Attached files
| file | filename |
|---|---|
| EX-10.76 - EXHIBIT_10.76-CORNOILMARKETINGAGMT - Heron Lake BioEnergy, LLC | a1076-cornoilmarketingagrmt.htm |
| EX-31.2 - EXHIBIT_31.2 - Heron Lake BioEnergy, LLC | herlakp_2014422ex312.htm |
| EX-10.78 - EXHIBIT_10.78-DISTILLERSGRAINSOFFTAKEAGMT - Heron Lake BioEnergy, LLC | a1078-dgsoffxtakeagrmt.htm |
| EX-31.1 - EXHIBIT_31.1 - Heron Lake BioEnergy, LLC | herlakp_2014422ex311.htm |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ý | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the fiscal year ended October 31, 2013. | ||
Or | ||
o | 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 000-51825
Heron Lake BioEnergy, LLC
(Exact name of registrant as specified in its charter)
Minnesota (State or other jurisdiction of incorporation or organization) | 41-2002393 (IRS Employer Identification No.) | |
91246 390th Avenue, Heron Lake, MN 56137-1375
(Address of principal executive offices)
Registrant's telephone number, including area code: (507) 793-0077
Securities registered pursuant to Section 12(b) of the Act: | Securities registered pursuant to Section 12(g) of the Act: | |
None | Class A Units | |
Name of Exchange on Which Registered: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act: Yes o No ý
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 o No ý
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 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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý No o
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. ý
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
Large Accelerated Filer o | Accelerated Filer o | Non-Accelerated Filer ý | Smaller Reporting Company o | |||
Indicate by check mark whether the registrant is a shell company (as defined in Rule 126-2 of the Act) Yes o No ý
As of April 30, 2013, the aggregate market value of the Company's Class A Units held by non-affiliates is not able to be calculated. The Company is a limited liability company whose outstanding common equity, consisting of its Class A Units and Class B Units, is subject to significant restrictions on transfer under its Member Control Agreement. No public market for common equity of Heron Lake BioEnergy, LLC is established and it is unlikely in the foreseeable future that a public market for its common equity will develop. As of April 30, 2013, the Company did not have any Class B Units issued and outstanding. As of the date of this report, all Class B Units are held by an affiliate of the Company.
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As of January 29, 2014, the Company had outstanding 49,812,107 Class A Units and 15,000,000 Class B Units.
DOCUMENTS INCORPORATED BY REFERENCE:
The registrant has incorporated by reference into Part III of this Annual Report on Form 10-K portions of its definitive proxy statement to be filed with the Securities and Exchange Commission within 120 days after the close of the fiscal year covered by this Annual Report (October 31, 2013). This proxy statement is referred to in this report as the 2014 Proxy Statement.
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* | Refer to the Form 10-K for the fiscal year ended October 31, 2013 and filed with the Securities and Exchange Commission on January 29, 2014. |
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Explanatory Note Regarding Amendment No. 1
This Amendment No. 1 (“Amendment”) on Form 10-K/A is being filed by Heron Lake BioEnergy, LLC (the “Company”) to amend the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2013 that was initially filed with the Securities and Exchange Commission (the “SEC”) on January 29, 2014 (the “Form 10-K”).
The Company prepared this Amendment in response to comments received from the staff of the Securities and Exchange Commission regarding a request for confidential treatment of certain portions of Exhibits 10.76 and 10.78 that were originally filed with the Form 10-K. The Company is filing this Amendment for the sole purpose of filing amended Exhibits 10.76 and 10.78. Certain portions of information that were omitted from Exhibits 10.76 and 10.78 have now been included. The Exhibits filed herewith supersede in their entirety the Exhibits originally filed with the Form 10-K.
In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, new certifications by our principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment.
Except as described above, this Amendment does not otherwise update any exhibits as originally filed, incorporated by reference or previously amended. Other than as discussed above, all information in the Company’s Form 10-K is unchanged and is not reproduced in this Amendment. This Form 10-K/A does not reflect events occurring after the filing of the Form 10-K or modify or update the disclosure contained in the Form 10-K in any way other than as discussed above. This Amendment is effective for all purposes as of the date of the filing of the Form 10-K. Accordingly, this Amendment should be read in conjunction with the Form 10-K.
PART IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENTS SCHEDULES
(a) | Financial Statements |
Page Reference | ||
Audited Financial Statements | ||
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* | Refer to the Form 10-K for the fiscal year ended October 31, 2013 and filed with the Securities and Exchange Commission on January 29, 2014. |
(b) | Exhibits |
See "Exhibit Index" on the page following the Signature Page.
