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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/21/20 Pacific Ethanol, Inc. S-1 134:20M Edgar Agents LLC/FA |
Document/Exhibit Description Pages Size
1: S-1 Registration Statement (General Form) HTML 1.45M
2: EX-5.1 Opinion of Troutman Sanders LLP HTML 40K
3: EX-10.49 Amendment No. 1 to Credit Agreement and Waiver HTML 112K
Dated December 20, 2019 Among Illinois Corn
Processing, LLC, Compeer Financial, Pca and
Cobank, Acb
4: EX-10.50 Amendment No. 7 to Credit Agreement and Waiver HTML 120K
Dated December 20, 2019 Among Pacific Ethanol
Pekin, LLC, Compeer Financial, Pca and Cobank, Acb
5: EX-10.51 First Amendment to Security Agreement Dated HTML 51K
December 20, 2019 by and Between Illinois Corn
Processing, LLC and Cobank, Acb for the Benefit of
Compeer Financial, Pca
6: EX-10.52 First Amendment to Security Agreement Dated HTML 52K
December 20, 2019 by and Between Pacific Ethanol
Central, LLC and Cobank, Acb for the Benefit of
Compeer Financial, Pca
7: EX-10.53 Second Amendment to Security Agreement Dated HTML 47K
December 20, 2019 by and Between Pacific Ethanol
Pekin, LLC and Cobank, Acb for the Benefit of
Compeer Financial, Pca
8: EX-10.54 Guaranty by Illinois Corn Processing, LLC Dated HTML 64K
December 20, 2019 in Favor of Compeer Financial,
Pca and Cobank, Acb
9: EX-10.55 Amended and Restated Guaranty and Contribution HTML 72K
Agreement Dated December 20, 2019 by Pacific
Ethanol Central, LLC for the Benefit of Compeer
Financial, Pca and Cobank, Acb
10: EX-10.56 Guaranty by Pacific Ethanol Pekin, LLC Dated HTML 65K
December 20, 2019 in Favor of Compeer Financial,
Pca and Cobank, Acb
11: EX-10.57 Pledge Agreement Dated December 20, 2019 by and HTML 87K
Among Pacific Ethanol Central, LLC, Pacific
Ethanol Pekin, LLC and Cobank, Acb
12: EX-10.58 Pledge Agreement Dated December 20, 2019 by and HTML 85K
Among Pacific Ethanol Central, LLC, Illinois Corn
Processing, LLC and Cobank, Acb
13: EX-10.59 First Amendment to Pledge Agreement Dated December HTML 50K
20, 2019 by and Among Pacific Ethanol Central,
LLC, Pacific Aurora, LLC and Cobank, Acb
14: EX-10.60 Amendment to Illinois Future Advance Real Estate HTML 56K
Mortgage Dated December 20, 2019 by and Between
Illinois Corn Processing, LLC and Compeer
Financial, Pca
15: EX-10.61 Third Amendment to Illinois Future Advance Real HTML 57K
Estate Mortgage Dated December 20, 2019 by and
Between Pacific Ethanol Pekin, LLC and Compeer
Financial, Pca
16: EX-10.62 Amended and Restated Term Note Dated December 20, HTML 54K
2019 by Illinois Corn Processing, LLC in Favor of
Compeer Financial, Pca
17: EX-10.63 Amended and Restated Revolving Term Note Dated HTML 56K
December 20, 2019 by Illinois Corn Processing, LLC
in Favor of Compeer Financial, Pca
18: EX-10.64 Third Amended and Restated Revolving Term Note HTML 55K
Dated December 20, 2019 by Pacific Ethanol Pekin,
LLC in Favor of Compeer Financial, Pca
19: EX-10.65 Fourth Amended and Restated Term Note Dated HTML 50K
December 20, 2019 by Pacific Ethanol Pekin, LLC in
Favor of Compeer Financial, Pca
20: EX-23.2 Consent of Independent Registered Public HTML 33K
Accounting Firm
115: R1 Document and Entity Information HTML 52K
77: R2 Consolidated Balance Sheets HTML 163K
37: R3 Consolidated Balance Sheets (Parenthetical) HTML 65K
100: R4 Consolidated Statements of Operations HTML 100K
113: R5 Consolidated Statements of Comprehensive Income HTML 55K
(Loss)
75: R6 Consolidated Statements of Cash Flows HTML 176K
35: R7 Consolidated Statements of Stockholders' Equity HTML 125K
104: R8 Organization and Basis of Presentation. HTML 138K
111: R9 Pacific Ethanol Plants. HTML 72K
48: R10 Inventories. HTML 41K
62: R11 Intercompany Agreements. HTML 48K
132: R12 Segments. HTML 103K
93: R13 Property and Equipment. HTML 48K
