676

The amounts above reflect final purchase price allocations. The fair value of real property acquired was

determined with the assistance of an independent appraiser. Neither goodwill nor a gain from a bargain purchase

was recognized in conjunction with the acquisition, and no contingent assets or liabilities were assumed. The

Company has not presented revenue and earnings of the acquired companies or pro forma information (revenue

and earnings on a pro forma combined basis) for the year ended December 31, 2010 due to the size of the

acquisition.

Upon closing the acquisitions, Green Plains Grain Company LLC and Green Plains Grain Company TN,

collectively, Green Plains Grain, simultaneously entered into a second amended and restated secured credit

facility, amending the existing Green Plains Grain Company credit agreement. The security for the credit facility

includes a first lien on all real estate and working capital of Green Plains Grain. The second amended and

restated credit agreement and related documents include base revolving, seasonal, bulge seasonal and term credit

commitments totaling $127.0 million.

Acquisition of Global Ethanol, LLC

On October 22, 2010, the Company acquired Global Ethanol, LLC, or Global, pursuant to the merger of a

newly formed wholly-owned subsidiary of the Company with Global, with Global as the surviving entity. Global

owns two operating ethanol plants which have a combined annual production capacity of approximately

157 million gallons. The Company valued the merger transaction at approximately $174.2 million, including

approximately $147.6 million for the ethanol production facilities and the balance in working capital. The value

of the transaction includes the assumption of outstanding debt, which totaled approximately $97.7 million at that

time. Upon closing, Global was renamed Green Plains Holdings II LLC, or Holdings II. Upon closing of the

merger transaction, all outstanding units of Global were exchanged for aggregate consideration consisting of

4,386,027 shares of restricted Company common stock valued at $53.9 million, warrants to purchase 700,000

shares of restricted Company common stock, valued at $3.1 million and $19.5 million in cash. The warrants,

recorded as a component of additional paid-in capital, are not transferable, except in certain limited

circumstances, and are exercisable for a period of three years from the closing date at a price of $14.00. Upon

closing of the merger, Holdings II entered into an amendment to the existing credit agreement. In conjunction

with the closing of the merger, the Company contributed $10.0 million of cash equity to Holdings II, $6.0 million

of which was utilized to reduce outstanding debt. The operating results of Holdings II have been included in the

Company’s consolidated financial statements since October 22, 2010 providing revenue and operating income of
$81.6 million and $5.8 million, respectively, for the year ended December 31, 2010.

Amounts of identifiable assets acquired and
liabilities assumed (in thousands)

Inventory
Other current assets
Property and equipment, net

Current liabilities

$ 12,394
15,709
149,416

(11,896)

Total identifiable net assets

165,623

Goodwill

Purchase price

8,582

$174,205

The amounts above are preliminary purchase price allocations. The Company expects to finalize the
purchase price allocations during the first half of 2011 and it will not materially impact the preliminary amounts
shown above. Pro forma revenue and net income, had the acquisition of Holdings II occurred on January 1, 2009,
would have been $1.6 billion and $5.0 million, respectively, for the year ended December 31, 2009 and $2.4
billion and $33.6 million, respectively, for the year ended December 31, 2010. This information is based on
historical results of operations, and, in our opinion, is not necessarily indicative of the results that would have
been achieved had we operated the entity acquired since such dates.

5. GOODWILL

Changes in the carrying amount of goodwill attributable to each business segment during the years ended

December 31, 2010 and 2009 were as follows (in thousands):

Ethanol
Production

Marketing and
Distribution

Total

Balance, December 31, 2008

$

-

$

-

$

-

Acquisition of Blendstar
Acquisition of Ord
Acquisition of Central City

Balance, December 31, 2009
Acquisition of Global Ethanol

-
1,604
2,341

3,945
8,582

Balance, December 31, 2010

$

12,527

$

10,598
-
-

10,598
-

10,598

10,598
1,604
2,341

14,543
8,582

$23,125

6. FAIR VALUE DISCLOSURES

The following methods and assumptions were used in estimating the fair value of the Company’s financial

instruments:

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that the Company has

the ability to access at the measurement date. Level 1 assets and liabilities include cash and cash equivalents,
deposits on margin accounts and exchange-traded derivative contracts.

Level 2 – Inputs other than quoted prices included within Level 1—directly or indirectly observable inputs

such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets

F-15

F-16

in markets that are not active; and other inputs that are observable or can be substantially corroborated by
observable market data by correlation or other means. Level 2 assets and liabilities include commodity
inventories and contracts.

Level 3 – Unobservable inputs that are supported by little or no market activity and that are a significant

component of the fair value of the assets or liabilities. The Company currently does not have any Level 3
financial instruments.

The following tables set forth the Company’s assets and liabilities by level that were accounted for at fair

value as of December 31, 2010 and 2009 (in thousands):

Fair Value Measurements at
December 31, 2010

Quoted Prices in
Active Markets for
Identical Assets
(Level 1)

Significant Other
Observable Inputs
(Level 2)

Assets

Cash and cash equivalents
Restricted cash
Margin deposits
Inventories carried at market
Unrealized gains on derivatives

Total assets measured at fair value

Liabilities

Unrealized losses on derivatives

$

$

$

Total liabilities measured at fair value $

233,205
29,983
43,394
-
3,303

309,885

32,317

32,317

$

$

$

$

Fair Value Measurements at
December 31, 2009

Quoted Prices in
Active Markets for
Identical Assets
(Level 1)

Significant Other
Observable Inputs
(Level 2)

Assets

Cash and cash equivalents
Restricted cash
Margin deposits
Inventories carried at market
Unrealized gains on derivatives

Total assets measured at fair value

Liabilities

Unrealized losses on derivatives

$
$

$

$

Total liabilities measured at fair value $

89,779
12,554
1,588
-
1,012

104,933

1,758

1,758

$

$

$

$

Total

$233,205
29,983
43,394
96,916
33,966

-
-
-
96,916
30,663

127,579

$437,464

2,569

$ 34,886

2,569

$ 34,886

Total

$ 89,779
$ 12,554
1,588
25,123
1,790

-
-
-
25,123
778

25,901

$130,834

370

370

$

$

2,128

2,128

The Company believes the fair value of its debt approximates book value, which is $669.0 million and

$457.0 million at December 31, 2010 and 2009, respectively.

7. SEGMENT INFORMATION

Company management reviews financial and operating performance in the following three separate
operating segments: (1) production of ethanol and related distillers grains, collectively referred to as ethanol

F-17

production, (2) grain warehousing and marketing, as well as sales and related services of agronomy and

petroleum products, collectively referred to as agribusiness, and (3) production and sales of corn oil, along with

the marketing and distribution of Company-produced and third-party ethanol and distillers grains, collectively

referred to as marketing and distribution. Selling, general and administrative expenses, primarily consisting of

compensation of corporate employees, professional fees and overhead costs not directly related to a specific

operating segment, are reflected in the table below as corporate activities. When the Company’s management

evaluates segment performance, they review the information provided below, as well as segment earnings before

interest, income taxes, noncontrolling interest, depreciation and amortization.

During the normal course of business, our segments enter into transactions with one another. Examples of

these intersegment transactions include, but are not limited to, ethanol production segment selling ethanol to the

marketing and distribution segment and the agribusiness segment selling grain to the ethanol production segment.

These intersegment activities are recorded by each segment at prices approximating market and treated as if they

are third-party transactions. Consequently, these transactions impact segment performance. However, revenues

and corresponding costs are eliminated in consolidation, and do not impact consolidated results.

The following are certain financial data for our operating segments for the periods indicated (in thousands):

Year Ended

December 31,

2010

Year Ended

December 31,

2009

1,115,171

370,284

1,822,561

(1,175,048)

2,132,968

731,253

220,615

1,096,091

(743,785)

1,304,174

Nine-Month

Transition

Period Ended

December 31,

2008

$

$

$

$

$

$

$

131,538

68,785

76,521

(88,086)

188,758

5,058

8,555

(192)

(107)

13,314

(2,706)

5,310

(334)

(7,324)

(99)

(5,153)

(10,177)

4,248

(2,719)

87

512

$

$

$

$

$

$

$

49,155

21,210

11,975

89

82,429

40,435

7,654

2,761

(13,429)

85

37,506

14,296

4,378

1,679

(191)

83

66,051

$

20,245

$

(8,049)

Revenues:

Ethanol production

Agribusiness

Marketing and distribution

Intersegment eliminations

Gross profit:

Ethanol production

Agribusiness

Marketing and distribution

Intersegment eliminations

Operating income (loss):

Ethanol production

Agribusiness

Marketing and distribution

Corporate activities

Intersegment eliminations

Income (loss) before income

taxes

Ethanol production

Agribusiness

Marketing and distribution

Corporate activities

Intersegment eliminations

$

$

$

$

$

$

$

$

105,099

24,707

22,836

(1,070)

151,572

93,428

5,279

11,170

(17,712)

(1,060)

91,105

73,110

2,621

10,697

(18,710)

(1,667)

F-18

in markets that are not active; and other inputs that are observable or can be substantially corroborated by

observable market data by correlation or other means. Level 2 assets and liabilities include commodity

inventories and contracts.

financial instruments.

Level 3 – Unobservable inputs that are supported by little or no market activity and that are a significant

component of the fair value of the assets or liabilities. The Company currently does not have any Level 3

The following tables set forth the Company’s assets and liabilities by level that were accounted for at fair

value as of December 31, 2010 and 2009 (in thousands):

Assets

Cash and cash equivalents

233,205

$

Restricted cash

Margin deposits

Inventories carried at market

Unrealized gains on derivatives

Liabilities

Unrealized losses on derivatives

Total liabilities measured at fair value $

Total assets measured at fair value

127,579

$437,464

Fair Value Measurements at

December 31, 2010

Quoted Prices in

Active Markets for

Identical Assets

(Level 1)

Significant Other

Observable Inputs

(Level 2)

$

$

$

$

$

$

$

29,983

43,394

-

3,303

309,885

32,317

32,317

89,779

12,554

1,588

-

1,012

104,933

1,758

1,758

$

$

$

$

$

$

$

Fair Value Measurements at

December 31, 2009

Quoted Prices in

Active Markets for

Identical Assets

(Level 1)

Significant Other

Observable Inputs

(Level 2)

-

-

-

-

-

-

Total

$233,205

29,983

43,394

96,916

33,966

96,916

30,663

2,569

$ 34,886

2,569

$ 34,886

Total

$ 89,779

$ 12,554

1,588

25,123

1,790

25,123

778

370

370

$

$

2,128

2,128

Assets

Cash and cash equivalents

Restricted cash

Margin deposits

Inventories carried at market

Unrealized gains on derivatives

Liabilities

Unrealized losses on derivatives

Total liabilities measured at fair value $

Total assets measured at fair value

25,901

$130,834

The Company believes the fair value of its debt approximates book value, which is $669.0 million and

$457.0 million at December 31, 2010 and 2009, respectively.

7. SEGMENT INFORMATION

Company management reviews financial and operating performance in the following three separate

operating segments: (1) production of ethanol and related distillers grains, collectively referred to as ethanol

F-17

production, (2) grain warehousing and marketing, as well as sales and related services of agronomy and
petroleum products, collectively referred to as agribusiness, and (3) production and sales of corn oil, along with
the marketing and distribution of Company-produced and third-party ethanol and distillers grains, collectively
referred to as marketing and distribution. Selling, general and administrative expenses, primarily consisting of
compensation of corporate employees, professional fees and overhead costs not directly related to a specific
operating segment, are reflected in the table below as corporate activities. When the Company’s management
evaluates segment performance, they review the information provided below, as well as segment earnings before
interest, income taxes, noncontrolling interest, depreciation and amortization.

During the normal course of business, our segments enter into transactions with one another. Examples of
these intersegment transactions include, but are not limited to, ethanol production segment selling ethanol to the
marketing and distribution segment and the agribusiness segment selling grain to the ethanol production segment.
These intersegment activities are recorded by each segment at prices approximating market and treated as if they
are third-party transactions. Consequently, these transactions impact segment performance. However, revenues
and corresponding costs are eliminated in consolidation, and do not impact consolidated results.

The following are certain financial data for our operating segments for the periods indicated (in thousands):

Revenues:

Ethanol production
Agribusiness
Marketing and distribution
Intersegment eliminations

Gross profit:

Ethanol production
Agribusiness
Marketing and distribution
Intersegment eliminations

Operating income (loss):
Ethanol production
Agribusiness
Marketing and distribution
Corporate activities
Intersegment eliminations

Income (loss) before income

taxes
Ethanol production
Agribusiness
Marketing and distribution
Corporate activities
Intersegment eliminations

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008

731,253
220,615
1,096,091
(743,785)

1,304,174

49,155
21,210
11,975
89

82,429

40,435
7,654
2,761
(13,429)
85

37,506

14,296
4,378
1,679
(191)
83

20,245

$

$

$

$

$

$

$

$

131,538
68,785
76,521
(88,086)

188,758

5,058
8,555
(192)
(107)

13,314

(2,706)
5,310
(334)
(7,324)
(99)

(5,153)

(10,177)
4,248
(2,719)
87
512

(8,049)

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

1,115,171
370,284
1,822,561
(1,175,048)

2,132,968

105,099
24,707
22,836
(1,070)

151,572

93,428
5,279
11,170
(17,712)
(1,060)

91,105

73,110
2,621
10,697
(18,710)
(1,667)

66,051

$

F-18

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008

Depreciation and amortization:

Ethanol production
Agribusiness
Marketing and distribution
Corporate activities

Interest expense:

Ethanol production
Agribusiness
Marketing and distribution
Corporate activities
Intersegement eliminations

Capital expenditures

Ethanol production
Agribusiness
Marketing and distribution
Corporate activities

$

$

$

$

$

$

33,193
3,566
1,736
336

38,831

19,946
2,674
1,088
1,055
(95)

24,668

6,763
4,525
8,552
190

20,030

$

$

$

$

$

$

26,441
2,117
702
153

29,413

16,065
1,526
445
36
(23)

18,049

7,449
955
4,926
458

13,788

$

$

$

$

$

$

4,252
400
-
65

4,717

3,439
423
3
68
-

3,933

79,559
157
-
154

79,870

The following are total assets for our operating segments for the periods indicated (in thousands):

Total assets:

Ethanol production
Agribusiness
Marketing and distribution
Corporate assets
Intersegement eliminations

