Green Plains Inc. Files 8-K for Material Definitive Agreement

TL;DR

GPRE signed a big deal, details to come.

AI Summary

Green Plains Inc. announced on August 22, 2025, that it entered into a material definitive agreement. The company, headquartered in Omaha, NE, filed an 8-K form with the SEC detailing this event. Specific terms and parties involved in the agreement were not disclosed in the provided excerpt.

Why It Matters

This filing indicates a significant new contract or partnership for Green Plains Inc., which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, which could carry significant financial or operational implications, but the lack of specific details makes the immediate risk level uncertain.

Key Players & Entities

• Green Plains Inc. (company) — Registrant
• August 22, 2025 (date) — Date of earliest event reported
• Omaha, NE (location) — Company Headquarters
• 001-32924 (other) — SEC File Number

FAQ

Key Financial Figures

• $0.001 — ich registered Common Stock, par value $0.001 per share GPRE The Nasdaq Stock Market
• $190 million — ated sales price for the transaction is $190 million in cash, inclusive of an estimated $20
• $20 million — lion in cash, inclusive of an estimated $20 million of working capital, to be adjusted at c

Filing Documents

• gpre-20250822.htm (8-K) — 35KB
• exhibit21-saleagreement.htm (EX-2.1) — 699KB
• exhibit991-pressrelease827.htm (EX-99.1) — 10KB
• image.jpg (GRAPHIC) — 15KB
• 0001309402-25-000137.txt ( ) — 1005KB
• gpre-20250822.xsd (EX-101.SCH) — 2KB
• gpre-20250822_lab.xml (EX-101.LAB) — 21KB
• gpre-20250822_pre.xml (EX-101.PRE) — 12KB
• gpre-20250822_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On August 22, 2025, Green Plains Obion LLC ("Green Plains Obion"), a wholly-owned subsidiary of Green Plains Inc. (the "Company"), entered into an asset purchase agreement (the "Agreement" and the transactions contemplated thereby, the "Transaction") for the sale of the ethanol plant located in Rives, Tennessee (the "Facility") to POET Refining – Obion, LLC ("Buyer"). The sale involves the Facility and certain assets related to the Facility, which have 120 million gallons of nameplate capacity, or approximately 13% of the Company's reported ethanol production capacity, and 8.2 million bushels of related grain storage, inclusive of its affiliate's, Green Plains Grain Company LLC's, storage at the Facility. The estimated sales price for the transaction is $190 million in cash, inclusive of an estimated $20 million of working capital, to be adjusted at closing. The Transaction is expected to close during the third quarter of 2025. The Agreement contains customary representations and warranties and indemnification obligations, subject to reciprocal caps and deductibles. In addition, the Agreement contains customary closing conditions, including any waiting periods under the HSR Act having expired and no governmental authority having issued an order restraining or prohibiting the consummation of the Transaction. The Agreement contains customary termination provisions, including (i) by mutual written consent, (ii) by either party in the event of certain breaches by the other party, (iii) by either party if the closing of the Transaction has not occurred by 5:00 p.m., Central Time, on October 15, 2025 and (iv) by Buyer if a Material Adverse Effect has occurred. The foregoing description of the Agreement and the Transaction is not complete and is qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 2.1 to this Current Report on Form 8K, and is incorporated into this

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On August 27, 2025, the Company issued a press release announcing the agreement to sell the Facility and the conclusion of its strategic review process. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference. The information in this Item 7.01 of Form 8-K, including the accompanying Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.

01. Other Events

Item 8.01. Other Events. The Company announced the conclusion of its strategic review process, which began in February 2024. Following a comprehensive evaluation, the Board of Directors considered a range of alternatives and determined that the Company is best positioned to deliver shareholder value by executing its current strategy under existing leadership. This outcome of the review has provided a roadmap for continued operational execution and capital discipline.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. The following exhibits are filed as part of this report. Exhibit No. Description of Exhibit 2.1 Asset Purchase Agreement, dated August 22, 2025, by and among Green Plains Obion LLC and POET Biorefining - Obion, LLC.* 99.1 Press Release, dated August 27, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and similar attachments have been omitted. The registrant hereby agrees to furnish a copy of any omitted schedule or similar attachment to the Securities and Exchange Commission upon request. Cautionary Note Regarding Forward-Looking Statements This filing contains "forward-looking statements" within the meaning of the U.S. federal securities laws about the Company, Green Plains Obion and the proposed transaction, including but not limited to all statements about the timing and approvals of the proposed transaction; satisfaction of other customary closing conditions, expectations of future plans, priorities, focus and benefits of the proposed transaction, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as "expect," "likely," "outlook," "forecast," "preliminary," "would," "could," "should," "can," "will," "project," "intend," "plan," "goal," "guidance," "target," "continue," "sustain, " "synergy," "on track," "believe," "seek," "estimate," "anticipate," "may," "possible," "assume," and variations of such words and similar expressions are intended to identify such forward-looking statements. You should view these statements with caution and should not place undue reliance on such statements. They are based on the facts and circumstances known to the Company as of the date the statements are made. These forward-looking statements are subject to risks and uncertainties that could cause actual results to be materially differe

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View this 8-K filing on SEC EDGAR