49: R14 Intangible Asset. HTML 38K
64: R15 Derivatives. HTML 81K
134: R16 Leases. HTML 46K
95: R17 Debt. HTML 84K
47: R18 Pension and Retirement Benefit Plans. HTML 98K
66: R19 Income Taxes. HTML 77K
108: R20 Preferred Stock. HTML 52K
97: R21 Common Stock and Warrants. HTML 49K
27: R22 Stock-Based Compensation. HTML 64K
69: R23 Commitments and Contingencies. HTML 66K
109: R24 Fair Value Measurements. HTML 99K
98: R25 Earnings Per Share. HTML 69K
28: R26 Parent Company Financials. HTML 129K
70: R27 Quarterly Financial Data (Unaudited) HTML 56K
110: R28 Organization and Basis of Presentation. (Policies) HTML 234K
96: R29 Organization and Significant Accounting Policies. HTML 73K
(Tables)
90: R30 Pacific Ethanol Plants. (Tables) HTML 54K
130: R31 Inventories. (Tables) HTML 44K
68: R32 Segments. (Tables) HTML 104K
52: R33 Property and Equipment. (Tables) HTML 46K
89: R34 Derivatives. (Tables) HTML 73K
129: R35 Leases. (Tables) HTML 40K
67: R36 Debt. (Tables) HTML 64K
51: R37 Pension Plans. (Tables) HTML 133K
91: R38 Income Taxes. (Tables) HTML 112K
128: R39 Common Stock and Warrants. (Tables) HTML 45K
106: R40 Stock Based Compensation. (Tables) HTML 67K
120: R41 Commitments and Contingencies. (Tables) HTML 42K
72: R42 Fair Value Measurements. (Tables) HTML 90K
30: R43 Earnings Per Share. (Tables) HTML 71K
105: R44 Parent Company Financials. (Tables) HTML 152K
119: R45 Quarterly Financial Data. (Tables) HTML 56K
71: R46 Organization and Basis of Presentation. (Details) HTML 41K
29: R47 Organization and Basis of Presentation. (Details HTML 45K
1)
107: R48 Organization and Basis of Presentation. (Details HTML 52K
2)
118: R49 Organization and Basis of Presentation. (Details HTML 43K
3)
125: R50 Organization and Basis of Presentation. (Details HTML 86K
4)
87: R51 Organization and Basis of Presentation. (Details HTML 108K
Narrative)
39: R52 Pacific Ethanol Plants. (Details) HTML 83K
54: R53 Pacific Ethanol Plants. (Details 1) HTML 45K
126: R54 Pacific Ethanol Plants. (Details Narrative) HTML 83K
88: R55 Inventories. (Details) HTML 52K
40: R56 Inventories. (Details Narrative) HTML 37K
55: R57 Intercompany Agreements. (Details Narrative) HTML 70K
127: R58 Segments. (Details) HTML 93K
86: R59 Segments. (Details 1) HTML 42K
34: R60 Segments. (Details Narrative) HTML 40K
74: R61 Property and Equipment. (Details) HTML 51K
114: R62 Property and Equipment. (Details Narrative) HTML 39K
101: R63 Intangible Asset. (Details Narrative) HTML 39K
36: R64 Derivatives. (Details) HTML 42K
76: R65 Derivatives. (Details 1) HTML 46K
116: R66 Derivatives. (Details Narrative) HTML 38K
102: R67 Leases. (Details) HTML 61K
32: R68 Leases. (Details Narrative) HTML 52K
80: R69 Debt. (Details) HTML 76K
60: R70 Debt. (Details 1) HTML 54K
43: R71 Debt. (Details Narrative) HTML 229K
83: R72 Pension Plans. (Details) HTML 88K
123: R73 Pension Plans. (Details 1) HTML 49K
59: R74 Pension Plans. (Details 2) HTML 52K
42: R75 Pension Plans. (Details 3) HTML 66K
82: R76 Pension Plans. (Details 4) HTML 49K
122: R77 Pension Plans. (Details Narrative) HTML 46K
56: R78 Income Taxes. (Details) HTML 46K
45: R79 Income Taxes. (Details 1) HTML 68K
61: R80 Income Taxes. (Details 2) HTML 83K
44: R81 Income Taxes. (Details 3) HTML 49K
85: R82 Income Taxes. (Details 4) HTML 49K
124: R83 Income Taxes. (Details 5) HTML 58K
58: R84 Income Taxes. (Details Narrative) HTML 66K
41: R85 Preferred Stock. (Details Narrative) HTML 55K
81: R86 Common Stock and Warrants. (Details) HTML 64K
121: R87 Common Stock and Warrants. (Details Narrative) HTML 48K
57: R88 Stock-Based Compensation. (Details) HTML 54K
46: R89 Stock-Based Compensation. (Details 1) HTML 51K
33: R90 Stock-Based Compensation. (Details 2) HTML 61K
73: R91 Stock-Based Compensation. (Details 3) HTML 40K
112: R92 Stock-Based Compensation. (Details Narrative) HTML 52K