December 31,

2010

2009

$

882,136
239,595
176,352
142,666
(10,883)

$

708,657
86,339
68,096
15,607
(618)

$

1,429,866

$

878,081

The following table sets forth revenues by product line for the periods indicated (in thousands):

Revenues

Ethanol
Distillers grains
Grain
Agronomy products
Other

Year Ended
December 31,
2010

Year Ended
December 31,
2009

$

1,692,450
179,868
193,792
48,881
17,977

$

1,000,878
146,941
92,341
46,792
17,222

Total revenues

$

2,132,968

$

1,304,174

$

Nine-Month
Transition
Period Ended
December 31,
2008

$

108,960
28,316
32,766
14,966
3,750

188,758

8. INVENTORIES

Inventories are carried at the lower of cost or market, except grain held for sale, which is valued at market

value. The components of inventories are as follows (in thousands):

9. PROPERTY AND EQUIPMENT

The components of property and equipment are as follows (in thousands):

Finished goods

Grain held for sale

Raw materials

Work-in-process

Supplies and parts

Petroleum & agronomy items held for sale

Plant equipment

Plant, buildings and improvements

Land and improvements

Railroad track and equipment

Construction-in-progress

Computers and software

Office furniture and equipment

Leasehold improvements and other

Total property and equipment

Less: accumulated depreciation

December 31,

2010

2009

$

$

38,231

96,916

23,306

9,011

9,408

8,016

23,574

25,123

16,323

8,501

5,343

2,694

$

184,888

$

81,558

December 31,

2009

$

485,345

$

2010

621,826

106,550

51,971

26,525

7,918

4,038

1,098

3,558

823,484

(76,063)

77,951

34,546

25,712

4,901

2,586

897

3,027

634,965

(38,730)

Property and equipment, net

$

747,421

$

596,235

10. DERIVATIVE FINANCIAL INSTRUMENTS

At December 31, 2010, the Company’s consolidated balance sheet reflects a net unrealized loss of $0.4

million in accumulated other comprehensive income (loss). The Company expects all of the deferred losses at

December 31, 2010 will be reclassified into income over the next 12 months as a result of hedged transactions

that are forecasted to occur. The amount ultimately realized in income, however, will differ as commodity prices

change.

F-19

F-20

Year Ended

December 31,

2010

Year Ended

December 31,

2009

Nine-Month

Transition

Period Ended

December 31,

2008

Depreciation and amortization:

Ethanol production

Agribusiness

Marketing and distribution

Corporate activities

Interest expense:

Ethanol production

Agribusiness

Marketing and distribution

Corporate activities

Intersegement eliminations

Capital expenditures

Ethanol production

Agribusiness

Marketing and distribution

Corporate activities

$

$

$

$

$

$

33,193

3,566

1,736

336

38,831

19,946

2,674

1,088

1,055

(95)

24,668

6,763

4,525

8,552

190

20,030

$

$

$

$

$

$

26,441

2,117

702

153

29,413

16,065

1,526

445

36

(23)

18,049

7,449

955

4,926

458

13,788

$

$

$

$

$

$

4,252

400

-

65

4,717

3,439

423

3

68

-

3,933

79,559

157

-

154

79,870

The following are total assets for our operating segments for the periods indicated (in thousands):

Total assets:

Ethanol production

Agribusiness

Marketing and distribution

Corporate assets

Intersegement eliminations

December 31,

2010

2009

$

$

708,657

882,136

239,595

176,352

142,666

(10,883)

86,339

68,096

15,607

(618)

$

1,429,866

$

878,081

The following table sets forth revenues by product line for the periods indicated (in thousands):

Revenues

Ethanol

Distillers grains

Grain

Other

Agronomy products

Nine-Month

Transition

Period Ended

December 31,

2008

Year Ended

December 31,

2010

Year Ended

December 31,

2009

$

1,692,450

$

1,000,878

$

108,960

179,868

193,792

48,881

17,977

146,941

92,341

46,792

17,222

28,316

32,766

14,966

3,750

Total revenues

$

2,132,968

$

1,304,174

$

188,758

8. INVENTORIES

Inventories are carried at the lower of cost or market, except grain held for sale, which is valued at market

value. The components of inventories are as follows (in thousands):

Finished goods
Grain held for sale
Raw materials
Petroleum & agronomy items held for sale
Work-in-process
Supplies and parts

December 31,

2010

2009

$

38,231
96,916
23,306
9,011
9,408
8,016

$

23,574
25,123
16,323
8,501
5,343
2,694

$

184,888

$

81,558

9. PROPERTY AND EQUIPMENT

The components of property and equipment are as follows (in thousands):

Plant equipment
Plant, buildings and improvements
Land and improvements
Railroad track and equipment
Construction-in-progress
Computers and software
Office furniture and equipment
Leasehold improvements and other

Total property and equipment
Less: accumulated depreciation

December 31,

$

2010

621,826
106,550
51,971
26,525
7,918
4,038
1,098
3,558

823,484
(76,063)

$

2009

485,345
77,951
34,546
25,712
4,901
2,586
897
3,027

634,965
(38,730)

Property and equipment, net

$

747,421

$

596,235

10. DERIVATIVE FINANCIAL INSTRUMENTS

At December 31, 2010, the Company’s consolidated balance sheet reflects a net unrealized loss of $0.4

million in accumulated other comprehensive income (loss). The Company expects all of the deferred losses at
December 31, 2010 will be reclassified into income over the next 12 months as a result of hedged transactions
that are forecasted to occur. The amount ultimately realized in income, however, will differ as commodity prices
change.

F-19

F-20

Fair Values of Derivative Instruments

The following table provides information about the fair values of our derivative financial instruments and

the line items in the consolidated balance sheets in which the fair values are reflected.

Derivative Instruments

Consolidated Balance Sheet
Location

Derivative financial instruments (current

assets)

Financing costs and other
Derivative financial instruments (current

liabilities)
Other liabilities

Total

Asset Derivatives
Fair Value at
December 31,

Liability Derivatives
Fair Value at
December 31,

2010

2009

2010

2009

$ 33,557 (1) $
409

1,592
198

$

$

-
-

-
-

-
-

-
-

34,657
229

2,109
19

$ 33,966

$

1,790

$ 34,886

$

2,128

(1) Balance at December 31, 2010, includes $477 thousand of derivative financial instruments designated as cash flow hedging
instruments.

Effect of Derivative Instruments on Consolidated Statements of Operations and Consolidated Statements of
Stockholders’ Equity and Comprehensive Income

The following tables provide information about the gain or loss recognized in income and other

comprehensive income on our derivative financial instruments and the line items in the financial statements in
which such gains and losses are reflected.

Gains (Losses) on Derivative
Instruments Not Designated in a
Hedging Relationship

Consolidated Statements of
Operations Location

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine Month
Transition
Period Ended
December 31,
2008

Revenue
Cost of goods sold

Net increase (decrease) recognized

in earnings

$

$

2,480
(28,057)

(25,577)

$

$

(6,675)
15,602

8,927

$

$

(940)
14,145

13,205

Gains (Losses) Recognized in
Accumulated Other Comprehensive
Income on Derivatives
(Effective Portion)

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine Month
Transition
Period Ended
December 31,
2008

Commodity Contracts

$

(6,803)

$

175

$

(298)

Gains (Losses) Reclassified from

Accumulated Other Comprehensive

Income (Loss) into Net Income

Consolidated Statements of

Operations Location

Year Ended

December 31,

Year Ended

December 31,

2010

2009

2008

Nine Month

Transition

Period Ended

December 31,

Revenue

Cost of goods sold

Net decrease recognized in earnings

$

$

(11,135)

4,629

(6,506)

$

$

-

-

-

$

$

-

-

-

Ineffectiveness related to the Company’s cash flow hedges resulted in a decrease to earnings of $0.1 million

for the year ended December 31, 2010. There were no gains or losses due to the discontinuation of cash flow

hedge treatment during the year ended December 31, 2010.

The table below summarizes the volumes of open commodity derivative positions as of December 31, 2010

(in thousands):

Exchange Traded

Non-Exchange Traded

December 31, 2010

Derivative

Instruments

Net Long &

(Short) (1)

Long (2)

(Short) (2)

Commodity

(28,155)

11,115(3)

(12,907)

(51,072)(3)

1,933

(8,722)

123

Unit of

Measure

Bushels

Bushels

Gallons

Gallons

Bushels

Gallons

mmBTU

Bushels

Gallons

Tons

Corn, Soybeans and Wheat

Corn

Ethanol

Ethanol

Corn

Ethanol

22,212

2,310

35

(5,112)

(1,890)

(24)

Natural Gas

Corn, Soybeans and Wheat

Ethanol

Distillers Grains

(1) Exchange traded futures and options are presented on a net long and (short) position basis. Options are presented on a delta-adjusted

(2) Non-exchange traded forwards are presented on a gross long and (short) position basis.

(3) Futures used for cash flow hedges.

Energy trading contracts that do not involve physical delivery are presented net in revenues on the

consolidated statements of operations. For the year ended December 31, 2010, gross revenue and cost of goods

sold under such contracts were $30.3 million. For the year ended December 31, 2009, gross revenue and cost of

goods sold under such contracts were $122.0 million and $117.2 million, respectively. For the nine-month

transition period ended December 31, 2008, gross revenue and cost of goods sold under such contracts were

$25.0 million and $21.8 million, respectively.

Refer to Note 6. Fair Value Disclosures, which also contains fair value information related to derivative

financial instruments.

Futures

Futures

Futures

Futures

Options

Options

Options

Forwards

Forwards

Forwards

basis.

F-21

F-22

Fair Values of Derivative Instruments

The following table provides information about the fair values of our derivative financial instruments and

the line items in the consolidated balance sheets in which the fair values are reflected.

Derivative Instruments

Consolidated Balance Sheet

Location

Derivative financial instruments (current

assets)

Financing costs and other

Derivative financial instruments (current

liabilities)

Other liabilities

Total

instruments.

Asset Derivatives

Liability Derivatives

Fair Value at

December 31,

Fair Value at

December 31,

2010

2009

2010

2009

$ 33,557 (1) $

1,592

$

$

409

198

-

-

-

-

-

-

34,657

229

$ 33,966

$

1,790

$ 34,886

$

2,128

-

-

2,109

19

(1) Balance at December 31, 2010, includes $477 thousand of derivative financial instruments designated as cash flow hedging

Effect of Derivative Instruments on Consolidated Statements of Operations and Consolidated Statements of

Stockholders’ Equity and Comprehensive Income

The following tables provide information about the gain or loss recognized in income and other

comprehensive income on our derivative financial instruments and the line items in the financial statements in

which such gains and losses are reflected.

Gains (Losses) on Derivative

Instruments Not Designated in a

Hedging Relationship

Consolidated Statements of

Operations Location

Year Ended

December 31,

Year Ended

December 31,

2010

2009

2008

Nine Month

Transition

Period Ended

December 31,

Revenue

Cost of goods sold

Net increase (decrease) recognized

in earnings

$

$

2,480

(28,057)

(6,675)

15,602

(940)

14,145

(25,577)

8,927

13,205

$

$

$

$

Gains (Losses) Recognized in

Accumulated Other Comprehensive

Income on Derivatives

(Effective Portion)

Year Ended

December 31,

Year Ended

December 31,

2010

2009

2008

Nine Month

Transition

Period Ended

December 31,

Commodity Contracts

$

(6,803)

$

175

$

(298)

Gains (Losses) Reclassified from
Accumulated Other Comprehensive
Income (Loss) into Net Income

Consolidated Statements of
Operations Location

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine Month
Transition
Period Ended
December 31,
2008

Revenue
Cost of goods sold

Net decrease recognized in earnings

$

$

(11,135)
4,629

(6,506)

$

$

-
-

-

$

$

-
-

-

Ineffectiveness related to the Company’s cash flow hedges resulted in a decrease to earnings of $0.1 million

for the year ended December 31, 2010. There were no gains or losses due to the discontinuation of cash flow
hedge treatment during the year ended December 31, 2010.

The table below summarizes the volumes of open commodity derivative positions as of December 31, 2010

(in thousands):

Derivative
Instruments

Exchange Traded
Net Long &
(Short) (1)

Futures
Futures
Futures
Futures
Options
Options
Options
Forwards
Forwards
Forwards

(28,155)
11,115(3)
(12,907)
(51,072)(3)
1,933
(8,722)
123

December 31, 2010

Non-Exchange Traded

Long (2)

(Short) (2)

22,212
2,310
35

(5,112)
(1,890)
(24)

Unit of
Measure

Bushels
Bushels
Gallons
Gallons
Bushels
Gallons
mmBTU
Bushels
Gallons
Tons

Commodity

Corn, Soybeans and Wheat
Corn
Ethanol
Ethanol
Corn
Ethanol
Natural Gas
Corn, Soybeans and Wheat
Ethanol
Distillers Grains

(1) Exchange traded futures and options are presented on a net long and (short) position basis. Options are presented on a delta-adjusted
basis.
(2) Non-exchange traded forwards are presented on a gross long and (short) position basis.
(3) Futures used for cash flow hedges.

Energy trading contracts that do not involve physical delivery are presented net in revenues on the

consolidated statements of operations. For the year ended December 31, 2010, gross revenue and cost of goods
sold under such contracts were $30.3 million. For the year ended December 31, 2009, gross revenue and cost of
goods sold under such contracts were $122.0 million and $117.2 million, respectively. For the nine-month
transition period ended December 31, 2008, gross revenue and cost of goods sold under such contracts were
$25.0 million and $21.8 million, respectively.

Refer to Note 6. Fair Value Disclosures, which also contains fair value information related to derivative

financial instruments.