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SIGNATURES
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.
HERON LAKE BIOENERGY, LLC | ||
Date: | April 23, 2014 | /s/ Steve Christensen |
Steve Christensen | ||
Chief Executive Officer | ||
Date: | April 23, 2014 | /s/ Stacie Schuler |
Stacie Schuler | ||
Chief Financial Officer | ||
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HERON LAKE BIOENERGY, LLC
INDEX TO EXHIBITS TO FORM 10-K FOR FISCAL YEAR ENDED OCTOBER 31, 2013
Exhibit Number | Exhibit Title | Incorporated by Reference To: | ||
3.1 | First Amended and Restated Articles of Organization of Heron Lake BioEnergy, LLC, as amended effective August 30, 2011 | Exhibit 3.1 to Current Report on Form 8-K dated September 2, 2011. | ||
3.2 | Member Control Agreement of Heron Lake BioEnergy, LLC, as amended through August 30, 2011 | Exhibit 3.2 to Current Report on Form 8-K dated September 2, 2011. | ||
4.1 | Form of Class A Unit Certificate | Exhibit 4.1 of the Company's Registration Statement on Form 10 (File No. 000-51825) filed on August 22, 2008 (the "2008 Registration Statement"). | ||
4.2 | Unit Transfer Policy adopted November 5, 2008 | Exhibit 4.1 of the Company's Current Report on Form 8-K dated November 5, 2008. | ||
4.3 | Indenture dated as of September 18, 2013, by and between Heron Lake BioEnergy, LLC and U.S. Bank National Association | Exhibit 4.1 of the Company's Current Report on Form 8-K dated September 8, 2013. | ||
10.1 | Fourth Amended and Restated Loan Agreement dated October 1, 2007 by and between AgStar Financial Services, PCA and Heron Lake BioEnergy, LLC | Exhibit 10.1 of the Company's 2008 Registration Statement. | ||
10.2 | Third Supplement dated October 1, 2007 to Fourth Amended and Restated Loan Agreement by and between AgStar Financial Services, PCA and Heron Lake BioEnergy, LLC | Exhibit 10.2 of the Company's 2008 Registration Statement. | ||
10.3 | Fourth Supplement dated October 1, 2007 to Fourth Amended and Restated Loan Agreement by and between AgStar Financial Services, PCA and Heron Lake BioEnergy, LLC | Exhibit 10.3 of the Company's 2008 Registration Statement. | ||
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Exhibit Number | Exhibit Title | Incorporated by Reference To: | ||
10.4 | Term Note dated October 1, 2007 in principal amount of $59,583,000 by Heron Lake BioEnergy, LLC to AgStar Financial Services, PCA as lender | Exhibit 10.4 of the Company's 2008 Registration Statement. | ||
10.5 | Term Revolving Note dated October 1, 2007 in principal amount of $5,000,000 by Heron Lake BioEnergy, LLC to AgStar Financial Services, PCA as lender | Exhibit 10.5 of the Company's 2008 Registration Statement. | ||
10.6 | Personal Guaranty dated October 1, 2007 by Roland Fagen, guarantor, in favor of AgStar Financial Services, PCA | Exhibit 10.6 of the Company's 2008 Registration Statement. | ||
10.7 | Fourth Amended and Restated Guaranty dated October 1, 2007 by Lakefield Farmers Elevator, LLC in favor of AgStar Financial Services, PCA | Exhibit 10.7 of the Company's 2008 Registration Statement. | ||
10.8 | Fifth Supplement dated November 19, 2007 to Fourth Amended and Restated Loan Agreement by and between AgStar Financial Services, PCA and Heron Lake BioEnergy, LLC | Exhibit 10.8 of the Company's 2008 Registration Statement. | ||
10.9 | Revolving Line of Credit Note dated November 19, 2007 in principal amount of $7,500,000 by Heron Lake BioEnergy, LLC to AgStar Financial Services, PCA as lender | Exhibit 10.9 of the Company's 2008 Registration Statement. | ||
10.10 | Industrial Water Supply Development and Distribution Agreement dated October 27, 2003 among Heron Lake BioEnergy, LLC (f/k/a Generation II Ethanol, LLC), City of Heron Lake, Jackson County, and Minnesota Soybean Processors | Exhibit 10.10 of the Company's 2008 Registration Statement. | ||
10.11 | Industrial Water Supply Treatment Agreement dated May 23, 2006 among Heron Lake BioEnergy, LLC, City of Heron Lake and County of Jackson | Exhibit 10.11 of the Company's 2008 Registration Statement. | ||
10.12 | Standard Form of Agreement between Owner and Designer—Lump Sum dated September 28, 2005 by and between Fagen, Inc. and Heron Lake BioEnergy, LLC† | Exhibit 10.12 of Amendment No. 4 to the Company's 2008 Registration Statement. | ||