99: R93 Commitments and Contingencies. (Details) HTML 81K
38: R94 Commitments and Contingencies. (Details Narrative) HTML 102K
78: R95 Pension and Retirement Benefit Plans. (Details) HTML 47K
117: R96 Pension and Retirement Benefit Plans. (Details 1) HTML 47K
103: R97 Pension and Retirement Benefit Plans. (Details HTML 44K
Narrative)
31: R98 Fair Value Measurements. (Details) HTML 102K
79: R99 Earnings Per Share. (Details) HTML 62K
133: R100 Earnings Per Share. (Details Narrative) HTML 38K
94: R101 Parent Company Financials. (Details) HTML 143K
50: R102 Parent Company Financials. (Details 1) HTML 86K
65: R103 Parent Company Financials. (Details 2) HTML 152K
131: R104 Parent Company Financials. (Details Narrative) HTML 38K
92: R105 Quarterly Financial Data (Unaudited) (Details) HTML 60K
84: XML IDEA XML File -- Filing Summary XML 230K
53: EXCEL IDEA Workbook of Financial Reports XLSX 150K
21: EX-101.INS XBRL Instance -- peix-20190930 XML 3.92M
23: EX-101.CAL XBRL Calculations -- peix-20190930_cal XML 292K
24: EX-101.DEF XBRL Definitions -- peix-20190930_def XML 1.20M
25: EX-101.LAB XBRL Labels -- peix-20190930_lab XML 1.75M
26: EX-101.PRE XBRL Presentations -- peix-20190930_pre XML 1.50M
22: EX-101.SCH XBRL Schema -- peix-20190930 XSD 289K
63: ZIP XBRL Zipped Folder -- 0001213900-20-001457-xbrl Zip 283K
Exhibit 10.61
|
This instrument was prepared by: Bryan Cave Leighton Paisner LLP 161 N. Clark, Suite 4300 |
After recording return to: Rebecca Floren Bryan Cave Leighton Paisner LLP 161 N. Clark, Suite 4300 |
THIRD AMENDMENT TO ILLINOIS FUTURE ADVANCE REAL ESTATE MORTGAGE
This Third Amendment to Illinois Future Advance Real Estate Mortgage (the “Third Amendment”), dated as of December 20, 2019, is entered into by and between PACIFIC ETHANOL PEKIN, LLC, a limited liability company organized and existing under the laws of Delaware (the “Mortgagor”), and COMPEER FINANCIAL, PCA, a federally-chartered instrumentality of the United States, successor by merger to 1ST FARM CREDIT SERVICES, PCA (the “Mortgagee”).
WHEREAS, the Mortgagor and the Mortgagee have entered into that certain Illinois Future Advance Real Estate Mortgage dated December 15, 2016 (as the same may from time to time be amended, restated, modified or otherwise supplemented, the “Mortgage”) and recorded on December 19, 2016 in the real estate or mortgage records of Tazewell County, Illinois as Document No. 201600020386;
WHEREAS, the Mortgagor and the Mortgagee have amended the Mortgage pursuant to: (i) that certain Amendment to Illinois Future Advance Real Estate Mortgage dated March 1, 2017 (the “First Amendment”) and recorded on March 29, 2017 in the real estate or mortgage records of Tazewell County, Illinois as Document No. 201700004376 and (ii) that certain Second Amendment to Illinois Future Advance Real Estate Mortgage dated March 20, 2019 (the “Second Amendment”) and recorded on April 4, 2019 in the real estate or mortgage records of Tazewell County, Illinois as Document No. 201900003825;
WHEREAS, Mortgagor, Mortgagee and CoBank, ACB are parties to a Credit Agreement dated as of December 15, 2016, (as amended, restated, supplemented or otherwise modified from time to time) including by that certain Amendment No. 7 to the Credit Agreement and Waiver (the “PEP Amendment”) of even date herewith;
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WHEREAS, ILLINOIS CORN PROCESSING, LLC, a Illinois limited liability company organized under the laws of Delaware and affiliate of Mortgagor (“ICP”), Mortgagee and CoBank, ACB are parties to a Credit Agreement dated as of September 15, 2017, (as amended, restated, supplemented or otherwise modified from time to time (the “ICP Credit Agreement”) including by that certain Amendment No. 1 to Credit Agreement and Waiver (the “ICP Amendment”) of even date herewith.