F-21

F-22

11. LONG-TERM DEBT

Scheduled long-term debt repayments, are as follows (in thousands):

The principal balances of the components of long-term debt are as follows (in thousands):

Year Ending December 31,

Green Plains Bluffton:

Term loan
Revolving term loan
Revenue bond

Green Plains Central City:

Term loan
Revolving term loan
Revolver
Equipment financing loan

Green Plains Holdings II:

Term loan
Revolving term loan
Revolver
Other

Green Plains Obion:

Term loan
Revolving term loan
Revolver
Note payable
Equipment financing loan
Economic development grant

Green Plains Ord:
Term loan
Revolving term loan
Revolver

Green Plains Shenandoah:

Term loan
Revolving term loan
Revolver
Economic development loan

Green Plains Superior:

Term loan
Revolving term loan
Equipment financing loan

Green Plains Grain:

Term loan
Revolving term loan
Equipment financing loans
Notes payable
Green Plains Trade:

Revolving term loan

Corporate:

Convertible Debt

Other

Total debt

Less: current portion

Long-term debt

December 31,

2010

2009

$ 56,000
20,000
20,615

$ 63,000
20,000
22,000

52,200
30,500
6,239
230

34,136
42,214
15,000
387

40,930
36,200
-
124
591
1,514

23,800
13,000
2,500

13,368
17,000
-

45

26,250
10,000
219

19,000
68,004
915
3,288

55,000
30,500
6,873
288

-
-
-
-

52,800
36,200
2,600
160
729
1,603

25,000
13,000
2,672

19,600
17,000
1,581
105

31,750
10,000
278

7,425
17,931
1,262
-

21,179

14,455

90,000
3,520

668,968
(141,068)

-
3,151

456,963
(68,390)

$ 527,900

$388,573

F-23

F-24

2011

2012

2013

2014

2015

Thereafter

Total

Amount

$ 141,068

54,565

122,627

42,121

150,708

157,879

$ 668,968

Loan Terminology

Related to loan covenant discussions below, the following definitions generally apply to the Company’s

loans (all calculated in accordance with GAAP consistently applied):

• Working capital – current assets less current liabilities.

Net worth – total assets less total liabilities plus subordinated debt.

Tangible owner’s equity – net worth divided by total assets.

end).

•

•

•

•

•

•

Debt service coverage ratio – (1) net income (after taxes), plus depreciation and amortization, divided

by (2) all current portions of regularly scheduled long-term debt for the prior period (previous year

EBITDAR – net income plus interest expense, rent and lease expense, and noncash expenses (including

depreciation and amortization expense, deferred income tax expense and unrealized gains and losses on

futures contracts), less interest income and certain capital expenditures.

Fixed charge coverage ratio – adjusted EBITDAR divided by fixed charges, which are the sum of

interest expense, current maturities under the term loan, rent expense and lease expenses.

Senior leverage ratio – debt, excluding amounts under the Green Plains Grain revolving credit line,

divided by EBITDAR.

Ethanol Production Segment

Each of the Company’s ethanol production segment subsidiaries has credit facilities with lender groups that

provide for term and revolving term loans to finance construction and operation of the production facilities. The

Green Plains Bluffton loan is comprised of a $70.0 million amortizing term loan and a $20.0 million revolving

term facility (individually and collectively, the “Green Plains Bluffton Loan Agreement”). The Green Plains

Central City loan is comprised of a $55.0 million amortizing term loan and a $30.5 million revolving term

facility as well as a statused revolving credit supplement (revolver) of up to $11.0 million (individually and

collectively, the “Green Plains Central City Loan Agreement”). The Green Plains Holdings II loan is comprised

of a $34.1 million amortizing term loan, a $42.6 million revolving term loan and a $15.0 million revolving line of

credit loan (individually and collectively, the “Green Plains Holdings II Loan Agreement”) The Green Plains

Obion loan is comprised of a $60.0 million amortizing term loan and a revolving term loan of $37.4 million

(individually and collectively, the “Green Plains Obion Loan Agreement”). The Green Plains Ord loan is

comprised of a $25.0 million amortizing term loan and a $13.0 million revolving term facility as well as a

statused revolving credit supplement (revolver) of up to $5.0 million (individually and collectively, the “Green

Plains Ord Loan Agreement”). The Green Plains Shenandoah loan is comprised of a $30.0 million amortizing

term loan and a $17.0 million revolving term facility (individually and collectively, the “Green Plains

Shenandoah Loan Agreement”). The Green Plains Superior loan is comprised of a $40.0 million amortizing term

loan and a $10.0 million revolving term facility (individually and collectively, the “Green Plains Superior Loan

Agreement”).

11. LONG-TERM DEBT

Scheduled long-term debt repayments, are as follows (in thousands):

The principal balances of the components of long-term debt are as follows (in thousands):

Year Ending December 31,

2011
2012
2013
2014
2015
Thereafter

Total

Amount

$ 141,068
54,565
122,627
42,121
150,708
157,879

$ 668,968

Loan Terminology

Related to loan covenant discussions below, the following definitions generally apply to the Company’s

loans (all calculated in accordance with GAAP consistently applied):

• Working capital – current assets less current liabilities.
•
•
•

Net worth – total assets less total liabilities plus subordinated debt.
Tangible owner’s equity – net worth divided by total assets.
Debt service coverage ratio – (1) net income (after taxes), plus depreciation and amortization, divided
by (2) all current portions of regularly scheduled long-term debt for the prior period (previous year
end).
EBITDAR – net income plus interest expense, rent and lease expense, and noncash expenses (including
depreciation and amortization expense, deferred income tax expense and unrealized gains and losses on
futures contracts), less interest income and certain capital expenditures.
Fixed charge coverage ratio – adjusted EBITDAR divided by fixed charges, which are the sum of
interest expense, current maturities under the term loan, rent expense and lease expenses.
Senior leverage ratio – debt, excluding amounts under the Green Plains Grain revolving credit line,
divided by EBITDAR.

•

•

•

Ethanol Production Segment

Each of the Company’s ethanol production segment subsidiaries has credit facilities with lender groups that
provide for term and revolving term loans to finance construction and operation of the production facilities. The
Green Plains Bluffton loan is comprised of a $70.0 million amortizing term loan and a $20.0 million revolving
term facility (individually and collectively, the “Green Plains Bluffton Loan Agreement”). The Green Plains
Central City loan is comprised of a $55.0 million amortizing term loan and a $30.5 million revolving term
facility as well as a statused revolving credit supplement (revolver) of up to $11.0 million (individually and
collectively, the “Green Plains Central City Loan Agreement”). The Green Plains Holdings II loan is comprised
of a $34.1 million amortizing term loan, a $42.6 million revolving term loan and a $15.0 million revolving line of
credit loan (individually and collectively, the “Green Plains Holdings II Loan Agreement”) The Green Plains
Obion loan is comprised of a $60.0 million amortizing term loan and a revolving term loan of $37.4 million
(individually and collectively, the “Green Plains Obion Loan Agreement”). The Green Plains Ord loan is
comprised of a $25.0 million amortizing term loan and a $13.0 million revolving term facility as well as a
statused revolving credit supplement (revolver) of up to $5.0 million (individually and collectively, the “Green
Plains Ord Loan Agreement”). The Green Plains Shenandoah loan is comprised of a $30.0 million amortizing
term loan and a $17.0 million revolving term facility (individually and collectively, the “Green Plains
Shenandoah Loan Agreement”). The Green Plains Superior loan is comprised of a $40.0 million amortizing term
loan and a $10.0 million revolving term facility (individually and collectively, the “Green Plains Superior Loan
Agreement”).

F-23

F-24

Green Plains Bluffton:

Term loan

Revolving term loan

Revenue bond

Green Plains Central City:

Term loan

Revolving term loan

Revolver

Equipment financing loan

Green Plains Holdings II:

Term loan

Revolving term loan

Revolver

Other

Green Plains Obion:

Term loan

Revolving term loan

Revolver

Note payable

Equipment financing loan

Economic development grant

Green Plains Ord:

Term loan

Revolving term loan

Revolver

Green Plains Shenandoah:

Term loan

Revolving term loan

Revolver

Economic development loan

Green Plains Superior:

Term loan

Revolving term loan

Equipment financing loan

Green Plains Grain:

Term loan

Revolving term loan

Equipment financing loans

Notes payable

Green Plains Trade:

Revolving term loan

Convertible Debt

Corporate:

Other

Total debt

Less: current portion

Long-term debt

December 31,

2010

2009

$ 56,000

$ 63,000

20,000

20,615

52,200

30,500

6,239

230

34,136

42,214

15,000

387

40,930

36,200

-

124

591

1,514

23,800

13,000

2,500

13,368

17,000

-

45

26,250

10,000

219

19,000

68,004

915

3,288

20,000

22,000

55,000

30,500

6,873

288

52,800

36,200

2,600

160

729

1,603

25,000

13,000

2,672

19,600

17,000

1,581

105

31,750

10,000

278

7,425

17,931

1,262

-

-

-

-

-

-

21,179

14,455

90,000

3,520

668,968

(141,068)

3,151

456,963

(68,390)

$ 527,900

$388,573

Loan Repayment Terms

• Term Loans – The term loans were available for advances until construction for each of the plants was

completed.

O

Scheduled principal payments are as follows:

▪
▪
▪
▪
▪

Green Plains Bluffton
Green Plains Obion
Green Plains Shenandoah
Green Plains Superior
Green Plains Holdings II

$0.583 million per month
$2.4 million per quarter
$1.2 million per quarter
$1.375 million per quarter
$1.5 million per quarter

O

Scheduled monthly principal payments for Green Plains Central City of $0.6 million and
Green Plains Ord of $0.3 million do not begin until June 2011.

O

Final maturity dates (at the latest) are as follows:

▪
▪
▪
▪
▪
▪
▪

Green Plains Bluffton
Green Plains Central City
Green Plains Obion
Green Plains Ord
Green Plains Shenandoah May 20, 2014
July 20, 2015
Green Plains Superior
January 1, 2015
Green Plains Holdings II

November 19, 2013
July 1, 2016
May 20, 2015
July 1, 2016

O

Each term loan has a provision that requires the respective subsidiary to make annual special
payments equal to a percentage ranging from 50% to 75% of the available free cash flow
from the related entity’s operations (as defined in the respective loan agreements), subject to
certain limitations and provided that if such payment would result in a covenant default under
the respective loan agreements, the amount of the payment shall be reduced to an amount
which would not result in a covenant default.

O

As of December 31, 2010, free cash flow payments are discontinued when the aggregate of
such future payments meets the following amounts:

▪
▪
▪
▪

Green Plains Bluffton
Green Plains Obion
Green Plains Shenandoah
Green Plains Superior

$16.0 million
$15.7 million
$4.6 million
$10.0 million

O

Free cash flow payments currently are not to exceed the following amounts in any given
year:

▪
▪
▪
▪
▪

Green Plains Bluffton
Green Plains Central City
Green Plains Obion
Green Plains Ord
Green Plains Shenandoah

$4.0 million
$2.8 million
$8.0 million
$1.2 million
$2.5 million

F-25

•

Revolving Term Loans – The revolving term loans are generally available for advances throughout the

life of the commitment. Allowable advances under the Green Plains Shenandoah Loan Agreement are

reduced by $2.4 million each six-month period commencing on the first day of the month beginning

approximately six months after repayment of the term loan, but in no event later than November 1,

2014. Allowable advances under the Green Plains Superior Loan Agreement are reduced by $2.5

million each six-month period commencing on the first day of the month beginning approximately six

months after repayment of the term loan, but in no event later than January 1, 2016. Interest-only

payments are due each month on all revolving term loans until the final maturity date for the Green

Plains Bluffton, Green Plains Shenandoah, and Green Plains Superior Loan Agreements. The Green

Plains Obion Loan Agreement requires additional semi-annual payments of $4.675 million beginning

November 1, 2015. Beginning January 1, 2010, the Green Plains Central City and Green Plains Ord

Loan Agreements require interest-only payments due each month on the revolving term loans until the

final maturity date. The Green Plains Holdings II Loan Agreement requires semi-annual payments of

$2.7 million.

O

Final maturity dates (at the latest) are as follows:

▪

▪

▪

▪

▪

▪

▪

Green Plains Bluffton

November 19, 2013

Green Plains Central City

Green Plains Obion

Green Plains Ord

July 1, 2016

May 1, 2019

July 1, 2016

Green Plains Shenandoah

November 1, 2017

Green Plains Superior

Green Plains Holdings II

July 1, 2017

April 1, 2016

•

Revolvers – The revolvers at Green Plains Central City and Green Plains Ord support the working

capital needs of the respective facilities and mature on July 1, 2011. The revolvers are subject to

borrowing base requirements of 60% of eligible inventory and receivables.

Pricing and Fees

•

•

•

•

Security

The term loans bear interest at LIBOR plus 3.00% to 4.50% or lender-established prime rates. Some

have established a 2% floor on the underlying LIBOR index. The Central City and Ord term loans bear

interest at a fixed rate of 5.5% until July 2011. A portion of the Green Plains Holdings II term loan is

fixed at 8.22%

The revolving term loans bear interest at LIBOR plus 1.5% to 4.50% or lender-established prime

rates. Some have established a 2% floor on the underlying LIBOR index.

The revolver loans for Green Plains Ord and Green Plains Central City bear interest at the greater of

LIBOR or 2.0%, plus 4.0%. The revolver loan for Green Plains Holdings II bears interest at LIBOR,

plus 4.50% or at lender-established prime rates.

Unused commitment fees, when charged, are 0.25% to 0.75%.

As security for the loans, the lenders received a first-position lien on all personal property and real estate

owned by the respective entity borrowing the funds, including an assignment of all contracts and rights pertinent

to construction and on-going operations of the plant. These borrowing entities are also required to maintain

certain financial and non-financial covenants during the terms of the loans. In addition, the debt facilities within

Green Plains Central City and Green Plains Ord loans are cross-collateralized.

F-26

Loan Repayment Terms

completed.

• Term Loans – The term loans were available for advances until construction for each of the plants was

O

Scheduled principal payments are as follows:

Green Plains Bluffton

Green Plains Obion

$0.583 million per month

$2.4 million per quarter

Green Plains Shenandoah

$1.2 million per quarter

Green Plains Superior

$1.375 million per quarter

Green Plains Holdings II

$1.5 million per quarter

O

Scheduled monthly principal payments for Green Plains Central City of $0.6 million and

Green Plains Ord of $0.3 million do not begin until June 2011.

O

Final maturity dates (at the latest) are as follows:

Green Plains Bluffton

November 19, 2013

Green Plains Central City

July 1, 2016

Green Plains Obion

Green Plains Ord

May 20, 2015

July 1, 2016

Green Plains Shenandoah May 20, 2014

Green Plains Superior

July 20, 2015

Green Plains Holdings II

January 1, 2015

O

Each term loan has a provision that requires the respective subsidiary to make annual special

payments equal to a percentage ranging from 50% to 75% of the available free cash flow

from the related entity’s operations (as defined in the respective loan agreements), subject to

certain limitations and provided that if such payment would result in a covenant default under

the respective loan agreements, the amount of the payment shall be reduced to an amount

which would not result in a covenant default.