10.13 | Distiller's Grain Marketing Agreement dated October 5, 2005 by and between Heron Lake BioEnergy, LLC and Commodity Specialist Company as assigned to CHS Inc. as of August 17, 2007 | Exhibit 10.13 of the Company's 2008 Registration Statement. | ||
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Exhibit Number | Exhibit Title | Incorporated by Reference To: | ||
10.14 | Ethanol Fuel Marketing Agreement dated August 7, 2006 by and between RPGM, Inc. and Heron Lake BioEnergy, LLC | Exhibit 10.14 of the Company's 2008 Registration Statement. | ||
10.15 | Letter Agreement re: Environmental Compliance Support dated March 12, 2007 by and between Fagen Engineering, LLC Heron Lake BioEnergy, LLC | Exhibit 10. 15 of the Company's 2008 Registration Statement. | ||
10.16 | Coal Loading, Transport, and Delivery Agreement effective as of April 1, 2007 by and between Tersteeg Transport Inc. and Heron Lake BioEnergy, LLC | Exhibit 10.16 of the Company's 2008 Registration Statement. | ||
10.17 | Coal Transloading Agreement dated June 1, 2007 by and between Southern Minnesota Beet Sugar Cooperative and Heron Lake BioEnergy, LLC† | Exhibit 10.17 of the Company's 2008 Registration Statement. | ||
10.18 | Master Coal Purchase and Sale Agreement dated June 1, 2007 by and between Northern Coal Transport Company and Heron Lake BioEnergy, LLC, including confirmation letter dated July 13, 2007† | Exhibit 10.18 of the Company's 2008 Registration Statement. | ||
10.19 | Loan Agreement dated December 28, 2007 by and between Federated Rural Electric Association and Heron Lake BioEnergy, LLC | Exhibit 10.19 of the Company's 2008 Registration Statement. | ||
10.20 | Secured Promissory Note issued December 28, 2007 by Heron Lake BioEnergy, LLC as borrower to Federated Rural Electric Association as lender in principal amount of $600,000 | Exhibit 10.20 of the Company's 2008 Registration Statement. | ||
10.21 | Security Agreement dated December 28, 2007 by Heron Lake BioEnergy, LLC in favor of Federated Rural Electric Association | Exhibit 10.21 of the Company's 2008 Registration Statement. | ||
10.22 | Electric Service Agreement dated October 17, 2007 by and between Interstate Power and Light Company and Heron Lake BioEnergy, LLC | Exhibit 10.22 of the Company's 2008 Registration Statement. | ||
10.23 | Shared Savings Contract dated November 16, 2007 by and between Interstate Power and Light Company and Heron Lake BioEnergy, LLC | Exhibit 10.23 of the Company's 2008 Registration Statement. | ||
10.24 | Escrow Agreement dated November 16, 2007 by and between Heron Lake BioEnergy, LLC, Farmers State Bank of Hartland for the benefit of Interstate Power and Light Company | Exhibit 10.24 of the Company's 2008 Registration Statement. | ||
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Exhibit Number | Exhibit Title | Incorporated by Reference To: | ||
10.25 | Employment Agreement dated February 1, 2008 by and between Heron Lake BioEnergy, LLC and Robert J. Ferguson* | Exhibit 10.25 of the Company's 2008 Registration Statement. | ||
10.26 | Compliance Agreement effective January 23, 2007 by and between Heron Lake BioEnergy, LLC and the Minnesota Pollution Control Agency | Exhibit 10.28 to Amendment No. 1 to the Company's 2008 Registration Statement. | ||
10.27 | Letter Agreement dated November 25, 2008 by and between Heron Lake BioEnergy, LLC, CFO Systems, LLC and Brett L. Frevert relating to the services of Brett L. Frevert* | Exhibit 10.1 to Current Report on Form 8-K dated November 26, 2008. | ||
10.28 | Ethanol Purchase and Marketing Agreement dated September 2, 2009 by and between Heron Lake BioEnergy, LLC and C&N Ethanol Marketing Corporation | Exhibit 10.1 to Current Report on Form 8-K dated September 2, 2009. | ||
10.29 | Amendment No. 4 to Fifth Supplement dated December 8, 2009 by and between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.32 to Annual Report on Form 10-K for the year ended October 31, 2009. | ||
10.30 | Amendment No. 5 to Fifth Supplement to the Master Loan Agreement dated March 25, 2010 by and between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.1 to Current Report on Form 8-K dated March 25, 2010 | ||
10.31 | Amendment No. 6 to Fifth Supplement to the Master Loan Agreement dated May 27, 2010 by and between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.2 to Current Report on Form 8-K dated March 25, 2010 | ||
