Renewable Energy Group to Acquire Imperium Renewables
01 August 2015 - 8:35AM
Business Wire
Deal Will Give REG Greater Access to Growing
West Coast Advanced Biofuels Market
Renewable Energy Group, Inc. (NASDAQ:REGI) and Imperium
Renewables, Inc. announced Friday that they have signed an asset
purchase agreement where REG would acquire substantially all the
assets of Imperium, including a 100-million gallon nameplate
capacity biomass-based diesel refinery and deepwater port terminal
at the Port of Grays Harbor, Washington.
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Renewable Energy Group is acquiring the
100-million gallon nameplate Imperium biodiesel refinery (center)
and terminal operations at the Port of Grays Harbor near Hoquiam,
Washington. (Photo: Business Wire)
Under the terms of the agreement, REG will pay Imperium $15
million in cash and issue 1.5 million shares of REG common stock in
exchange for substantially all of Imperium’s assets. In addition to
these payments, REG will pay either $1.75 million in cash or
175,000 shares of REG common stock at closing as elected by REG.
For two years post-closing, Imperium may receive up to a
$0.05/gallon payment for biomass-based diesel produced and sold. In
addition at closing, Imperium will retain its net working capital
value of approximately $25 million. REG will also assume $5.2
million of Imperium’s debt from Umpqua Bank, which has agreed to
provide REG Grays Harbor, LLC with an additional loan capacity of
up to $5 million to fund capital expenditures and improvements at
the Grays Harbor facility. Closing is subject to satisfaction of
customary closing conditions.
“Bringing the Imperium assets and their team into the REG
network is a tremendous addition to our business,” said REG
President and CEO Daniel J. Oh. “As we combine our companies, we
will expand the reach of REG along the west coast, including
production and distribution. We already sell into these markets as
they have responded to the call for more clean, advanced biofuels
through low carbon fuel standards. This will enable REG to be more
efficient and timely in our delivery and improve our supply
assurance. We look forward to working with Imperium’s experienced
staff and plant employees, maintaining operational activities at
Grays Harbor, and becoming active members of the community working
with the Port of Grays Harbor and the cities of Hoquiam and
Aberdeen.”
“REG’s growth over the last eight years has made them an
industry leader and our biodiesel facility in Hoquiam will greatly
expand their domestic production footprint and continued success.”
said John Plaza, president and CEO of Imperium Renewables. “We hope
our facility will help them continue to grow and diversify biofuel
production and sales both locally and around the region.”
Umpqua Bank officials welcomed the deal. “We are very pleased to
support REG in its acquisition of Imperium and growing their
business here for the long-term future,” said Danielle Burd,
Executive Vice President and Regional Manager at Umpqua
Bank. “We had a great relationship with Imperium over the last
several years and look forward to continuing that as a lender to
REG Grays Harbor.”
Based in Ames, Iowa, REG is the leading North American producer
and marketer of biomass-based diesel, with 10 active biorefineries
across the US and a nationwide production, distribution and
logistics system.
Seattle-based Imperium Renewables began developing proprietary
technology and processes in the production of biodiesel in 2004.
The Grays Harbor refinery began operation in August 2007 in
Hoquiam, Wash. and is well positioned for advanced biofuel
production, storage, and transport from southern California to
western Canada. The fully-operational 100-million gallon nameplate
capacity biorefinery will be renamed REG Grays Harbor, LLC. The
facility includes 18 million gallons of storage capacity and a
terminal that can accommodate feedstock intake and fuel delivery on
deep-water PANAMAX class vessels as well as possessing significant
rail and truck transport capability.
About Renewable Energy Group
Renewable Energy Group, Inc. is a leading North American
advanced biofuels producer and developer of renewable chemicals.
REG utilizes a nationwide production, distribution and logistics
system as part of an integrated value chain model to focus on
converting natural fats, oils and greases into advanced biofuels
and converting diverse feedstocks into renewable chemicals. With 10
active biorefineries across the country, research and development
capabilities and a diverse and growing intellectual property
portfolio, REG is committed to being a long-term leader in
bio-based fuels and chemicals.
For more than a decade, REG has been a reliable supplier of
advanced biofuels which meet or exceed ASTM quality specifications.
REG sells REG-9000™ biomass-based diesel to distributors so
consumers can have cleaner burning fuels that help diversify the
energy complex and increase energy security. REG-9000™
biomass-based diesel is distributed in most states in the US. REG
also markets ultra-low sulfur diesel and heating oil in the
northeastern and midwestern US. For more information on REG visit
our website at www.regi.com.
About Imperium Renewables
Imperium Renewables is a global leader in next-generation
biofuel production. Founded in 2004, the company is driven by a
single goal – to fundamentally change the way we fuel
transportation by developing and producing clean, renewable and
sustainable alternative fuels. Imperium operates one of the
nation's largest BQ-9000®-certified biodiesel facilities, Imperium
Grays Harbor in Hoquiam, Wash.
Note Regarding Forward-Looking Statements
This press release contains certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995 as amended, including statements regarding the completion
of Imperium acquisition and the potential benefits of the
transactions. These forward-looking statements are based on current
expectations, estimates, assumptions and projections that are
subject to change, and actual results may differ materially from
the forward-looking statements. Factors that could cause actual
results to differ materially include, but are not limited to the
satisfaction of closing conditions to the transaction; REG’s
ability to integrate Imperium’s business with its own; whether REG
Grays Harbor would be able to produce biodiesel profitably; changes
or events affecting the business, financial condition or results of
operations of either REG or Imperium prior to or following the
closing of the transaction; and other risks and uncertainties
described from time to time in REG's quarterly reports on Forms
10-Q for the period ended March 31, 2015, annual report on Form
10-K for the year ended December 31, 2014 and other periodic
filings with the Securities and Exchange Commission. All
forward-looking statements are made as of the date of this press
release and REG does not undertake to update any forward-looking
statements based on new developments or changes in our
expectations.
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version on businesswire.com: http://www.businesswire.com/news/home/20150731005890/en/
REGAnthony Hulen, 703-822-1972Executive Director,
Corporate Affairsanthony.hulen@regi.comorImperium
RenewablesPaul Queary, 206-334-1483paulq@strategies360.com
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