O

As of December 31, 2010, free cash flow payments are discontinued when the aggregate of

such future payments meets the following amounts:

O

Free cash flow payments currently are not to exceed the following amounts in any given

year:

Green Plains Bluffton

Green Plains Obion

$16.0 million

$15.7 million

Green Plains Shenandoah

$4.6 million

Green Plains Superior

$10.0 million

Green Plains Bluffton

Green Plains Central City

Green Plains Obion

Green Plains Ord

Green Plains Shenandoah

$4.0 million

$2.8 million

$8.0 million

$1.2 million

$2.5 million

F-25

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

▪

•

Revolving Term Loans – The revolving term loans are generally available for advances throughout the
life of the commitment. Allowable advances under the Green Plains Shenandoah Loan Agreement are
reduced by $2.4 million each six-month period commencing on the first day of the month beginning
approximately six months after repayment of the term loan, but in no event later than November 1,
2014. Allowable advances under the Green Plains Superior Loan Agreement are reduced by $2.5
million each six-month period commencing on the first day of the month beginning approximately six
months after repayment of the term loan, but in no event later than January 1, 2016. Interest-only
payments are due each month on all revolving term loans until the final maturity date for the Green
Plains Bluffton, Green Plains Shenandoah, and Green Plains Superior Loan Agreements. The Green
Plains Obion Loan Agreement requires additional semi-annual payments of $4.675 million beginning
November 1, 2015. Beginning January 1, 2010, the Green Plains Central City and Green Plains Ord
Loan Agreements require interest-only payments due each month on the revolving term loans until the
final maturity date. The Green Plains Holdings II Loan Agreement requires semi-annual payments of
$2.7 million.

O

Final maturity dates (at the latest) are as follows:

▪
▪
▪
▪
▪
▪
▪

Green Plains Bluffton
Green Plains Central City
Green Plains Obion
Green Plains Ord
Green Plains Shenandoah
Green Plains Superior
Green Plains Holdings II

November 19, 2013
July 1, 2016
May 1, 2019
July 1, 2016
November 1, 2017
July 1, 2017
April 1, 2016

•

Revolvers – The revolvers at Green Plains Central City and Green Plains Ord support the working
capital needs of the respective facilities and mature on July 1, 2011. The revolvers are subject to
borrowing base requirements of 60% of eligible inventory and receivables.

Pricing and Fees

•

•

•

•

The term loans bear interest at LIBOR plus 3.00% to 4.50% or lender-established prime rates. Some
have established a 2% floor on the underlying LIBOR index. The Central City and Ord term loans bear
interest at a fixed rate of 5.5% until July 2011. A portion of the Green Plains Holdings II term loan is
fixed at 8.22%
The revolving term loans bear interest at LIBOR plus 1.5% to 4.50% or lender-established prime
rates. Some have established a 2% floor on the underlying LIBOR index.
The revolver loans for Green Plains Ord and Green Plains Central City bear interest at the greater of
LIBOR or 2.0%, plus 4.0%. The revolver loan for Green Plains Holdings II bears interest at LIBOR,
plus 4.50% or at lender-established prime rates.
Unused commitment fees, when charged, are 0.25% to 0.75%.

Security

As security for the loans, the lenders received a first-position lien on all personal property and real estate
owned by the respective entity borrowing the funds, including an assignment of all contracts and rights pertinent
to construction and on-going operations of the plant. These borrowing entities are also required to maintain
certain financial and non-financial covenants during the terms of the loans. In addition, the debt facilities within
Green Plains Central City and Green Plains Ord loans are cross-collateralized.

F-26

Representations, Warranties and Covenants

•

Annual capital expenditures will be limited as follows:

The loan agreements contain representations, warranties, conditions precedent, affirmative covenants

(including financial covenants) and negative covenants including:

• Maintenance of working capital, including unused portion of revolver, as follows:

O

O

O

O

O

O

Green Plains Bluffton
Green Plains Central City
and Green Plains Ord
Green Plains Obion
Green Plains Shenandoah
Green Plains Superior

Green Plains Holdings II

$12.0 million
$10.0 million, combined, excluding current maturities of
long-term debt.
$9.0 million
$6.0 million
$(3.5) million (increasing periodically until reaching $3.0
million by December 1, 2012) 1, 2012) working capital plus
unused portion of revolver.
($5.0) million (increasing periodically until reaching $7.5
million by March 31, 2013

• Maintenance of net worth as follows:

O

O

O

O

O

Green Plains Bluffton
Green Plains Obion
Green Plains Shenandoah
Green Plains Superior

Green Plains Holdings II

$82.5 million
$77.0 million
$54.0 million
$20.0 million (increasing periodically until reaching $23.0
million by December 1, 2011)
$70.0 million

• Maintenance of tangible owner’s equity as follows:

O

Green Plains Bluffton

at least 50%

• Maintenance of certain annual coverage ratios as follows:

Bluffton Revenue Bond

Fixed charge coverage ratios:

O

O

O

O

Green Plains Bluffton
Green Plains Central City
and Green Plains Ord
Green Plains Obion
Green Plains Holdings II

1.25 to 1.0
1.0 to 1.0 at December 31, 2010, combined, (increasing to
1.15 to 1.0 on December 31, 2011)
1.25 to 1.0
1.0 to 1.0 at June 30, 2011 (increasing to 1.25 to 1.0 on
December 31, 2011)

Debt service coverage ratios:

O

O

Green Plains Shenandoah
Green Plains Superior

1.50 to 1.0
1.25 to 1.0

F-27

O

O

O

O

O

O

O

O

O

O

O

O

Green Plains Bluffton

$1.0 million of unfunded growth capital expenditures

Green Plains Central City

$1.0 million of unfunded growth capital expenditures

Green Plains Obion

Green Plains Ord

Green Plains Shenandoah

Green Plains Superior

$1.0 million

$1.0 million

$0.5 million

$0.6 million

Green Plains Holdings II

$1.0 million (increasing to $2.0 million on January 1, 2011)

• Allowable dividends or other annual distributions from each respective subsidiary, subject to certain

additional restrictions including compliance with all loan covenants, terms and conditions, are as

follows:

Green Plains Bluffton

Up to 35% of net profit before tax, and up to an additional

15% of net profit before tax, after free cash flow payment is

made

Green Plains Central City

Beginning with fiscal year ending December 31, 2010, up to

and Green Plains Ord

35% of net income before tax may be distributed for

payment of the subsidiary’s allocated share of income taxes,

and after December 31, 2010, unlimited after free cash flow

payment is made, provided maintenance of 60% tangible

owner equity

Green Plains Obion

After December 31, 2010, up to 40% of net profit before tax,

and unlimited after free cash flow payment is made

Green Plains Shenandoah

Up to 40% of net profit before tax and unlimited after free

Green Plains Superior

Up to 40% of net profit before tax and unlimited after free

cash flow payment is made

cash flow payment is made

All of the Company’s ethanol production subsidiaries were in compliance with their debt covenants or

obtained applicable waivers relating to the period ended December 31, 2010.

•

Green Plains Bluffton also received $22.0 million in Subordinate Solid Waste Disposal Facility

Revenue Bond funds from the City of Bluffton, Indiana. The revenue bond requires: (1) semi-annual

principal and interest payments of approximately $1.5 million during the period commencing on

March 1, 2010 through March 1, 2019, and (2) a final principal and interest payment of $3.745 million

on September 1, 2019.

The revenue bond bears interest at 7.50% per annum.

•

•

At December 31, 2010, Green Plains Bluffton had $2.6 million of cash that was restricted as to use for

payment towards the current maturity and interest of the revenue bond.

Agribusiness Segment

The Green Plains Grain loan was modified in April, June and November 2010 and February 2011 to be

comprised of a $20.0 million amortizing term loan, a $45.0 million revolving term loan, a $20.0 million seasonal

revolver and a $42.0 million bulge seasonal revolver (individually and collectively, the “Green Plains Grain Loan

Agreement”). Loan proceeds are used primarily for working capital purposes.

F-28

Representations, Warranties and Covenants

•

Annual capital expenditures will be limited as follows:

The loan agreements contain representations, warranties, conditions precedent, affirmative covenants

(including financial covenants) and negative covenants including:

• Maintenance of working capital, including unused portion of revolver, as follows:

Green Plains Central City

$10.0 million, combined, excluding current maturities of

Green Plains Bluffton

$12.0 million

and Green Plains Ord

long-term debt.

Green Plains Obion

Green Plains Shenandoah

$9.0 million

$6.0 million

Green Plains Superior

$(3.5) million (increasing periodically until reaching $3.0

million by December 1, 2012) 1, 2012) working capital plus

Green Plains Holdings II

($5.0) million (increasing periodically until reaching $7.5

unused portion of revolver.

million by March 31, 2013

Green Plains Superior

$20.0 million (increasing periodically until reaching $23.0

Green Plains Holdings II

$70.0 million

million by December 1, 2011)

• Maintenance of net worth as follows:

Green Plains Bluffton

Green Plains Obion

Green Plains Shenandoah

$82.5 million

$77.0 million

$54.0 million

• Maintenance of tangible owner’s equity as follows:

O

Green Plains Bluffton

at least 50%

Fixed charge coverage ratios:

Green Plains Bluffton

1.25 to 1.0

Green Plains Central City

1.0 to 1.0 at December 31, 2010, combined, (increasing to

and Green Plains Ord

1.15 to 1.0 on December 31, 2011)

Green Plains Obion

1.25 to 1.0

Green Plains Holdings II

1.0 to 1.0 at June 30, 2011 (increasing to 1.25 to 1.0 on

December 31, 2011)

Debt service coverage ratios:

Green Plains Shenandoah

Green Plains Superior

1.50 to 1.0

1.25 to 1.0

F-27

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

O

Green Plains Bluffton
Green Plains Central City
Green Plains Obion
Green Plains Ord
Green Plains Shenandoah
Green Plains Superior
Green Plains Holdings II

$1.0 million of unfunded growth capital expenditures
$1.0 million of unfunded growth capital expenditures
$1.0 million
$1.0 million
$0.5 million
$0.6 million
$1.0 million (increasing to $2.0 million on January 1, 2011)

• Allowable dividends or other annual distributions from each respective subsidiary, subject to certain
additional restrictions including compliance with all loan covenants, terms and conditions, are as
follows:

O

O

O

O

O

Green Plains Bluffton

Green Plains Central City
and Green Plains Ord

Green Plains Obion

Green Plains Shenandoah

Green Plains Superior

Up to 35% of net profit before tax, and up to an additional
15% of net profit before tax, after free cash flow payment is
made
Beginning with fiscal year ending December 31, 2010, up to
35% of net income before tax may be distributed for
payment of the subsidiary’s allocated share of income taxes,
and after December 31, 2010, unlimited after free cash flow
payment is made, provided maintenance of 60% tangible
owner equity
After December 31, 2010, up to 40% of net profit before tax,
and unlimited after free cash flow payment is made
Up to 40% of net profit before tax and unlimited after free
cash flow payment is made
Up to 40% of net profit before tax and unlimited after free
cash flow payment is made

All of the Company’s ethanol production subsidiaries were in compliance with their debt covenants or

obtained applicable waivers relating to the period ended December 31, 2010.

• Maintenance of certain annual coverage ratios as follows:

Bluffton Revenue Bond

•

•
•

Green Plains Bluffton also received $22.0 million in Subordinate Solid Waste Disposal Facility
Revenue Bond funds from the City of Bluffton, Indiana. The revenue bond requires: (1) semi-annual
principal and interest payments of approximately $1.5 million during the period commencing on
March 1, 2010 through March 1, 2019, and (2) a final principal and interest payment of $3.745 million
on September 1, 2019.
The revenue bond bears interest at 7.50% per annum.
At December 31, 2010, Green Plains Bluffton had $2.6 million of cash that was restricted as to use for
payment towards the current maturity and interest of the revenue bond.

Agribusiness Segment

The Green Plains Grain loan was modified in April, June and November 2010 and February 2011 to be
comprised of a $20.0 million amortizing term loan, a $45.0 million revolving term loan, a $20.0 million seasonal
revolver and a $42.0 million bulge seasonal revolver (individually and collectively, the “Green Plains Grain Loan
Agreement”). Loan proceeds are used primarily for working capital purposes.

F-28

Key Loan Information

The loan agreement contains certain financial covenants and restrictions, including the following:

•
•
•

•

•

•

•

The term loan expires on August 1, 2013.
The revolving term loan and the seasonal revolver expire on August 1, 2011.
The bulge seasonal revolver is reduced from a $42 million facility to a $35 million facility on April 1,
2011 and expires June 1, 2011.
Payments of $0.5 million under the term loan are due on the first business day of each calendar quarter,
with any remaining amount payable at the expiration of the loan term.
The loans bear interest at three-month LIBOR plus 4.25% on the term loan, LIBOR plus 3.5% on the
revolving term loan, and one-month LIBOR plus 3.75% on the seasonal revolver, all subject to an
interest rate floor of 4.5%.
As security for the loans, the lender received a first-position lien on real estate, equipment, inventory
and accounts receivable owned by Green Plains Grain.
Commitment fees are 0.375% on the unused portion.

The loan agreements contain certain financial covenants and restrictions, including the following:

• Maintenance of working capital of at least $21.4 million through March 31, 2011, $20.0 million from

April 1, 2011 through May 31, 2011 and at least $13.0 million from June 1, 2011 through August 1,
2011.

• Maintenance of tangible net worth of at least $27.0 million.
• Maintenance of a fixed charge ratio of 1.25x or more and a senior leverage ratio that does not exceed

•

2.50x.
Unfunded capital expenditures for Green Plains Grain are restricted to $2.0 million per year. However,
any unused portion from any fiscal year may be added to the limit for the next succeeding year.

• Maintenance of year-to-date EBITDAR of at least negative $0.6 million as of March 31, 2011 and $1.2

million as of May 31, 2011.

As of December 31, 2010, Green Plains Grain was in compliance with all debt covenants or obtained the

necessary waivers.