10.32 | Amended and Restated Fifth Supplement dated as of July 2, 2010 to the Master Loan Agreement by and between AgStar Financial Services, PCA and Heron Lake BioEnergy, LLC | Exhibit 10.1 to Current Report on Form 8-K dated July 2, 2010 | ||
10.33 | Second Amended and Restated Revolving Line of Credit Note dated July 2, 2010 in the maximum principal amount of $6,750,000 by Heron Lake BioEnergy, LLC as borrower to AgStar Financial Services, PCA as lender | Exhibit 10.2 to Current Report on Form 8-K dated July 2, 2010 | ||
10.34 | Forbearance Agreement dated July 2, 2010 by and between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.3 to Current Report on Form 8-K dated July 2, 2010 | ||
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Exhibit Number | Exhibit Title | Incorporated by Reference To: | ||
10.35 | Mutual Release and Settlement Agreement dated July 2, 2010 among Heron Lake BioEnergy, LLC, Fagen, Inc. and ICM, Inc.† | Exhibit 10.1 to Current Report on Form 8-K dated July 2, 2010 | ||
10.36 | Subscription Agreement dated July 2, 2010 by Heron Lake BioEnergy, LLC and Project Viking, L.L.C. | Exhibit 10.1 to Current Report on Form 8-K dated July 2, 2010 | ||
10.37 | First Amendment to Fifth Supplement to the Master Loan Agreement dated as of December 30, 2010 by and between AgStar Financial Services, PCA and Heron Lake BioEnergy, LLC | Exhibit 10.1 to Current Report on Form 8-K dated December 30, 2010 | ||
10.38 | Third Amended and Restated Revolving Line of Credit Note dated December 30, 2010 in the maximum principal amount of $6,750,000 by Heron Lake BioEnergy, LLC as borrower to AgStar Financial Services, PCA as lender | Exhibit 10.2 to Current Report on Form 8-K dated December 30, 2010 | ||
10.39 | First Amendment to Forbearance Agreement dated December 30, 2010 by and between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.3 to Current Report on Form 8-K dated December 30, 2010 | ||
10.40 | Fifth Amended and Restated Master Loan Agreement dated to be effective as of September 1, 2011 between AgStar Financial Services, PCA and Heron Lake BioEnergy, LLC† | Exhibit 10.40 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.41 | Amended and Restated Term Note dated September 1, 2011 in principal amount of $40,000,000 by Heron Lake BioEnergy, LLC to AgStar Financial Services, PCA as lender | Exhibit 10.41 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.42 | Amended and Restated Term Revolving Note dated September 1, 2011 in principal amount of $8,008,689 by Heron Lake BioEnergy, LLC to AgStar Financial Services, PCA as lender | Exhibit 10.42 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.43 | Fourth Amended and Restated Mortgage, Security Agreement and Assignment of Rents and Leases dated September 1, 2011 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.43 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.44 | Fifth Amended and Restated Guaranty dated September 1, 2011 by Lakefield Farmers Elevator, LLC in favor of AgStar Financial Services, PCA | Exhibit 10.44 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
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Exhibit Number | Exhibit Title | Incorporated by Reference To: | ||
10.45 | Amended and Restated Guaranty dated September 1, 2011 by HLBE Pipeline Company, LLC in favor of AgStar Financial Services, PCA | Exhibit 10.45 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.46 | Collateral Assignment dated September 1, 2011 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.46 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.47 | Collateral Assignment dated September 1, 2011 between Lakefield Farmers Elevator, LLC and AgStar Financial Services, PCA | Exhibit 10.47 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.48 | Corn Supply Agreement dated effective as of September 1, 2011 between Heron Lake BioEnergy, LLC and Gavilon, LLC† | Exhibit 10.48 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.49 | Ethanol and Distiller's Grains Marketing Agreement dated effective as of September 1, 2011 between Heron Lake BioEnergy, LLC and Gavilon, LLC† | Exhibit 10.49 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.50 | Master Netting, Setoff, Credit and Security Agreement dated effective as of September 1, 2011 between Heron Lake BioEnergy, LLC and Gavilon, LLC† | Exhibit 10.50 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.51 | Corn Storage Agreement dated effective as of September 1, 2011 between Lakefield Farmers Elevator, LLC, Heron Lake BioEnergy, LLC and Gavilon, LLC | Exhibit 10.51 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
