OMAHA, NE -- (MARKET WIRE) -- 06/26/08 -- Green Plains Renewable Energy, Inc. (NASDAQ: GPRE) (AMEX: GPRE) announced that on June 24, 2008, it filed its Form S-4
registration statement with the Securities and Exchange Commission ("SEC")
related to its previously disclosed plan of merger with ethanol producer
and marketer VBV LLC. When the registration statement is finalized and
effective, a meeting will be held of the equity holders of each company to
obtain necessary approvals. Upon receipt of such approvals, the merger is
expected to close later this year, subject to certain other conditions and
contingencies.
VBV holds majority interest in two development-stage ethanol plants that
are scheduled to be completed and operational in the fourth quarter of
2008. The VBV plants are expected to produce a combined total of 220
million gallons of ethanol per year. Additionally, VBV is building an
ethanol marketing, blending and distribution business. Simultaneously with
the closing of the merger, certain VBV's owners will invest $60 million for
6 million shares of Green Plains' common stock at a price of $10 per share.
Upon completion of the merger, Green Plains will have projected year-end
2008 operating capacity of 330 million gallons of ethanol per year. The
combined organization will benefit from the economies of scale and
increased geographic diversity resulting from the proposed merger.
Furthermore, the addition of VBV's ethanol marketing, blending and
distribution business to Green Plains' existing grain storage and
merchandising, agronomy, feed and petroleum operations is the next step in
implementing Green Plains' vertical integration strategy.
"Green Plains offers upstream assets including grain elevators and
agricultural services. VBV is building a downstream ethanol marketing
business," said Wayne Hoovestol, Chief Executive Officer. "Our operations
are complementary and add depth to our vertical integration strategy.
Together, Green Plains and VBV participate in numerous steps in the ethanol
value chain. As a result of the merger and the additional capital, the
combined company will be stronger, bigger and better equipped for the
future."
About Green Plains Renewable Energy, Inc.
Green Plains, based in Omaha, NE, has the strategy of becoming a vertically
integrated, low-cost ethanol producer. Green Plains has two plants in Iowa
with a combined operating capacity of 110 million gallons of ethanol per
year. Green Plains has grain storage capacity of approximately 19 million
bushels and provides complementary agronomy, seed, feed, fertilizer and
petroleum services at various sites in the region.
About VBV LLC
VBV LLC is a Chicago-based limited liability company with majority interest
in Indiana Bio-Energy, LLC of Bluffton, IN, and Ethanol Grain Processors,
LLC, of Obion, TN. Through these two ethanol plant subsidiaries, VBV is
expected to have an annual operating capacity of 220 million gallons of
ethanol by the end of the fourth quarter of 2008.
Additional Information
In connection with the proposed transaction between Green Plains and VBV,
Green Plains has filed a registration statement on Form S-4 with the SEC.
Such registration statement includes a preliminary proxy statement and
preliminary prospectus of Green Plains. The material contained herein is
not a substitute for the preliminary proxy statement/prospectus and any
other documents Green Plains intends to file with the SEC. SHAREHOLDERS
ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND THE OTHER RELEVANT
MATERIALS, INCLUDING THE DEFINITIVE PROXY STATEMENT/PROSPECTUS, WHEN THEY
BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING
GREEN PLAINS, VBV AND THE PROPOSED MERGER. The preliminary proxy
statement/prospectus and other documents relating to the proposed
transaction (when they are available) can be obtained free of charge from
the SEC's website at www.sec.gov. Copies of the proxy
statement/prospectus and the SEC filings that will be incorporated by
reference in the proxy statement/prospectus can also be obtained, free of
charge, by directing a request as follows: Green Plains Renewable Energy,
Inc., Attn: Scott B. Poor, Corporate Counsel/Director of Investor
Relations, 105 N. 31st Avenue, Suite 103, Omaha, NE 68131 or telephone
(402) 884-8700.
Neither this communication nor the preliminary or definitive proxy
statement/prospectus, when available, will constitute an offer to issue
Green Plains' common stock in any jurisdiction outside the United States
where such offer or issuance would be prohibited -- such an offer or
issuance will only be made in accordance with the applicable law of such
jurisdiction. The communication is not a solicitation of a proxy from
shareholders of Green Plains, VBV or VBS's subsidiaries.
Participants in the Proposed Transaction
Green Plains and VBV, and their respective directors and executive
officers, may be deemed to be participants in the solicitation of proxies
from the shareholders of Green Plains and from the VBV subsidiaries'
members in connection with the proposed merger transactions. Information
about the directors and executive officers of Green Plains is set forth in
the proxy statement for Green Plains' 2008 annual meeting of shareholders,
as filed with the SEC on a Schedule 14A on March 18, 2008. Additional
information regarding the interests of those participants and other persons
who may be deemed participants in the merger transactions may be obtained
by reading the preliminary or definitive proxy statement/prospectus
regarding the proposed merger referred to above. You may obtain free copies
of these documents as described in the preceding paragraph.