Equipment Financing Loans

Green Plains Grain has two separate equipment financing agreements with AXIS Capital Inc. initially

totaling $1.75 million (individually and collectively, the “Equipment Financing Loans”). The Equipment
Financing Loans provide financing for designated vehicles, implements and machinery. Pursuant to the terms of
the agreements, Green Plains Grain is required to make 48 monthly principal and interest payments of $43,341,
which commenced in April 2008. See Note 17 – Related Party Transactions for further discussion.

Marketing and Distribution Segment

The Green Plains Trade loan is comprised of a senior secured revolving credit facility. Under the credit
agreement, the lender will loan up to $30.0 million, subject to a borrowing base up to 85% of eligible receivables
and a current availability block of $5.0 million. At December 31, 2010 Green Plains Trade had $25.1 million
cash that was restricted as to use for payment towards the credit agreement. Such cash is presented in restricted
cash on the consolidated balance sheet.

On January 21, 2011, Green Plains Trade entered into an amendment of its revolving term loan, which

increases the principal amount of the credit facility from $30.0 million to $70.0 million.

Key Loan Information

• The amended revolving credit facility expires on March 31, 2014.
•

Interest is either: (1) Base Rate (lender’s commercial floating rate plus 2.5%); or, (2) LIBOR plus
3.5%.

• Maintenance of a fixed charge ratio not less than 1.15 to 1.0.

• Capital expenditures for Green Plains Trade are restricted to $0.5 million per year.

As of December 31, 2010, Green Plains Trade was in compliance with all debt covenants in the loan

agreements.

Corporate Activities

interest.

Capitalized Interest

Restricted Net Assets

In November 2010, the Company issued $90 million of 5.75% Convertible Senior Notes due 2015. The

notes represent senior, unsecured obligations of the Company, with interest payable on May 1 and November 1

of each year. The notes may be converted into shares of the Company’s common stock and cash in lieu of

fractional shares of the common stock based on a conversion rate initially equal to 69.7788 shares of the common

stock per $1,000 principal amount of Notes, which is equal to an initial conversion price of $14.33 per share. The

conversion rate is subject to adjustment upon the occurrence of specified events. The Company may redeem for

cash all but not less than all, of the Notes at any time on and after November 1, 2013, if the last reported sale

price of the Company’s common stock equals or exceeds 140% of the applicable conversion price for a specified

time period, at a redemption price equal to 100% of the principal amount of the Notes, plus accrued and unpaid

The Company had no capitalized interest for years ended December 31, 2010 and 2009.

At December 31, 2010, there were approximately $478.0 million of net assets at the Company’s subsidiaries

that were not available to be transferred to the parent company in the form of dividends, loans, or advances due

to restrictions contained in the credit facilities of these subsidiaries.

12. STOCK-BASED COMPENSATION

The Company records noncash compensation expense related to equity awards to employees and directors

payment for employee services by an equity award in our financial statements over the requisite service period.

The Company measures share-based compensation grants at fair value on the grant date, adjusted for estimated

forfeitures.

The Company has 2007 and 2009 Equity Incentive Plans which reserve a combined total of 2.0 million

shares of common stock for issuance pursuant to the plans. The plans provide for the granting of shares of stock,

including options to purchase shares of common stock, stock appreciation rights tied to the value of common

stock, non-vested stock and non-vested stock unit awards to eligible employees, non-employee directors and

consultants. Additionally, outstanding stock options were assumed as part of the merger.

Grants under the 2007 and 2009 Equity Incentive Plans may include:

•

Options – Stock options may be granted that are currently exercisable, that become exercisable in

installments, or that are not exercisable until a fixed future date. Certain options that have been issued

are exercisable during their term regardless of termination of employment while other options have

been issued that terminate at a designated time following the date employment is terminated. Options

issued to date may be exercised immediately and/or at future vesting dates, and must be exercised no

later than five to eight years after the grant date or they will expire.

F-29

F-30

Key Loan Information

The loan agreement contains certain financial covenants and restrictions, including the following:

•

•

•

•

•

•

•

The term loan expires on August 1, 2013.

The revolving term loan and the seasonal revolver expire on August 1, 2011.

The bulge seasonal revolver is reduced from a $42 million facility to a $35 million facility on April 1,

2011 and expires June 1, 2011.

Payments of $0.5 million under the term loan are due on the first business day of each calendar quarter,

with any remaining amount payable at the expiration of the loan term.

The loans bear interest at three-month LIBOR plus 4.25% on the term loan, LIBOR plus 3.5% on the

revolving term loan, and one-month LIBOR plus 3.75% on the seasonal revolver, all subject to an

interest rate floor of 4.5%.

As security for the loans, the lender received a first-position lien on real estate, equipment, inventory

and accounts receivable owned by Green Plains Grain.

Commitment fees are 0.375% on the unused portion.

The loan agreements contain certain financial covenants and restrictions, including the following:

• Maintenance of working capital of at least $21.4 million through March 31, 2011, $20.0 million from

April 1, 2011 through May 31, 2011 and at least $13.0 million from June 1, 2011 through August 1,

2011.

2.50x.

• Maintenance of tangible net worth of at least $27.0 million.

• Maintenance of a fixed charge ratio of 1.25x or more and a senior leverage ratio that does not exceed

•

Unfunded capital expenditures for Green Plains Grain are restricted to $2.0 million per year. However,

any unused portion from any fiscal year may be added to the limit for the next succeeding year.

• Maintenance of year-to-date EBITDAR of at least negative $0.6 million as of March 31, 2011 and $1.2

million as of May 31, 2011.

As of December 31, 2010, Green Plains Grain was in compliance with all debt covenants or obtained the

necessary waivers.

Equipment Financing Loans

Green Plains Grain has two separate equipment financing agreements with AXIS Capital Inc. initially

totaling $1.75 million (individually and collectively, the “Equipment Financing Loans”). The Equipment

Financing Loans provide financing for designated vehicles, implements and machinery. Pursuant to the terms of

the agreements, Green Plains Grain is required to make 48 monthly principal and interest payments of $43,341,

which commenced in April 2008. See Note 17 – Related Party Transactions for further discussion.

Marketing and Distribution Segment

The Green Plains Trade loan is comprised of a senior secured revolving credit facility. Under the credit

agreement, the lender will loan up to $30.0 million, subject to a borrowing base up to 85% of eligible receivables

and a current availability block of $5.0 million. At December 31, 2010 Green Plains Trade had $25.1 million

cash that was restricted as to use for payment towards the credit agreement. Such cash is presented in restricted

cash on the consolidated balance sheet.

On January 21, 2011, Green Plains Trade entered into an amendment of its revolving term loan, which

increases the principal amount of the credit facility from $30.0 million to $70.0 million.

Key Loan Information

3.5%.

• The amended revolving credit facility expires on March 31, 2014.

•

Interest is either: (1) Base Rate (lender’s commercial floating rate plus 2.5%); or, (2) LIBOR plus

• Maintenance of a fixed charge ratio not less than 1.15 to 1.0.
• Capital expenditures for Green Plains Trade are restricted to $0.5 million per year.

As of December 31, 2010, Green Plains Trade was in compliance with all debt covenants in the loan

agreements.

Corporate Activities

In November 2010, the Company issued $90 million of 5.75% Convertible Senior Notes due 2015. The
notes represent senior, unsecured obligations of the Company, with interest payable on May 1 and November 1
of each year. The notes may be converted into shares of the Company’s common stock and cash in lieu of
fractional shares of the common stock based on a conversion rate initially equal to 69.7788 shares of the common
stock per $1,000 principal amount of Notes, which is equal to an initial conversion price of $14.33 per share. The
conversion rate is subject to adjustment upon the occurrence of specified events. The Company may redeem for
cash all but not less than all, of the Notes at any time on and after November 1, 2013, if the last reported sale
price of the Company’s common stock equals or exceeds 140% of the applicable conversion price for a specified
time period, at a redemption price equal to 100% of the principal amount of the Notes, plus accrued and unpaid
interest.

Capitalized Interest

The Company had no capitalized interest for years ended December 31, 2010 and 2009.

Restricted Net Assets

At December 31, 2010, there were approximately $478.0 million of net assets at the Company’s subsidiaries

that were not available to be transferred to the parent company in the form of dividends, loans, or advances due
to restrictions contained in the credit facilities of these subsidiaries.

12. STOCK-BASED COMPENSATION

The Company records noncash compensation expense related to equity awards to employees and directors
payment for employee services by an equity award in our financial statements over the requisite service period.
The Company measures share-based compensation grants at fair value on the grant date, adjusted for estimated
forfeitures.

The Company has 2007 and 2009 Equity Incentive Plans which reserve a combined total of 2.0 million
shares of common stock for issuance pursuant to the plans. The plans provide for the granting of shares of stock,
including options to purchase shares of common stock, stock appreciation rights tied to the value of common
stock, non-vested stock and non-vested stock unit awards to eligible employees, non-employee directors and
consultants. Additionally, outstanding stock options were assumed as part of the merger.

Grants under the 2007 and 2009 Equity Incentive Plans may include:

•

Options – Stock options may be granted that are currently exercisable, that become exercisable in
installments, or that are not exercisable until a fixed future date. Certain options that have been issued
are exercisable during their term regardless of termination of employment while other options have
been issued that terminate at a designated time following the date employment is terminated. Options
issued to date may be exercised immediately and/or at future vesting dates, and must be exercised no
later than five to eight years after the grant date or they will expire.

F-29

F-30

•

•

Stock Awards – Stock awards may be granted to directors and key employees with ownership of the
common stock vesting immediately or over a period determined by the Compensation Committee and
stated in the award. Stock awards granted to date vested in some cases immediately and at other times
over a period determined by the Compensation Committee and were restricted as to sales for a
specified period. Compensation expense was recognized upon the grant award date if fully vested, or
over the requisite vesting period.

Deferred Stock Units – Deferred stock units (“DSU”) may be granted to directors and key employees
with ownership of the common stock vesting immediately or over a period determined by the
Compensation Committee and stated in the award. As determined by the Compensation Committee,
deferred stock units granted to date vest over a specific period with underlying shares of common stock
issuable in a period beyond the vesting date. Compensation expense was recognized upon the grant
award date if fully vested, or over the requisite vesting period.

For stock options granted during the periods indicated below, the fair value of options granted was estimated
on the date of grant using the Black-Scholes option-pricing model, a pricing model acceptable under GAAP, with
the following weighted-average assumptions:

Expected life
Interest rate
Volatility
Dividend yield

Year Ended
December 31,
2010

Year Ended
December 31,
2009

6.0
2.32%
63.13%
-

6.2
2.85%
67.80%
-

The expected life of options granted represents the period of time in years that options granted are expected
to be outstanding. The Company uses a simplified method to estimate the expected life of options due to lack of
historical experience. The interest rate represents the annual interest rate a risk-free investment could potentially
earn during the expected life of the option grant. In the past, expected volatility was based on historical volatility
of our common stock. Expected volatility is based on weighted-average historical volatility of our common stock
and a peer group.

All of the Company’s existing share-based compensation awards have been determined to be equity awards.

The Company recognizes compensation costs for stock option awards which vest with the passage of time with
only service conditions on a straight-line basis over the requisite service period.

A summary of stock option activity for the years ended December 31, 2010 and 2009 are as follows:

Outstanding at December 31, 2008

1,311,528

$

Weighted-

Average

Exercise

Price

Weighted-

Average

Remaining

Contractual

Term (in years)

Aggregate

Intrinsic Value

(in thousands)

Granted

Exercised

Forfeited

Expired

Cancelled

Granted

Exercised

Forfeited

Expired

Shares

177,500

(263,260)

(45,833)

(4,000)

(9,336)

61,000

(23,392)

(14,750)

(18,957)

12.59

11.11

0.67

8.41

17.50

5.99

15.24

14.25

7.69

10.99

13.19

15.42

16.86

Outstanding at December 31, 2009

1,166,599

$

5.7

$

-

Outstanding at December 31, 2010

1,170,500

Exercisable at December 31, 2010

935,500

$

$

5.1

4.5

$

$

2,348,877

1,747,430

All fully-vested stock options as of December 31, 2010 are exercisable and are included in the above table.

The weighted average grant-date fair values of options were $14.25 and $7.23 for the year ended December 31,

2010 and 2009 respectively. No other stock options were exercised before 2009. The Company’s option awards

allow employees to exercise options through cash payment to us for the shares of common stock or through a

simultaneous broker-assisted cashless exercise of a share option, through which the employee authorizes the

exercise of an option and the immediate sale of the option shares in the open market. The Company uses newly-

issued shares of common stock to satisfy our share-based payment obligations.

The following table summarizes non-vested stock activity and DSU activity for the year ended

December 31, 2010:

Weighted-

Average

Number of

Non-vested

Shares and

DSU’s

327,256

260,118

(4,374)

(215,891)

Weighted-

Average

Grant-

Date Fair

Value

$

3.04

16.18

11.43

6.65

Weighted-

Average

Remaining

Vesting Term

(in years)

Nonvested at December 31, 2009

Granted

Forfeited

Vested

Nonvested at December 31, 2010

367,109

$

10.13

1.9

Compensation costs expensed for share-based payment plans described above were approximately $2.9

million and $1.6 million for the year ended December 31, 2010 and 2009 respectively. At December 31, 2010,

there was $3.6 million of unrecognized compensation costs from share-based compensation arrangements, which

is related to non-vested shares. This compensation is expected to be recognized over a weighted-average period

of approximately 1.9 years. The potential tax benefit realizable for the anticipated tax deductions of the exercise

of share-based payment arrangements generally would approximate 40% of these expense amounts.

F-31

F-32

•

Stock Awards – Stock awards may be granted to directors and key employees with ownership of the

A summary of stock option activity for the years ended December 31, 2010 and 2009 are as follows:

common stock vesting immediately or over a period determined by the Compensation Committee and

stated in the award. Stock awards granted to date vested in some cases immediately and at other times

over a period determined by the Compensation Committee and were restricted as to sales for a

specified period. Compensation expense was recognized upon the grant award date if fully vested, or

over the requisite vesting period.

•

Deferred Stock Units – Deferred stock units (“DSU”) may be granted to directors and key employees

with ownership of the common stock vesting immediately or over a period determined by the

Compensation Committee and stated in the award. As determined by the Compensation Committee,

deferred stock units granted to date vest over a specific period with underlying shares of common stock

issuable in a period beyond the vesting date. Compensation expense was recognized upon the grant

award date if fully vested, or over the requisite vesting period.