10.52 | Amended and Restated Forbearance Agreement dated January 22, 2013 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.52 to Annual Report of Form 10-K for the year ended October 31, 2012. | ||
10.53 | Second Amended and Restated Forbearance Agreement dated February 12, 2013 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.1 to Current Report on Form 8-K dated February 12, 2013. | ||
10.54 | Asset Purchase Agreement dated January 3, 2013, by Heron Lake BioEnergy, LLC, as the sole member and owner of all of the outstanding membership interests of Lakefield Farmers Elevator, LLC, the Seller, and FCA Co-op, the Buyer | Exhibit 2.1 to Annual Report of Form 10-K for the year ended October 31, 2012. | ||
10.55 | Asset Purchase Agreement dated January 22, 2013, by and between Heron Lake BioEnergy, LLC and Guardian Energy Heron Lake, LLC | Exhibit 2.2 to Annual Report of Form 10-K for the year ended October 31, 2012. | ||
10.56 | Third Amended and Restated Forbearance Agreement dated March 29, 2013 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA † | Exhibit 10.1 to Current Report on Form 8-K dated March 29, 2013. | ||
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Exhibit Number | Exhibit Title | Incorporated by Reference To: | ||
10.57 | Fourth Amended and Restated Forbearance Agreement dated April 12, 2013 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA † | Exhibit 10.1 to Current Report on Form 8-K dated April 12, 2013. | ||
10.58 | Fifth Amended and Restated Forbearance Agreement dated May 10, 2013 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA † | Exhibit 10.1 to Current Report on Form 8-K dated May 10, 2013. | ||
10.59 | Sixth Amended and Restated Master Loan Agreement dated to be effective as of May 17, 2013 by and among AgStar Financial Services, PCA and Heron Lake BioEnergy, LLC | Exhibit 10.1 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.60 | Second Amended and Restated Term Note dated May 17, 2013 in principal amount of $17,404,344 by Heron Lake BioEnergy, LLC to AgStar Financial Services, PCA as lender | Exhibit 10.2 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.61 | Second Amended and Restated Term Revolving Note dated May 17, 2013 in principal amount of $20,500,000 by Heron Lake BioEnergy, LLC to AgStar Financial Services, PCA as lender | Exhibit 10.3 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.62 | Sixth Amended and Restated Mortgage, Security Agreement and Assignment of Rents and Leases dated May 17, 2013 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.4 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.63 | Sixth Amended and Restated Guaranty dated May 17, 2013 by Lakefield Farmers Elevator, LLC in favor of AgStar Financial Services, PCA | Exhibit 10.5 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.64 | Second Amended and Restated Guaranty dated May 17, 2013 by HLBE Pipeline Company, LLC in favor of AgStar Financial Services, PCA | Exhibit 10.6 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.65 | Form of Subscription Agreement and Subordinated Loan Agreement dated May 17, 2013, by and among Heron Lake BioEnergy, LLC and initial subscribers of the 7.25% Subordinated Secured Notes due 2018 | Exhibit 10.7 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.66 | Form of Interim Subordinated Note dated May 17, 2013 by Heron Lake BioEnergy, LLC to initial subscribers of the 7.25% Subordinated Secured Notes due 2018 | Exhibit 10.8 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.67 | Subordination Agreement dated effective as of May 17, 2013 by and among AgStar Financial Services, PCA and David J. and Krista R. Woestehoff, Schmitz Grain, Inc., Doug Schmitz, Michael Kunerth and Dawn Kunerth, Robert J. and Jean M. Ferguson, and Project Viking, L.L.C. | Exhibit 10.9 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.68 | Subordinated Security Agreement dated May 17, 2013 by and between Heron Lake BioEnergy, LLC and the Collateral Agent for the benefit of David J. and Krista R. Woestehoff, Schmitz Grain, Inc., Doug Schmitz, Michael Kunerth and Dawn Kunerth, Robert J. and Jean M. Ferguson, and Project Viking, L.L.C. | Exhibit 10.10 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
