Attached files
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| EX-32.2 - SOUTH DAKOTA SOYBEAN PROCESSORS LLC | v227472_ex32-2.htm |
| EX-31.1 - SOUTH DAKOTA SOYBEAN PROCESSORS LLC | v227472_ex31-1.htm |
| EX-31.2 - SOUTH DAKOTA SOYBEAN PROCESSORS LLC | v227472_ex31-2.htm |
| EX-32.1 - SOUTH DAKOTA SOYBEAN PROCESSORS LLC | v227472_ex32-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 1.)
x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2010
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NO. 000-50253
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
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Incorporation or Organization)
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Identification No.)
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100 Caspian Avenue, Post Office Box 500, Volga, South Dakota 57071
(Address of Principal Executive Offices)
(605) 627-9240
(Registrant’s Telephone Number)
SECURITIES REGISTERED PURSUANT TO SECTION 12 (b) OF THE ACT: NONE
SECURITIES REGISTERED PURSUANT TO SECTION 12 (g) OF THE ACT:
CLASS A CAPITAL UNITS
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
¨ Yes x 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.
¨ Yes x No
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the 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. x Yes ¨ 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 (§229.405 of this chapter) is not contained in this form, and no disclosure will 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. x
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 the definitions of accelerated filer, large accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
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¨ Large Accelerated Filer
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¨ Accelerated Filer
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¨ Non-Accelerated Filer
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x Smaller Reporting Company
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(do not check if a smaller reporting
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company)
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ¨ Yes x No
The aggregate market value of the registrant’s common stock held by non-affiliates at June 30, 2010 was approximately $22,039,500. The aggregate market value was computed by reference to the last sales price during the registrant’s most recently completed second fiscal quarter.
As of the day of this filing, there were 30,419,000 Class A capital units of the registrant outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Part III of Form 10-K - Portions of the Information Statement for 2011 Annual Meeting of Members.
Explanatory Footnote Regarding Amendment No. 1.
This amendment is filed to include the signature and certifications of our principal executive officer, Mr. Thomas Kersting, and to amend the signature and certification of our principal financial officer/principal accounting officer, Mr. Mark Hyde.
Mr. Kersting’s signature and certifications were omitted in our Annual Report on Form 10-K for the year ended December 31, 2010, but are now found in the signature block below and in Exhibits 31.1 and 32.1 of this amendment. Mr. Hyde’s signature and certifications in our Annual Report are amended to reflect Mr. Hyde as serving the dual position of principal financial officer and principal accounting officer, and are found in the signature block below and in Exhibits 31.2 and 32.2 of this amendment.
This Amendment does not reflect events that have occurred after March 30, 2011, the date upon which the Annual Report on Form 10-K was originally filed with the Securities and Exchange Commission. Accordingly, this Amendment should be read in conjunction with our filings with the Securities and Exchange Commission subsequent to the filing of the original Form 10-K, including our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
Part IV
Item 15. Exhibits, Financial Statement Schedules.
The following exhibits and financial statements are filed as part of, or are incorporated by reference into, this report:
(a)(1) Financial Statements — Reference is made to the “Index to Financial Statements” of South Dakota Soybean Processors, LLC located on the page immediately preceding page F-1 of this report for a list of the financial statements for the year ended December 31, 2010. The financial statements appear on page F-2 of this Report.
(2) All supplemental schedules are omitted because of the absence of conditions under which they are required or because the information is shown in the Consolidated Financial Statements or notes thereto.
(3) Exhibits - See Exhibit Index following the Signature Page to this report. The following exhibits constitute management agreements, compensatory plans, or arrangements: Exhibits 10.7, 10.8, 10.9, and 10.10.
Pursuant to the requirement of Section 13 or 15(d) of the Securities Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
SIGNATURES
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SOUTH DAKOTA SOYBEAN PROCESSORS, LLC
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Date: June 30, 2011
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/s/ Thomas Kersting
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Thomas Kersting
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Chief Executive Officer (Principal Executive Officer)
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Date: June 30, 2011
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/s/ Mark Hyde
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Mark Hyde
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Chief Financial Officer (Principal Financial and Accounting Officer)
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Pursuant to the requirements of the Securities Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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Date: June 30, 2011
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/s/ Thomas Kersting
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Thomas Kersting
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Chief Executive Officer (Principal Executive Officer)
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Date: June 30, 2011
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/s/ Mark Hyde
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Mark Hyde
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Chief Financial Officer (Principal Financial and Accounting Officer)
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Date: June 30, 2011
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/s/ Paul Barthel
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Paul Barthel, Manager
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Date: June 30, 2011
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/s/ Alan Christensen
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Alan Christensen, Manager
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Date: June 30, 2011
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/s/ Dean Christopherson
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Dean Christopherson, Manager
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Date: June 30, 2011
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David Driessen, Manager
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Date: June 30, 2011
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/s/ Paul Dummer
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Paul Dummer, Manager
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Date: June 30, 2011
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/s/ Wayne Enger
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Wayne Enger, Manager
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Date: June 30, 2011
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/a/ Dan Feige
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Dan Feige, Manager
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Date: June 30, 2011
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/s/ Ronald J. Gorder
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Ronald J. Gorder, Manager
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Date: June 30, 2011
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/s/ Marvin Hope
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Marvin Hope, Manager
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Date: June 30, 2011
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Kent Howell, Manager
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Date: June 30, 2011
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/s/ James Jepsen
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James Jepsen, Manager
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Date: June 30, 2011
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/s/ Jerome Jerzak
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Jerome Jerzak, Manager
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Date: June 30, 2011
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/s/ Peter Kontz
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Peter Kontz, Manager
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Date: June 30, 2011
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/s/ Robert Nelsen
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| Robert Nelsen, Manager | |
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Date: June 30, 2011
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/s/ Robert Nelson
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Robert Nelson, Manager
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Date: June 30, 2011
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Maurice Odenbrett, Manager
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Date: June 30, 2011
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/s/ Randy Tauer
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Randy Tauer, Manager
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Date: June 30, 2011
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/s/ Delbert Tschakert
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Delbert Tschakert, Manager
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Date: June 30, 2011
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/s/ Lyle Trautman
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Lyle Trautman, Manager
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Date: June 30, 2011
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/s/ Ardon Wek
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Ardon Wek, Manager
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Date: June 30, 2011
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/s/ Gary Wertish
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Gary Wertish, Manager
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EXHIBIT INDEX**
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31.1
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Rule 13a-14(a)/15d-14(a) Certification.
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X
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31.2
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Rule 13a-14(a)/15d-14(a) Certification.
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X
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32.1
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Section 1350 Certification.
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X
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32.2
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Section 1350 Certification.
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X
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** Documents can be found at www.sec.gov