For stock options granted during the periods indicated below, the fair value of options granted was estimated

on the date of grant using the Black-Scholes option-pricing model, a pricing model acceptable under GAAP, with

the following weighted-average assumptions:

Expected life

Interest rate

Volatility

Dividend yield

Year Ended

December 31,

Year Ended

December 31,

2010

6.0

2.32%

63.13%

-

2009

6.2

2.85%

67.80%

-

The expected life of options granted represents the period of time in years that options granted are expected

to be outstanding. The Company uses a simplified method to estimate the expected life of options due to lack of

historical experience. The interest rate represents the annual interest rate a risk-free investment could potentially

earn during the expected life of the option grant. In the past, expected volatility was based on historical volatility

of our common stock. Expected volatility is based on weighted-average historical volatility of our common stock

and a peer group.

All of the Company’s existing share-based compensation awards have been determined to be equity awards.

The Company recognizes compensation costs for stock option awards which vest with the passage of time with

only service conditions on a straight-line basis over the requisite service period.

Outstanding at December 31, 2008

Granted
Exercised
Forfeited
Expired
Cancelled

Shares

1,311,528
177,500
(263,260)
(45,833)
(4,000)
(9,336)

$

Outstanding at December 31, 2009

1,166,599

$

Granted
Exercised
Forfeited
Expired

61,000
(23,392)
(14,750)
(18,957)

Outstanding at December 31, 2010

1,170,500

Exercisable at December 31, 2010

935,500

$

$

Weighted-
Average
Exercise
Price

Weighted-
Average
Remaining
Contractual
Term (in years)

Aggregate
Intrinsic Value
(in thousands)

12.59
11.11
0.67
8.41
17.50
5.99

15.24

14.25
7.69
10.99
13.19

15.42

16.86

5.7

$

-

5.1

4.5

$

$

2,348,877

1,747,430

All fully-vested stock options as of December 31, 2010 are exercisable and are included in the above table.
The weighted average grant-date fair values of options were $14.25 and $7.23 for the year ended December 31,
2010 and 2009 respectively. No other stock options were exercised before 2009. The Company’s option awards
allow employees to exercise options through cash payment to us for the shares of common stock or through a
simultaneous broker-assisted cashless exercise of a share option, through which the employee authorizes the
exercise of an option and the immediate sale of the option shares in the open market. The Company uses newly-
issued shares of common stock to satisfy our share-based payment obligations.

The following table summarizes non-vested stock activity and DSU activity for the year ended

December 31, 2010:

Weighted-
Average
Number of
Non-vested
Shares and
DSU’s

327,256
260,118
(4,374)
(215,891)

Weighted-
Average
Grant-
Date Fair
Value

$

3.04
16.18
11.43
6.65

Weighted-
Average
Remaining
Vesting Term
(in years)

Nonvested at December 31, 2009

Granted
Forfeited
Vested

Nonvested at December 31, 2010

367,109

$

10.13

1.9

Compensation costs expensed for share-based payment plans described above were approximately $2.9

million and $1.6 million for the year ended December 31, 2010 and 2009 respectively. At December 31, 2010,
there was $3.6 million of unrecognized compensation costs from share-based compensation arrangements, which
is related to non-vested shares. This compensation is expected to be recognized over a weighted-average period
of approximately 1.9 years. The potential tax benefit realizable for the anticipated tax deductions of the exercise
of share-based payment arrangements generally would approximate 40% of these expense amounts.

F-31

F-32

Year Ended

December 31,

2010

Year Ended

December 31,

2009

Nine-Month

Transition

Period Ended

December 31,

2008

Current

Deferred

Total

$

$

1,369

16,520

17,889

$

$

438

(347)

91

$

$

-

-

-

Deferred income tax provisions for the year ended December 31, 2009 and the nine-month transition period

ended December 31, 2008 have been determined to be zero as the Company had net operating losses for tax

purposes and had determined that any benefit from related net deferred tax assets may not be realized. For 2010,

due to profitability, the valuation allowances have been released except for those related to specific federal and

state tax credits.

Differences between the income tax expense (benefit) computed at the statutory federal income tax rate and

per the consolidated statements of operations are summarized as follows (in thousands):

State income tax benefit, net of federal expense

Increase (decrease) in valuation allowance against

Tax credits

deferred tax assets

Other

Income tax expense

Year Ended

December 31,

2010

Year Ended

December 31,

2009

23,118

(1,883)

-

(3,749)

403

7,063

(2,411)

(439)

(3,004)

(1,118)

$

17,889

$

91

$

Nine-Month

Transition

Period Ended

December 31,

2008

(2,837)

(544)

-

3,297

84

-

The Company’s state income tax benefit for the years ended December 31, 2010 and 2009 includes state

income tax expense on income which was more than offset by certain state tax benefits and credits that will

expire in years 2014 through 2023.

13. EARNINGS PER SHARE

Income tax expense consists of the following (in thousands):

Basic earnings per common shares (“EPS”) is calculated by dividing net income available to common
stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS is
computed by dividing net income on an as-if-converted basis available to common stockholders by the weighted
average number of common shares outstanding during the period, adjusted for the dilutive effect of any
outstanding dilutive securities. The calculation of diluted earnings per share gives effect to common stock
equivalents. The reconciliations of net income to net income on an as-if-converted basis and basic and diluted
earnings per share are as follows (in thousands):

Net income (loss) attributable to Green Plains
Weighted average shares outstanding - basic

Year Ended
December 31,
2010

$

48,012
31,032

Income (loss) attributable to Green Plains stockholders - basic $

1.55

Net income attributable to Green Plains
Interest on convertible debt
Amortization of debt issuance costs related to convertible debt
Tax effect of interest on convertible debt

$

48,012
863
97
(260)

Net income (loss) attributable to Green Plains on an as-if-converted

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008

$

$

$

$

$

$

19,790
24,895

0.79

19,790
-
-
-

(6,897)
12,366

(0.56)

(6,897)
-
-
-

basis

$

48,712

$

19,790

$

(6,897)

Tax expense (benefit) at federal statutory rate of 35%

$

$

$

Weighted average shares outstanding - basic
Effect of dilutive convertible debt
Effect of dilutive stock options

Total potential shares outstanding

31,032
1,015
300

32,347

24,895
-
174

25,069

12,366
-
-

12,366

Income (loss) attributable to Green Plains stockholders - diluted

$

1.51

$

0.79

$

(0.56)

Excluded from the computations of diluted EPS for the years ended December 31, 2010 and 2009 and the

nine-month transition period ended December 31, 2008, were stock options, stock awards and DSUs totaling
0.7 million, 1.0 million and 0.7 million shares, respectively, because the exercise prices or the grant-date fair
value, as applicable, of the corresponding awards were greater than the average market price of the Company’s
common stock during the respective periods.

14. INCOME TAXES

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are
recognized for the future tax consequences attributable to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax bases, and for net operating loss and tax credit
carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to be recovered or settled. The
effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date.

F-33

F-34

Basic earnings per common shares (“EPS”) is calculated by dividing net income available to common

stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS is

computed by dividing net income on an as-if-converted basis available to common stockholders by the weighted

average number of common shares outstanding during the period, adjusted for the dilutive effect of any

outstanding dilutive securities. The calculation of diluted earnings per share gives effect to common stock

equivalents. The reconciliations of net income to net income on an as-if-converted basis and basic and diluted

earnings per share are as follows (in thousands):

Net income (loss) attributable to Green Plains

Weighted average shares outstanding - basic

Income (loss) attributable to Green Plains stockholders - basic $

1.55

Net income attributable to Green Plains

Interest on convertible debt

Amortization of debt issuance costs related to convertible debt

Tax effect of interest on convertible debt

Net income (loss) attributable to Green Plains on an as-if-converted

Weighted average shares outstanding - basic

Effect of dilutive convertible debt

Effect of dilutive stock options

Total potential shares outstanding

$

48,012

19,790

(6,897)

Year Ended

December 31,

2010

$

48,012

31,032

863

97

(260)

31,032

1,015

300

32,347

Year Ended

December 31,

2009

Nine-Month

Transition

Period Ended

December 31,

2008

$

$

$

$

$

$

19,790

24,895

0.79

-

-

-

24,895

-

174

25,069

(6,897)

12,366

(0.56)

-

-

-

-

-

12,366

12,366

basis

$

48,712

$

19,790

$

(6,897)

Income (loss) attributable to Green Plains stockholders - diluted

$

1.51

$

0.79

$

(0.56)

Excluded from the computations of diluted EPS for the years ended December 31, 2010 and 2009 and the

nine-month transition period ended December 31, 2008, were stock options, stock awards and DSUs totaling

0.7 million, 1.0 million and 0.7 million shares, respectively, because the exercise prices or the grant-date fair

value, as applicable, of the corresponding awards were greater than the average market price of the Company’s

common stock during the respective periods.

14. INCOME TAXES

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are

recognized for the future tax consequences attributable to differences between the financial statement carrying

amounts of existing assets and liabilities and their respective tax bases, and for net operating loss and tax credit

carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to

taxable income in the years in which those temporary differences are expected to be recovered or settled. The

effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that

includes the enactment date.

13. EARNINGS PER SHARE

Income tax expense consists of the following (in thousands):

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008

Current
Deferred

Total

$

$

1,369
16,520

17,889

$

$

438
(347)

91

$

$

-
-

-

Deferred income tax provisions for the year ended December 31, 2009 and the nine-month transition period

ended December 31, 2008 have been determined to be zero as the Company had net operating losses for tax
purposes and had determined that any benefit from related net deferred tax assets may not be realized. For 2010,
due to profitability, the valuation allowances have been released except for those related to specific federal and
state tax credits.

Differences between the income tax expense (benefit) computed at the statutory federal income tax rate and

per the consolidated statements of operations are summarized as follows (in thousands):

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008

Tax expense (benefit) at federal statutory rate of 35%
State income tax benefit, net of federal expense
Tax credits
Increase (decrease) in valuation allowance against

$

deferred tax assets

Other

Income tax expense

$

23,118
(1,883)
-

(3,749)
403

$

7,063
(2,411)
(439)

(3,004)
(1,118)

$

17,889

$

91

$

(2,837)
(544)
-

3,297
84

-

The Company’s state income tax benefit for the years ended December 31, 2010 and 2009 includes state

income tax expense on income which was more than offset by certain state tax benefits and credits that will
expire in years 2014 through 2023.

F-33

F-34

Significant components of deferred tax assets and liabilities are as follows (in thousands):

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in

thousands):

Deferred tax assets:

Net operating loss carryforwards - Federal
Net operating loss carryforwards - State
Tax credit carryforwards - Federal
Tax credit carryforwards - State
Derivatives
Organizational and start-up costs
Stock options
Inventory valuation
Accrued Expenses
Deferred Revenue
Other

Total deferred tax assets

Deferred tax liabilities:

Fixed assets
Investment in partnerships

Total deferred tax liabilities

Valuation allowance

Deferred income taxes

December 31,

2010

2009

$ 12,915
1,736
1,340
7,312
5,749
4,606
2,528
3,258
3,526
616
144

43,730

$ 12,308
3,129
1,616
3,222
4,730
5,379
2,207
4,415
6,026
653
336

44,021

$(54,356)
-

$(31,603)
(2,679)

(54,356)

(34,282)

(5,990)

(9,739)

$(16,616)

$

-

The deferred tax valuation allowance of $6.0 million includes federal and state valuation allowances of $0.7

million and $5.3 million, respectively. The state valuation allowance of $5.3 million is related to certain Iowa
and Tennessee tax credits that have a life between 5 and 15 years.

As of December 31, 2010, the Company had federal and state net operating loss carryforwards of $38.3

million and $28.9 million, respectively. As of December 31, 2009, the Company had federal and state net
operating loss carryforwards of $37.7 million and $38.7 million, respectively. In determining these net operating
loss carryforwards we considered future taxable income and possible limitations on net operating losses. These
losses will expire in years 2024 through 2029.

The Company continues to maintain a valuation allowance against some of its net deferred tax assets at
December 31, 2010, due to the uncertainty of realizing these assets in the future. In assessing the realizability of
deferred tax assets, management considers whether it is more likely than not that some or all of the deferred tax
assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future
taxable income during the periods in which those temporary differences become deductible. Management
considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning
strategies in making this assessment.

The Company conducts business and files tax returns in several states within the U.S. The Company’s

federal returns for the tax years ended November 30, 2006 and later are still subject to audit. The Company’s
state returns for the tax years ended November 30, 2007 and later are also still subject to audit.

Unrecognized Tax Benefits

Balance at January 1, 2010

Gross increases from tax positions in prior periods

Balance at December 31, 2010

$ 107

954

$1,061

The Company believes that it is reasonably possible that $954 thousand of its unrecognized tax benefits,

related to the timing of a particular deduction, could be settled with the relevant tax authority in the next 12

months. The unrecognized tax benefits include an amount of $107 thousand which, if recognized, would

favorably impact the Company’s effective tax rate.

We accrue interest and penalties associated with uncertain tax positions as part of selling, general and

administrative expense.

Operating Leases

15. COMMITMENTS AND CONTINGENCIES

We lease certain facilities and parcels of land under agreements that expire at various dates. For accounting

purposes, rent expense is based on a straight-line amortization of the total payments required over the lease term.

The Company incurred lease expenses of $11.3 million and $9.4 million during the years ended December 31,

2010 and 2009 respectively. Aggregate minimum lease payments under these agreements for future fiscal years

are as follows (in thousands):

Year Ending December 31,

2011

2012

2013

2014

2015

Thereafter

Total

Amount

$ 16,033

12,280

9,782

4,172

2,693

4,516

$49,476

Commodities

As of December 31, 2010, we had contracted for future grain deliveries valued at $478.6 million, natural gas

deliveries valued at approximately $14.8 million, ethanol product deliveries valued at approximately $5.8 million

and distillers grains product deliveries valued at approximately $7.4 million.

16. EMPLOYEE BENEFIT PLANS

The Company offers eligible employees a comprehensive employee benefits plan that includes health,

dental, vision, life and accidental death, short-term disability, long-term disability, and flexible spending

accounts. Additionally, the Company offers a 401(k) retirement plan that enables eligible employees to save on a

tax-deferred basis up to the limits allowable under the Internal Revenue Code. The Company matches up to 4%

of eligible employee contributions. Employee and employer contributions are 100% vested immediately.