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Exhibit Number | Exhibit Title | Incorporated by Reference To: | ||
10.69 | Subordinated Mortgage dated May 17, 2013 between Heron Lake BioEnergy, LLC to David J. and Krista R. Woestehoff, Schmitz Grain, Inc., Doug Schmitz by Michael Kunerth and Dawn Kunerth, Robert J. and Jean M. Ferguson, and Project Viking, L.L.C. | Exhibit 10.11 to Quarterly Report on Form 10-Q for the quarter ended April 30, 2013. | ||
10.70 | Letter Agreement between CFO Systems, LLC and Heron Lake BioEnergy, LLC effective July 8, 2013* | Exhibit 10.1 to Current Report on Form 8-K dated July 5, 2013. | ||
10.71 | Amendment No. 1 to Sixth Amended and Restated Master Loan Agreement dated effective as of July 31, 2013 between Heron Lake BioEnergy, LLC and AgStar Financial Services, PCA | Exhibit 10.1 to Current Report on Form 8-K dated August 27, 2013. | ||
10.72 | Assignment and Amendment Agreement dated July 2, 2013 by and among Heron Lake BioEnergy, LLC, Gavilon, LLC and Gavilon Global Ag Holdings, LLC † | Exhibit 10.1 to Quarterly Report on Form 10-Q for the quarter ended July 31, 2013. | ||
10.73 | Subscription Agreement Including Investment Representations, dated July 31, 2013, by and between Heron Lake BioEnergy, LLC and Project Viking, L.L.C. | Exhibit 10.2 to Quarterly Report on Form 10-Q for the quarter ended July 31, 2013. | ||
10.74 | Subscription Supplement Agreement dated July 31, 2013, by and among Heron Lake BioEnergy, LLC, Granite Falls Energy, LLC and Project Viking, L.L.C. | Exhibit 10.3 to Quarterly Report on Form 10-Q for the quarter ended July 31, 2013. | ||
10.75 | Management Services Agreement effective as of July 31, 2013 between Granite Falls Energy, LLC and Heron Lake BioEnergy, LLC* | Exhibit 10.4 to Quarterly Report on Form 10-Q for the quarter ended July 31, 2013. | ||
10.76 | Corn Oil Marketing Agreement dated September 4, 2013 by and among Heron Lake BioEnergy, LLC and RPMG, Inc. † | Attached hereto. | ||
10.77 | Ethanol Marketing Agreement dated September 17, 2013 by and among Heron Lake BioEnergy, LLC and Eco-Energy, LLC † | Exhibit 10.77 to Annual Report on Form 10-K for the Year ended October 31, 2013. | ||
10.78 | Distiller's Grain Off-Take Agreement dated September 24, 2013 by and among Heron Lake Bio-Energy, LLC and Gavilon Ingredients, LLC † | Attached hereto. | ||
21.1 | Subsidiaries of the Registrant | Exhibit 21.1 to Annual Report on Form 10-K for the year ended October 31, 2011. | ||
31.1 | Certification of Chief Executive Officer (principal executive officer) pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act. | Attached hereto. | ||
31.2 | Certifications of Chief Financial Officer (principal financial officer) pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act. | Attached hereto. | ||
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Exhibit Number | Exhibit Title | Incorporated by Reference To: | |
32 | Certification pursuant to 18 U.S.C. § 1350. | Exhibit 32 to Annual Report on Form 10-K for the Year ended October 31, 2013. | |
101.1 | The following materials from Heron Lake BioEnergy, LLC's Annual Report on Form 10-K for the fiscal year ended October 31, 2013, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets as of October 31, 2013 and October 31, 2012, (ii) the Consolidated Statements of Operations for the fiscal years ended October 31, 2013, 2012, and 2011, (iii) the Consolidated Statements of Changes in Members' Equity, (iv) the Consolidated Statements of Cash Flows for the fiscal years ended October 31, 2013, 2012, and 2011, and (v) the Notes to Consolidated Financial Statements. | ||
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* Indicates compensatory agreement.
† Certain portions of this exhibit have been redacted and filed on a confidential basis with the Commission pursuant to a request for confidential treatment under Rule 24b-2 of under the Exchange Act. Spaces corresponding to the deleted portions are represented by brackets with asterisks [* * *].
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