This news release may contain, among other things, certain forward-looking
statements, with respect to each of Green Plains Renewable Energy, Inc.
("Green Plains"), VBV LLC ("VBV") and the combined company following the
proposed mergers (the "Mergers") between Green Plains and VBV, and between
Green Plains and Indiana Bio-Energy, LLC, and Ethanol Grain Processors, LLC
(the "VBV Subsidiaries") and related transactions (the "Merger
Transactions"), as well as the goals, plans, objectives, intentions,
expectations, financial condition, results of operations, future
performance and business of Green Plains, including, without limitation,
(i) statements relating to the benefits of the merger, including future
financial and operating results, cost savings, enhanced revenues and the
accretion/dilution to reported earnings that may be realized from the
Merger Transactions, (ii) statements regarding certain of Green Plains'
goals and expectations with respect to shareholder value, revenue, expenses
and the growth rate in such items, as well as other measures of economic
performance, including statements relating to estimates of Green Plains'
capitalization, and (iii) statements preceded by, followed by or that
include the words "may", "could", "should", "would", "believe",
"anticipate", "estimate", "expect", "intend", "plan", "projects", "outlook"
or similar expressions. These statements are based upon the current
beliefs and expectations of Green Plains' and/or VBV's management and are
subject to significant risks and uncertainties. Actual results may differ
from those set forth in the forward-looking statements. These
forward-looking statements involve certain risks and uncertainties that are
subject to change based on various factors (many of which are beyond Green
Plains' control).
The following factors, among others, could cause Green Plains' financial
performance to differ materially from that expressed in such
forward-looking statements: (i) that the Merger Transactions may not
ultimately close for any of a number of reasons, such as Green Plains not
obtaining shareholder approval or the VBV subsidiaries not obtaining member
approval; (ii) that Green Plains will forgo business opportunities while
the Merger Transactions are pending; (iii) that prior to the closing of the
Merger Transactions, the businesses of Green Plains and VBV may suffer due
to uncertainty; (iv) that, in the event the Merger Transactions are
completed, the combination of Green Plains and VBV may not result in a
stronger company; (v) that the costs related to the Merger Transactions
will exceed the forecasted benefits; (vi) the risk that the businesses of
Green Plains and/or VBV in connection with the Merger Transactions will not
be integrated successfully or such integration may be more difficult,
time-consuming or costly than expected; (vii) the risk that expected
revenue synergies and cost savings from the Merger Transactions may not be
fully realized or realized within the expected time frame; (viii) the risk
that revenues following the Merger Transactions may be lower than expected;
(ix) operating costs, revenue loss and business disruption following the
Merger Transactions, including, without limitation, difficulties in
maintaining relationships with employees, may be greater than expected;
(x) the inability to obtain governmental approvals of the Merger
Transactions on the proposed terms and schedule; (xi) the risk that the
strength of the United States economy in general and the ethanol industry
specifically may be different than expected results; (xii) potential
litigation; (xiii) technological changes; (xiv) the effect of corporate
restructurings, acquisitions and/or dispositions, including, without
limitation, the Merger Transactions and Green Plains' merger with Great
Lakes Cooperative which was consummated on April 3, 2008, and the actual
restructuring and other expenses related thereto, and the failure to
achieve the expected revenue growth and/or expense savings from such
corporate restructurings, acquisitions and/or dispositions;
(xv) unanticipated regulatory or judicial proceedings or rulings; (xvi) the
impact of changes in accounting principles; (xvii) the impact on Green
Plains' and/or VBV's businesses, as well as on the risks set forth above,
of various domestic or international military or terrorist activities or
conflicts; (xviii) the impact of changes in state and federal energy,
environmental, agricultural or trade policies, and (xix) Green Plains'
success at managing the risks involved in the foregoing; (xx) that GPRE and
VBV have limited operating histories in the ethanol industry; (xxi) that
GPRE's and VBV's business success relies on relatively unproven management.
Green Plains cautions that the foregoing list of factors is not exclusive.
All subsequent written and oral forward-looking statements concerning Green
Plains, the Merger Transactions or other matters and attributable to Green
Plains or any person acting on its behalf are expressly qualified in their
entirety by the cautionary statements above. Green Plains does not
undertake any obligation to update any forward-looking statement, whether
written or oral, relating to the matters discussed in this filing.
Company Contacts:
Scott B. Poor
Corporate Counsel / Director of Investor Relations
Green Plains Renewable Energy, Inc.
(402) 884-8700
www.gpreinc.com
Investor Contact:
John Baldissera
BPC Financial Marketing
(800) 368-1217