Employer contributions to the 401(k) plan were $ 0.6 and $0.5 million for the years ended December 31, 2010

and 2009 respectively.

F-35

F-36

Significant components of deferred tax assets and liabilities are as follows (in thousands):

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in

thousands):

Deferred tax assets:

Net operating loss carryforwards - Federal

Net operating loss carryforwards - State

Tax credit carryforwards - Federal

Tax credit carryforwards - State

Derivatives

Organizational and start-up costs

Stock options

Inventory valuation

Accrued Expenses

Deferred Revenue

Other

Deferred tax liabilities:

Fixed assets

Investment in partnerships

Valuation allowance

Deferred income taxes

Total deferred tax liabilities

December 31,

2010

2009

$ 12,915

$ 12,308

1,736

1,340

7,312

5,749

4,606

2,528

3,258

3,526

616

144

3,129

1,616

3,222

4,730

5,379

2,207

4,415

6,026

653

336

$(54,356)

-

$(31,603)

(2,679)

(54,356)

(34,282)

(5,990)

(9,739)

$(16,616)

$

-

Total deferred tax assets

43,730

44,021

The deferred tax valuation allowance of $6.0 million includes federal and state valuation allowances of $0.7

million and $5.3 million, respectively. The state valuation allowance of $5.3 million is related to certain Iowa

and Tennessee tax credits that have a life between 5 and 15 years.

As of December 31, 2010, the Company had federal and state net operating loss carryforwards of $38.3

million and $28.9 million, respectively. As of December 31, 2009, the Company had federal and state net

operating loss carryforwards of $37.7 million and $38.7 million, respectively. In determining these net operating

loss carryforwards we considered future taxable income and possible limitations on net operating losses. These

losses will expire in years 2024 through 2029.

The Company continues to maintain a valuation allowance against some of its net deferred tax assets at

December 31, 2010, due to the uncertainty of realizing these assets in the future. In assessing the realizability of

deferred tax assets, management considers whether it is more likely than not that some or all of the deferred tax

assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future

taxable income during the periods in which those temporary differences become deductible. Management

considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning

strategies in making this assessment.

The Company conducts business and files tax returns in several states within the U.S. The Company’s

federal returns for the tax years ended November 30, 2006 and later are still subject to audit. The Company’s

state returns for the tax years ended November 30, 2007 and later are also still subject to audit.

Unrecognized Tax Benefits

Balance at January 1, 2010
Gross increases from tax positions in prior periods

Balance at December 31, 2010

$ 107
954

$1,061

The Company believes that it is reasonably possible that $954 thousand of its unrecognized tax benefits,

related to the timing of a particular deduction, could be settled with the relevant tax authority in the next 12
months. The unrecognized tax benefits include an amount of $107 thousand which, if recognized, would
favorably impact the Company’s effective tax rate.

We accrue interest and penalties associated with uncertain tax positions as part of selling, general and

administrative expense.

15. COMMITMENTS AND CONTINGENCIES

Operating Leases

We lease certain facilities and parcels of land under agreements that expire at various dates. For accounting
purposes, rent expense is based on a straight-line amortization of the total payments required over the lease term.
The Company incurred lease expenses of $11.3 million and $9.4 million during the years ended December 31,
2010 and 2009 respectively. Aggregate minimum lease payments under these agreements for future fiscal years
are as follows (in thousands):

Year Ending December 31,

2011
2012
2013
2014
2015
Thereafter

Total

Amount

$ 16,033
12,280
9,782
4,172
2,693
4,516

$49,476

Commodities

As of December 31, 2010, we had contracted for future grain deliveries valued at $478.6 million, natural gas
deliveries valued at approximately $14.8 million, ethanol product deliveries valued at approximately $5.8 million
and distillers grains product deliveries valued at approximately $7.4 million.

16. EMPLOYEE BENEFIT PLANS

The Company offers eligible employees a comprehensive employee benefits plan that includes health,

dental, vision, life and accidental death, short-term disability, long-term disability, and flexible spending
accounts. Additionally, the Company offers a 401(k) retirement plan that enables eligible employees to save on a
tax-deferred basis up to the limits allowable under the Internal Revenue Code. The Company matches up to 4%
of eligible employee contributions. Employee and employer contributions are 100% vested immediately.
Employer contributions to the 401(k) plan were $ 0.6 and $0.5 million for the years ended December 31, 2010
and 2009 respectively.

F-35

F-36

Green Plains Grain contributes to a defined benefit pension plan. Although benefits under the plan were

frozen as of January 1, 2009, Green Plains Grain remains obligated to ensure that the plan is funded in
accordance with applicable requirements. As of December 31, 2010, the assets of the plan are $6.1 million and
liabilities of the plan are $6.3 million. Excess plan liabilities over plan assets of $0.2 million and $0.3 million are
included in other liabilities on our consolidated balance sheets at December 31, 2010 and 2009, respectively.
Minimum funding standards generally require a plan’s underfunding to be made up over a seven-year period. The
amount of underfunding could increase or decrease, based on investment returns of the plan’s assets or changes
in the assumed discount rate used to value benefit obligations.

17. RELATED PARTY TRANSACTIONS

Sales and Financing Contracts

Three subsidiaries have executed separate financing agreements for equipment with AXIS Capital Inc.
Gordon F. Glade, President and Chief Executive Officer of AXIS Capital is a member of our Board of Directors.
A total of $1.1 million and $1.6 million is included in debt at December 31, 2010 and 2009, respectively, under
these financing arrangements. Payments, including principal and interest, totaled $0.7 million, $0.6 million and
$0.4 million for the years ended December 31, 2010 and 2009 and the nine month transition period ended
December 31, 2008, respectively. The highest amount outstanding during the fiscal year ended December 31,
2010 was $1.6 million and the weighted average interest rate for all financing agreements is 7.8%.

The Company has entered into fixed-price ethanol purchase and sale agreements with Center Oil Company.
Gary R. Parker, President and Chief Executive Officer of Center Oil, is a member of our Board of Directors. The
purchases and sales agreements are executed to hedge prices on a portion of our expected ethanol production.
During the year ended December 31, 2010, cash receipts from Center Oil totaled $81.5 million and payments to
Center Oil totaled $6.3 million on these contracts. During the year ended December 31, 2009, cash receipts and
payments totaled $112.0 million and $15.5 million, respectively, on these contracts. During the nine months
ended December 31, 2008, cash receipts and payments totaled $18.8 million and $0.4 million, respectively, on
these contracts. The Company had $6.0 million and $2.3 million included in accounts receivable at December 31,
2010 and 2009, respectively, and no outstanding payables in current liabilities under these purchase and sale
agreements for either year.

Aircraft Lease

The Company entered into an agreement on November 10, 2009 with Hoovestol, Inc. for the lease of an
aircraft. Wayne B. Hoovestol, President of Hoovestol Inc., is Chairman of our Board of Directors. The Company
originally agreed to pay $3,333 a month for two years for use of an aircraft. The agreement was amended
effective April 1, 2010 to increase the base usage amount and the monthly payment to $6,667. Also per the
amended agreement, any flight time in excess of 100 hours per year will incur additional hourly-based charges.
For the years ended December 31, 2010 and 2009, payments related to this lease totaled $66,667 and $5,635
respectively, and at December 31, 2010 and 2009, the Company did not have any outstanding payables related to
this lease.

18. SUBSEQUENT EVENTS

On January 21, 2011, Green Plains Trade entered into an amendment and restatement of its senior secured

revolving credit facility to increase the principal amount available from $30 million to $70 million.

In February 2011, the Company’s bid to acquire an ethanol plant in Minnesota with approximately 55 mmgy

of total ethanol production capacity was accepted by the bankruptcy court overseeing the auction process. Green
Plains will finance the $55 million asset purchase with cash and financing from a group of nine lenders, led by
AgStar Financial Services. The transaction is expected to close in March 2011.

On February 28, 2011, Green Plains Grain entered into an amendment to the Second Amended and Restated

Credit Agreement, originally dated as of April 19, 2010, with First National Bank of Omaha. The amendment

modifies certain definitions and covenants related to EBITDAR and working capital.

19. QUARTERLY FINANCIAL DATA (Unaudited)

The following table sets forth certain unaudited financial data for each of the quarters within the years ended

December 31, 2010 and 2009. This information has been derived from our consolidated financial statements and

in management’s opinion, reflects all adjustments necessary for a fair presentation of the information for the

quarters presented. The operating results for any quarter are not necessarily indicative of results for any future

period.

(Amounts in thousands, except per share amounts)

Three Months Ended

December 31,

September 30,

2010

2010

$

756,836

705,414

$

June 30,

2010

$453,360

422,687

March 31,

2010

$ 426,473

389,000

Revenues

Cost of goods sold

Operating income

Other expense

Income tax expense

Net income attributable to Green Plains

Basic earnings per share attributable to Green Plains

Diluted earnings per share attributable to Green Plains

Revenues

Cost of goods sold

Operating income (loss)

Other expense

Income tax expense (benefit)

Net income (loss) attributable to Green Plains

Basic earnings (loss) per share attributable to Green

Diluted earnings (loss) per share attributable to Green

Plains

Plains

32,537

(8,264)

7,900

16,384

0.47

0.44

436,713

392,449

29,763

(6,165)

280

23,050

0.92

0.91

496,299

464,295

16,989

(6,491)

3,083

7,366

0.23

0.23

361,724

340,321

10,754

(5,394)

(189)

5,454

0.22

0.22

17,075

(5,670)

2,516

8,685

0.28

0.27

June 30,

2009

$284,655

269,772

4,169

(3,563)

-

627

0.03

0.03

24,504

(4,629)

4,390

15,577

0.59

0.58

March 31,

2009

$ 221,082

219,203

(7,180)

(2,106)

-

(9,341)

(0.38)

(0.38)

Three Months Ended

December 31,

September 30,

2009

2009

$

$

F-37

F-38

Green Plains Grain contributes to a defined benefit pension plan. Although benefits under the plan were

frozen as of January 1, 2009, Green Plains Grain remains obligated to ensure that the plan is funded in

accordance with applicable requirements. As of December 31, 2010, the assets of the plan are $6.1 million and

liabilities of the plan are $6.3 million. Excess plan liabilities over plan assets of $0.2 million and $0.3 million are

included in other liabilities on our consolidated balance sheets at December 31, 2010 and 2009, respectively.

Minimum funding standards generally require a plan’s underfunding to be made up over a seven-year period. The

amount of underfunding could increase or decrease, based on investment returns of the plan’s assets or changes

in the assumed discount rate used to value benefit obligations.

17. RELATED PARTY TRANSACTIONS

Sales and Financing Contracts

Three subsidiaries have executed separate financing agreements for equipment with AXIS Capital Inc.

Gordon F. Glade, President and Chief Executive Officer of AXIS Capital is a member of our Board of Directors.

A total of $1.1 million and $1.6 million is included in debt at December 31, 2010 and 2009, respectively, under

these financing arrangements. Payments, including principal and interest, totaled $0.7 million, $0.6 million and

$0.4 million for the years ended December 31, 2010 and 2009 and the nine month transition period ended

December 31, 2008, respectively. The highest amount outstanding during the fiscal year ended December 31,

2010 was $1.6 million and the weighted average interest rate for all financing agreements is 7.8%.

The Company has entered into fixed-price ethanol purchase and sale agreements with Center Oil Company.

Gary R. Parker, President and Chief Executive Officer of Center Oil, is a member of our Board of Directors. The

purchases and sales agreements are executed to hedge prices on a portion of our expected ethanol production.

During the year ended December 31, 2010, cash receipts from Center Oil totaled $81.5 million and payments to

Center Oil totaled $6.3 million on these contracts. During the year ended December 31, 2009, cash receipts and

payments totaled $112.0 million and $15.5 million, respectively, on these contracts. During the nine months

ended December 31, 2008, cash receipts and payments totaled $18.8 million and $0.4 million, respectively, on

these contracts. The Company had $6.0 million and $2.3 million included in accounts receivable at December 31,

2010 and 2009, respectively, and no outstanding payables in current liabilities under these purchase and sale

agreements for either year.

Aircraft Lease

The Company entered into an agreement on November 10, 2009 with Hoovestol, Inc. for the lease of an

aircraft. Wayne B. Hoovestol, President of Hoovestol Inc., is Chairman of our Board of Directors. The Company

originally agreed to pay $3,333 a month for two years for use of an aircraft. The agreement was amended

effective April 1, 2010 to increase the base usage amount and the monthly payment to $6,667. Also per the

amended agreement, any flight time in excess of 100 hours per year will incur additional hourly-based charges.

For the years ended December 31, 2010 and 2009, payments related to this lease totaled $66,667 and $5,635

respectively, and at December 31, 2010 and 2009, the Company did not have any outstanding payables related to

this lease.

18. SUBSEQUENT EVENTS

On January 21, 2011, Green Plains Trade entered into an amendment and restatement of its senior secured

revolving credit facility to increase the principal amount available from $30 million to $70 million.

In February 2011, the Company’s bid to acquire an ethanol plant in Minnesota with approximately 55 mmgy

of total ethanol production capacity was accepted by the bankruptcy court overseeing the auction process. Green

Plains will finance the $55 million asset purchase with cash and financing from a group of nine lenders, led by

AgStar Financial Services. The transaction is expected to close in March 2011.

On February 28, 2011, Green Plains Grain entered into an amendment to the Second Amended and Restated

Credit Agreement, originally dated as of April 19, 2010, with First National Bank of Omaha. The amendment
modifies certain definitions and covenants related to EBITDAR and working capital.

19. QUARTERLY FINANCIAL DATA (Unaudited)

The following table sets forth certain unaudited financial data for each of the quarters within the years ended
December 31, 2010 and 2009. This information has been derived from our consolidated financial statements and
in management’s opinion, reflects all adjustments necessary for a fair presentation of the information for the
quarters presented. The operating results for any quarter are not necessarily indicative of results for any future
period.

