amtx20230331

amtx20230331_10q.htm

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31, 2023

☐ 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: 001-36475

AEMETIS, INC.

(Exact name of registrant as specified in its charter)

Delaware	26-1407544
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification No.)

20400 Stevens Creek Blvd., Suite 700

Cupertino, CA 95014

(Address of Principal Executive Offices, including zip code)

(408) 213-0940

(Registrant’s telephone number, including area code)

Title of each class of registered securities		Trading Symbol		Name of each exchange on which registered
Common Stock, $0.001 par value		AMTX		NASDAQ

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 ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☑ Non-accelerated filer ☐ Smaller reporting company ☑ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

The number of shares outstanding of the registrant’s Common Stock on April 30, 2023 was 36,689,725 shares.

Table of Contents

AEMETIS, INC.

FORM 10-Q

Quarterly Period Ended March 31, 2023

INDEX

PART I--FINANCIAL INFORMATION


Item 1	Financial Statements.	4

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations.	33

Item 3.	Quantitative and Qualitative Disclosures about Market Risk.	41

Item 4.	Controls and Procedures.	41

PART II--OTHER INFORMATION

Item 1.	Legal Proceedings	42

Item 1A.	Risk Factors.	42

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	42

Item 3.	Defaults Upon Senior Securities.	42

Item 4.	Mine Safety Disclosures.	42

Item 5.	Other Information.	42

Item 6.	Exhibits.	43

Signatures		44

Table of Contents

SPECIAL NOTE REGARDING FORWARD—LOOKING STATEMENTS

On one or more occasions, we may make forward-looking statements in this Quarterly Report on Form 10-Q, including statements regarding our assumptions, projections, expectations, targets, intentions or beliefs about future events or other statements that are not historical facts. Forward-looking statements in this Quarterly Report on Form 10-Q include, without limitation, statements regarding management’s plans; trends in market conditions with respect to prices for inputs for our products versus prices for our products; our ability to leverage approved feedstock pathways; our ability to leverage our location and infrastructure; our ability to incorporate lower-cost, non-food advanced biofuels feedstock at the Keyes plant; our ability to adopt value-add by-product processing systems; our ability to expand into alternative markets for biodiesel and its by-products, including continuing to expand our sales into international markets; our ability to maintain and expand strategic relationships with suppliers; our ability to continue to develop new and to maintain and protect new and existing intellectual property rights; our ability to adopt, develop and commercialize new technologies; our ability to extend or refinance our senior debt on terms reasonably acceptable to us or at all; our ability to continue to fund operations and our future sources of liquidity and capital resources; our ability to fund, develop, build, maintain and operate digesters, facilities and pipelines for our California Dairy Renewable Natural Gas segment; our ability to fund, develop and operate our carbon capture sequestration projects, including obtaining required permits; our ability to receive awarded grants by meeting all of the required conditions, including meeting the minimum contributions; our ability to sell additional notes under our EB-5 note program and our expectations regarding the release of funds from escrow under our EB-5 note program; our ability to generate and sell or utilize various credits, including LCFS and IRS 45Q tax credits; our ability to improve margins; and our ability to raise additional capital. Words or phrases such as “anticipates,” “may,” “will,” “should,” “could,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “projects,” “targets,” “will likely result,” “will continue” or similar expressions are intended to identify forward-looking statements. These forward-looking statements are based on current assumptions and predictions and are subject to numerous markets and uncertainties. Actual results or events could differ materially from those set forth or implied by such forward-looking statements and related assumptions due to certain factors, including, without limitation, the risks set forth under the caption “Risk Factors” below, which are incorporated herein by reference, as well as those business risks and factors described elsewhere in this report and in our other filings with the Securities and Exchange Commission (the “SEC”), including without limitation, our most recent Annual Report on Form 10-K.

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1 - Financial Statements.

AEMETIS, INC.

