UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
ý QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly period ended June 30, 2003
COMMISSION FILE NO. 333-75804
SOUTH DAKOTA SOYBEAN PROCESSORS, LLC
(Exact Name of Registrant as Specified in its Charter)
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South Dakota |
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46-0462968 |
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(State of Other Jurisdiction of |
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(I.R.S. Employer |
100 Caspian Avenue, Post Office Box 500, Volga, South Dakota 57071
(Address of Principal Executive Offices)
(605) 627-9240
(Registrant’s Telephone Number)
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 ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes o No ý
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yeso No o
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date:
On August 12, 2003, the registrant had 28,258,500 capital units outstanding. See Part II, Item 5 for information regarding the issuer’s capital units split effective June 17, 2003.
2
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
This information in this annual report on Form 10-K for the year ended December 31, 2002, contains “forward-looking statements” within the meaning of the private securities litigation reform act of 1995 with respect to the business and operations of South Dakota Soybean Processors and our affiliates. In addition, we and our representatives and agents may from time to time make other written or oral forward-looking statements, including statements contained in our filings with the Securities and Exchange Commission and our reports to members and security holders. Words and phrases such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “predict,” “hope,” “will,” “should,” “could,” “may,” “future,” “potential,” or the negatives of these words, and all similar expressions identify forward-looking statements. We wish to caution readers not to place undue reliance on any forward-looking statements, which speak only as of the date made.
Our forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those discussed in the forward-looking statements. These risks and uncertainties include, but are not limited to, risks related to the level of commodity prices, loss of member business, competition, changes in the taxation of limited liability companies, compliance with laws and regulations, perceptions of food quality and safety, business interruptions and casualty losses, access to equity capital, consolidation of producers and customers, alternative energy sources, and the performance of our Soy Processing, Oil Refining, and Other business segments. Other risks or uncertainties may be described from time to time in the company’s future filings with the Securities and Exchange Commission.
We undertake no obligation to revise any forward-looking statements to reflect future events or circumstances.
SOUTH DAKOTA SOYBEAN PROCESSORS, LLC
AND SUBSIDIARY
Table of Contents
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FINANCIAL STATEMENTS |
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3
SOUTH DAKOTA SOYBEAN PROCESSORS, LLC
AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
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June 30, |
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June 30, |
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December
31, |
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ASSETS |
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CURRENT ASSETS |
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Cash and cash equivalents |
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$ |
479,267 |
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$ |
3,449,060 |
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$ |
11,170 |
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Trade accounts receivable, less allowance for uncollectible accounts - June 30, 2003 - $276,605, June 30, 2002 - $255,513, December 31, 2002 - $273,331 |
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16,075,156 |
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11,818,188 |
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14,695,711 |
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Inventories |
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6,063,540 |
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14,198,535 |
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13,113,097 |
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Margin deposits |
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654,303 |
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454,385 |
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927,339 |
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Prepaid expenses |
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314,146 |
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184,743 |
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483,139 |
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Assets held for sale - Building |
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2,322,561 |
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— |
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2,307,819 |
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Total current assets |
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25,908,973 |
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30,104,911 |
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31,538,275 |
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PROPERTY AND EQUIPMENT |
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49,654,152 |
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48,223,225 |
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49,172,714 |
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Less accumulated depreciation |
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(16,949,465 |
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(13,983,301 |
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(15,411,529 |
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32,704,687 |
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34,239,924 |
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33,761,185 |
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OTHER ASSETS |
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Investments |
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3,970,172 |
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5,086,269 |
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4,928,261 |
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Patents |
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216,351 |
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— |
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36,998 |
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Goodwill |
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7,447,699 |
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— |
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— |
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Other |
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498,821 |
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22,893 |
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20,340 |
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12,133,043 |
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5,109,162 |
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4,985,599 |
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$ |
70,746,703 |
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$ |
69,453,997 |
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$ |
70,285,059 |
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*Derived from audited financial statements
(continued on next page)
4
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June 30, |
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June 30, |
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December
31, |
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LIABILITIES AND MEMBERS’ EQUITY |
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CURRENT LIABILITIES |
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Excess of outstanding checks over bank balance |
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$ |
6,191,476 |
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$ |
3,669,203 |
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$ |
3,603,838 |
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Current maturities of long-term debt |
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1,478,956 |
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222,391 |
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101,472 |
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Accounts payable |
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893,909 |
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969,516 |
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639,588 |
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Accrued commodity purchases |
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9,545,370 |
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9,684,760 |
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20,150,384 |
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Accrued expenses |
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1,519,984 |
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2,518,599 |
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1,628,023 |
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Accrued interest |
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42,566 |
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45,759 |
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51,476 |
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Total current liabilities |
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19,672,261 |
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17,110,228 |
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26,174,781 |
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LONG-TERM LIABILITIES |
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Long-term debt, less current maturities |
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17,654,750 |
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16,322,124 |
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10,143,458 |
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Deferred compensation |
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106,180 |
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97,500 |
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91,064 |
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17,760,930 |
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16,419,624 |
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10,234,522 |
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MINORITY INTEREST IN CONSOLIDATED SUBSIDIARY |
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1,309,597 |
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— |
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— |
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COMMITMENTS |
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— |
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— |
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— |
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MEMBERS’ EQUITY |
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Class A units, no par value |
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Issued and outstanding - 2003 - 28,258,500; 2002 - 28,258,500 (June 30, 2002 has been restated-see Note 1) |
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32,003,915 |
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35,924,145 |
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33,875,756 |
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$ |
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