(Amounts in thousands, except per share amounts)

Three Months Ended

December 31,
2010

September 30,
2010

$

Revenues
Cost of goods sold
Operating income
Other expense
Income tax expense
Net income attributable to Green Plains
Basic earnings per share attributable to Green Plains
Diluted earnings per share attributable to Green Plains

$

756,836
705,414
32,537
(8,264)
7,900
16,384
0.47
0.44

496,299
464,295
16,989
(6,491)
3,083
7,366
0.23
0.23

June 30,
2010

$453,360
422,687
17,075
(5,670)
2,516
8,685
0.28
0.27

Three Months Ended

December 31,
2009

September 30,
2009

Revenues
Cost of goods sold
Operating income (loss)
Other expense
Income tax expense (benefit)
Net income (loss) attributable to Green Plains
Basic earnings (loss) per share attributable to Green

$

Plains

Diluted earnings (loss) per share attributable to Green

Plains

$

436,713
392,449
29,763
(6,165)
280
23,050

0.92

0.91

361,724
340,321
10,754
(5,394)
(189)
5,454

0.22

0.22

June 30,
2009

$284,655
269,772
4,169
(3,563)
-
627

0.03

0.03

March 31,
2010

$ 426,473
389,000
24,504
(4,629)
4,390
15,577
0.59
0.58

March 31,
2009

$ 221,082
219,203
(7,180)
(2,106)
-
(9,341)

(0.38)

(0.38)

F-37

F-38

Schedule I – Condensed Financial Information of the Registrant (Parent Company Only)

GREEN PLAINS RENEWABLE ENERGY, INC.

CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT

BALANCE SHEETS - PARENT COMPANY ONLY

(in thousands, except share amounts)

Accounts receivable, including amounts from related parties of $2,520 and $500,

ASSETS

Current assets

Cash and cash equivalents

respectively

Prepaid expenses and other

Intercompany

Total current assets

Property and equipment, net

Investment in consolidated subsidiaries

Investment in unconsolidated subsidiaries

Financing costs and other, net

Total assets

Current liabilities

Accounts payable

Accrued liabilities

Intercompany

Long-term debt

Other liabilities

Total liabilities

Stockholders’ equity

Current maturities of long-term debt

Total current liabilities

December 31,

2010

2009

$

114,565

$

11,591

$

586,979

$

308,011

$

$

2,556

555

18,594

136,270

688

443,231

2,768

4,022

1,223

7,016

492

8,731

90,000

-

-

98,731

36

431,289

57,343

(420)

488,248

520

720

-

12,831

738

291,768

2,272

402

886

3,873

636

485

5,880

486

181

6,547

25

292,231

9,331

(123)

301,464

Common stock, $0.001 par value; 50,000,000 shares authorized;

35,793,501 and 24,957,378 shares issued and outstanding, respectively

Additional paid-in capital

Retained earnings

Accumulated other comprehensive loss

Total stockholders’ equity

Total liabilities and stockholders’ equity

$

586,979

$

308,011

See accompanying notes to the condensed financial statements.

[THIS PAGE INTENTIONALLY LEFT BLANK]

LIABILITIES AND STOCKHOLDERS’ EQUITY

F-39

F-40

[THIS PAGE INTENTIONALLY LEFT BLANK]

Schedule I – Condensed Financial Information of the Registrant (Parent Company Only)

GREEN PLAINS RENEWABLE ENERGY, INC.
CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT
BALANCE SHEETS - PARENT COMPANY ONLY
(in thousands, except share amounts)

Current assets

ASSETS

Cash and cash equivalents
Accounts receivable, including amounts from related parties of $2,520 and $500,

$

114,565

$

11,591

December 31,

2010

2009

respectively

Prepaid expenses and other
Intercompany

Total current assets
Property and equipment, net
Investment in consolidated subsidiaries
Investment in unconsolidated subsidiaries
Financing costs and other, net

Total assets

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities

Accounts payable
Accrued liabilities
Intercompany
Current maturities of long-term debt

Total current liabilities

Long-term debt
Other liabilities

Total liabilities

Stockholders’ equity

Common stock, $0.001 par value; 50,000,000 shares authorized;

35,793,501 and 24,957,378 shares issued and outstanding, respectively

Additional paid-in capital
Retained earnings
Accumulated other comprehensive loss

Total stockholders’ equity

2,556
555
18,594

136,270
688
443,231
2,768
4,022

520
720
-

12,831
738
291,768
2,272
402

$

586,979

$

308,011

$

1,223
7,016
-
492

8,731
90,000
-

98,731

36
431,289
57,343
(420)

488,248

$

886
3,873
636
485

5,880
486
181

6,547

25
292,231
9,331
(123)

301,464

Total liabilities and stockholders’ equity

$

586,979

$

308,011

See accompanying notes to the condensed financial statements.

F-39

F-40

GREEN PLAINS RENEWABLE ENERGY, INC.
CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT
STATEMENTS OF OPERATIONS - PARENT COMPANY ONLY
(in thousands)

GREEN PLAINS RENEWABLE ENERGY, INC.

CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT

STATEMENTS OF CASH FLOWS - PARENT COMPANY ONLY

(in thousands)

Revenues
Cost of goods sold

Gross profit

Selling, general and administrative expenses

Operating income (loss)

Other income (expense)

Interest income
Interest expense, net of amounts capitalized
Equity in earnings (loss) of consolidated subsidiaries
Other, net

Total other income (expense)

Income (loss) before income taxes
Income tax expense (benefit)

Net income (loss)

Year Ended
December 31,
2010

Year Ended
December 31,
2009

Nine-Month
Transition
Period Ended
December 31,
2008

$

$

-
-

-
-

-

$

-
-

-
-

-

324
(1,056)
48,035
(267)

47,036

47,036
976

122
(36)
19,947
(277)

19,756

19,756
(34)

-
-

-
-

-

83
-
(6,983)
3

(6,897)

(6,897)
-

$

48,012

$

19,790

$

(6,897)

See accompanying notes to the condensed financial statements.

Cash flows from operating activities:

Net income (loss)

Equity in earnings of consolidated affiliates

Equity in loss of unconsolidated subsidiary

Net cash provided by (used by) operating activities

Cash flows from investing activities:

Purchases of property and equipment

Investment in subsidiaries

Investment in unconsolidated subsidiaries

Acquisition of businesses, net of cash acquired

Intercompany

Dividends received

Other

Cash flows from financing activities:

Proceeds from the issuance of debt

Payments of principal on long-term debt

Proceeds from exercises of stock options

Proceeds from issuance of common stock

Net cash provided by financing activities

Net change in cash and equivalents

Cash and cash equivalents, beginning of period

Year Ended

December 31,

2010

Year Ended

December 31,

2009

Nine-Month

Transition

Period Ended

December 31,

2008

$

48,012

(48,035)

$

19,790

(19,947)

$

(6,897)

6,983

(163)

(186)

(189)

(46,459)

(333)

(19,312)

-

-

21

90,000

(500)

200

79,732

169,432

102,974

11,591

(458)

(63,288)

(1,173)

30,233

277

120

-

914

541

-

-

-

176

176

(32,935)

44,526

-

86

(170)

(130,218)

(1,377)

(28,363)

214

-

(1,797)

(1,000)

207,151

206,151

44,526

-

-

-

Net cash used by investing activities

(66,272)

(33,231)

(161,711)

Cash and cash equivalents, end of period

$ 114,565

$

11,591

$

44,526

See accompanying notes to the condensed financial statements.

F-41

F-42

GREEN PLAINS RENEWABLE ENERGY, INC.

CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT

STATEMENTS OF OPERATIONS - PARENT COMPANY ONLY

(in thousands)

GREEN PLAINS RENEWABLE ENERGY, INC.
CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT
STATEMENTS OF CASH FLOWS - PARENT COMPANY ONLY
(in thousands)

Revenues

Cost of goods sold

Gross profit

Selling, general and administrative expenses

Operating income (loss)

Other income (expense)

Interest income

Interest expense, net of amounts capitalized

Equity in earnings (loss) of consolidated subsidiaries

Other, net

Total other income (expense)

Income (loss) before income taxes

Income tax expense (benefit)

Net income (loss)

Year Ended

December 31,

2010

Year Ended

December 31,

2009

$

$

$

Nine-Month

Transition

Period Ended

December 31,

2008

-

-

-

-

-

324

(1,056)

48,035

(267)

47,036

47,036

976

-

-

-

-

-

122

(36)

19,947

(277)

19,756

19,756

(34)

-

-

-

-

-

-

3

-

83

(6,983)

(6,897)

(6,897)

$

48,012

$

19,790

$

(6,897)

See accompanying notes to the condensed financial statements.

Cash flows from operating activities:

Net income (loss)
Equity in earnings of consolidated affiliates
Equity in loss of unconsolidated subsidiary

Net cash provided by (used by) operating activities

Cash flows from investing activities:

Purchases of property and equipment
Investment in subsidiaries
Investment in unconsolidated subsidiaries
Intercompany
Acquisition of businesses, net of cash acquired
Dividends received
Other

Net cash used by investing activities

Cash flows from financing activities:
Proceeds from the issuance of debt
Payments of principal on long-term debt
Proceeds from exercises of stock options
Proceeds from issuance of common stock

Net cash provided by financing activities

Net change in cash and equivalents
Cash and cash equivalents, beginning of period

Year Ended
December 31,
2010

Year Ended
December 31,
2009

$

48,012
(48,035)
(163)

(186)

(189)
(46,459)
(333)
(19,312)
-
-
21

(66,272)

90,000
(500)
200
79,732

169,432

102,974
11,591

$

19,790
(19,947)
277

120

(458)
(63,288)
(1,173)
30,233
-
914
541

(33,231)

-
-
176
-

176

(32,935)
44,526

Nine-Month
Transition
Period Ended
December 31,
2008

$

(6,897)
6,983
-

86

(170)
(130,218)
(1,377)
(28,363)
214
-
(1,797)

(161,711)

-
(1,000)
-
207,151

206,151

44,526
-

Cash and cash equivalents, end of period

$ 114,565

$

11,591

$

44,526

See accompanying notes to the condensed financial statements.

F-41

F-42

GREEN PLAINS RENEWABLE ENERGY, INC.
CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT
NOTES TO CONDENSED FINANCIAL STATEMENTS – PARENT COMPANY ONLY

1. BASIS OF PRESENTATION

Green Plains Renewable Energy, Inc., the Parent Company, is a holding company that conducts

substantially all of its business operations through its subsidiaries. As specified in certain of its subsidiaries’ debt
agreements, there are restrictions on the Parent Company’s ability to obtain funds from certain of its subsidiaries
through dividends, loans or advances. See Note 11 – Long-Term Debt for further information. Accordingly, these
condensed financial statements have been presented on a “parent-only” basis. Under a parent-only presentation,
the Parent Company’s investments in its consolidated subsidiaries are presented under the equity method of
accounting. These parent-only financial statements should be read in conjunction with Green Plains Renewable
Energy, Inc.’s audited consolidated financial statements included elsewhere herein.

2. COMMITMENTS AND CONTINGENCIES

Operating Leases

The Parent Company leases certain facilities under agreements that expire at various dates. For accounting

purposes, rent expense is based on a straight-line amortization of the total payments required over the lease term.
The Parent Company incurred lease expenses of $1.2 million and $0.3 million during the years ended
December 31, 2010 and 2009, respectively. Aggregate minimum lease payments under these agreements for
future fiscal years are as follows (in thousands):

Year Ending December 31,

Amount

2011
2012
2013
2014
2015
Thereafter

Total

$

397
465
487
509
516
489

$ 2,863

Parent Guarantees

The various operating subsidiaries of the Parent Company enter into contracts as a routine part of their
business activities. Examples of these contracts include financing and lease arrangements, commodity purchase
and sale agreements, and agreements with vendors. In certain instances, the contractual obligations of such
subsidiaries are guaranteed by, or otherwise supported by the Parent Company. As of December 31, 2010, the
Parent Company had $43.2 million in guarantees of subsidiary contracts and indebtedness.

3. LONG-TERM DEBT

Parent Company only debt is comprised of future annual payments related to an assumption of a liability to

the former owners of Blendstar and the convertible notes issued in November 2010.

Scheduled long-term debt repayments are as follows (in thousands):

Year Ending December 31,

2011
2012
2013
2014
2015
Thereafter

Total

F-43

Amount

$

492
-
-
-
90,000
-

$90,492

boarD of DireCtors

exeCutive offiCers

WAYne HooVeStol, Chairman
Owner/President
Hoovestol Inc./Lone Mountain Truck Leasing

toDD BeCKeR
President and Chief Executive Officer
Green Plains Renewable Energy, Inc.

JIM AnDeRSon 1,2
Chief Operating Officer, Fertilizer
The Gavilon Group, LLC

JIM BARRY 2,3
Chief Investment Officer
BlackRock, Inc.

JAMeS CRoWleY 1
Chairman and Managing Partner
Old Strategic, LLC

GoRDon GlADe 1,3
President and Chief Executive Officer
AXIS Capital, Inc.

GARY pARKeR 2,3
President and Chief Executive Officer
GP&W Inc. (w/b/a Center Oil Company)

BRIAn peteRSon 1
Agricultural Producer

AlAIn tReueR 2
Chairman and Chief Executive Officer
Tellac Reuert Partners SA

MICHAel WAlSH
Group Finance Director
NTR plc

Member of: (1) Audit Committee, (2) Compensation Committee 
and/or (3) Nominating Committee

CorPorate offiCe

9420 Underwood Avenue
Suite 100
Omaha, NE 68114
402.884.8700
www.gpreinc.com

investor relations

JIM StARK
Vice President
Investor and Media Relations
jim.stark@gpreinc.com

toDD BeCKeR
President and Chief Executive Officer

JeFF BRIGGS
Chief Operating Officer

JeRRY peteRS
Chief Financial Officer

SteVe BleYl
Executive Vice President 
Ethanol Marketing

Ron GIllIS
Executive Vice President
Finance and Treasurer

MICHelle MApeS
Executive Vice President
General Counsel and Corporate Secretary 

MIKe oRGAS
Executive Vice President
Commercial Operations

toM pAulDIne
Executive Vice President
Human Resources 

eDGAR SeWARD, JR.
Executive Vice President
Plant Operations

stoCK transfer aGent

Computershare Investor Services, LLC
P.O. Box 43078
Providence, RI 02940
800.962.4284 (U.S., Canada, Puerto Rico)
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stoCK exCHanGe listinG

The NASDAQ Global Market
Stock Ticker Symbol: GPRE

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9420 Underwood Avenue, Suite 100
Omaha, Nebraska 68114
(402) 884-8700
www.gpreinc.com