CONSOLIDATED CONDENSED BALANCE SHEETS

(Unaudited, In thousands except for par value)

	*March 31, 2023*			*December 31, 2022*
Assets
Current assets:
Cash and cash equivalents ($1,042 and $165 respectively from VIE)	$	4,131		$	4,313
Accounts receivable ($73 and $165 respectively from VIE)		261			1,264
Inventories, net of allowance for excess and obsolete inventory of $1,040 as of March 31, 2023 and December 31, 2022, respectively		12,538			4,658
Prepaid expenses ($470 and $858 respectively from VIE)		1,502			4,248
Other current assets ($127 and $725 respectively from VIE)		2,792			3,653
Total current assets		21,224			18,136

Property, plant and equipment, net ($70,636 and $71,633 respectively from VIE)		180,808			180,441
Operating lease right-of-use assets ($204 and $224 respectively from VIE)		2,355			2,449
Other assets ($3,458 and $3,458 respectively from VIE)		5,994			6,088
Total assets	$	210,381		$	207,114

Liabilities and stockholders' deficit
Current liabilities:
Accounts payable ($7,660 and $9,192 respectively from VIE)	$	28,508		$	26,168
Current portion of long term debt		17,419			12,465
Short term borrowings ($21,737 and $19,831 respectively from VIE)		45,282			36,754
Mandatorily redeemable Series B convertible preferred stock		4,182			4,082
Accrued property taxes		1,364			1,206
Current portion of operating lease liability ($43 and $41 respectively from VIE)		355			338
Other current liabilities ($200 and $645 respectively from VIE)		6,518			7,268
Total current liabilities		103,628			88,281
Long term liabilities:
Senior secured notes and revolving notes		158,255			155,843
EB-5 notes		29,500			29,500
Other long term debt ($29 and $31 respectively from VIE)		11,479			11,678
Series A preferred units ($122,546 and $116,000 respectively from VIE)		122,546			116,000
Operating lease liability ($104 and $115 respectively from VIE)		2,095			2,189
Other long term liabilities		5,298			5,477
Total long term liabilities		329,173			320,687

Stockholders' deficit:
Series B convertible preferred stock, $0.001 par value; 7,235 authorized; 1,270 shares issued and outstanding each period, respectively (aggregate liquidation preference of $3,810)		1			1
Common stock, $0.001 par value; 80,000 authorized; 36,690 and 35,869 shares issued and outstanding each period, respectively		37			36
Additional paid-in capital		238,272			232,546
Accumulated deficit		(455,395	)		(428,985	)
Accumulated other comprehensive loss		(5,335	)		(5,452	)
Total stockholders' deficit		(222,420	)		(201,854	)
Total liabilities and stockholders' deficit	$	210,381		$	207,114

The accompanying notes are an integral part of the financial statements.

Table of Contents

AEMETIS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS)

(Unaudited, in thousands except for loss per share)

	*For the three months ended March 31,*
	*2023*			*2022*
Revenues	$	2,151		$	52,049
Cost of goods sold		3,446			55,134
Gross loss		(1,295	)		(3,085	)

Research and development expenses		42			36
Selling, general and administrative expenses		10,786			7,306
Operating loss		(12,123	)		(10,427	)

Other expense (income):
Interest expense
Interest rate expense		7,078			4,435
Debt related fees and amortization expense		1,969			1,826
Accretion and other expenses of Series A preferred units		5,564			1,640
Other income		(76	)		(41	)
Loss before income taxes		(26,658	)		(18,287	)
Income tax expense (benefit)		(248	)		7
Net loss	$	(26,410	)	$	(18,294	)

Other comprehensive loss
Foreign currency translation gain (loss)		117			(194	)
Comprehensive loss	$	(26,293	)	$	(18,488	)

Net loss per common share
Basic	$	(0.73	)	$	(0.54	)
Diluted	$	(0.73	)	$	(0.54	)

Weighted average shares outstanding
Basic		36,425			33,714
Diluted		36,425			33,714

The accompanying notes are an integral part of the financial statements.

Table of Contents

AEMETIS, INC.

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)

	*For the three months ended March 31,*
	*2023*			*2022*
Operating activities:
Net loss	$	(26,410	)	$	(18,294	)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation		2,662			2,040
Depreciation		1,790			1,336
Debt related fees and amortization expense		1,969			1,826
Intangibles and other amortization expense		12			12
Accretion and other expenses of Series A preferred units		5,564			1,640
Deferred tax benefit		(262	)		-
Changes in operating assets and liabilities:
Accounts receivable		1,005			911
Inventories		(7,942	)		256
Prepaid expenses		2,315			2,457
Other assets

SEC Form 10-Q filed by Aemetis Inc. (DE)