WHEREAS, in connection with the PEP Amendment and the ICP Amendment, Mortgagor executed a Guaranty even dated herewith (the “ICP Guaranty”) in favor of the Mortgage, guarantying, among other things, ICP’s Obligations as such term is defined under the ICP Credit Agreement;
WHEREAS, the Mortgagor has requested that the Mortgage be further amended as herein provided; and
WHEREAS, the Mortgagee is willing, subject to the terms and conditions hereinafter set forth, to make such amendments;
NOW, THEREFORE, in consideration of the agreements herein contained, the parties hereby agree as follows:
1. The definition of “Obligations” contained in Section 1.01 of the Mortgage is hereby amended by deleting the first sentence of the definition in its entirety and replacing it with the following:
“Obligations shall mean;
(i) all Obligations (as such term is defined in that certain Credit Agreement dated as of December 15, 2016, by and among the Mortgagor, the Mortgagee, and CoBank, ACB) and all other indebtedness and other obligations of the Mortgagor to the Mortgagee and CoBank, ACB of every type and description, whether now or hereafter arising, fixed or contingent, as primary obligor or as guarantor or surety, acquired directly or by assignment or otherwise, liquidated or unliquidated, regardless of how they arise or by what agreement or instrument they may be evidenced, including without limitation, all future advances, future obligations, indebtedness under all loans, advances and other extensions of credit made to or for the account of the Mortgagor, including, without limitation, the promissory note(s) that are more particularly identified on Exhibit “B” hereto (as such promissory notes may be amended, restated, modified, supplemented, replaced, refinanced, or renewed from time to time), and including, without limitation, obligations under Interest Rate Agreements (as defined below), and all covenants, agreements, and provisions contained in this Mortgage and in any of the Credit Agreements, and
(ii) all Obligations (as such term is defined in that certain Guaranty dated as of December 20, 2019, executed by the Mortgagor in favor of the Mortgagee and CoBank, ACB) (the “PEP Guaranty”); provided that, upon payment in full of the Guaranteed Amount (as defined in the PEP Guaranty), this clause (ii) shall be automatically deleted and thereafter, the defined term “Obligations” as set forth herein shall mean as defined in above clause (i), and the promissory notes referenced on Exhibit B shall only include those promissory notes made by Mortgagor.”
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2. Exhibit B of the Mortgage is hereby amended by deleting it in its entirety and replacing it with Exhibit B attached hereto.
3. The Mortgage, as amended hereby, continues to serve as security for all past, current and future Obligations (as defined above) of every kind and nature which currently exist or may exist in the future.
4. This Third Amendment shall not be construed as a novation of the promissory note(s) or other obligations secured by the Mortgage.
5. All terms and conditions of the Mortgage shall remain in full force and effect except as amended by this Third Amendment, and in all other respects are fully confirmed and ratified, and the Mortgage shall continue as a lien upon all the real property described in Exhibit A attached hereto and Exhibit A to the Mortgage.
6. This Third Amendment relates only to the specific matters covered herein and shall not constitute a consent to or waiver or modification of any other provision term or condition of the Mortgage.
7. This Third Amendment may be executed in two or more counterparts, each of which shall be deemed an original but all of which shall together constitute one and the same instrument.
[Signatures follow on next page.]
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IN WITNESS WHEREOF, Pacific Ethanol Pekin, LLC, as Mortgagor, has caused this Third Amendment to be signed in its name, all as of the day and year first above written.
| Pacific Ethanol Pekin, LLC, Mortgagor | ||
| By: | /s/ Michael Kramer | |
| Printed Name: | Michael Kramer | |
| Title: | Vice President & Treasurer | |
| A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. |
| STATE OF California | ) | |
| COUNTY OF SACRAMENTO | ) |
On December 26, 2019 before me, Nicole C. McClure, Notary Public, personally appeared Michael Kramer, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies) and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
| Signature: | /s/ Nicole C. McClure | (seal) |  |
[Amendment to Mortgage Signature Page]
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| LENDER: | ||
| COMPEER FINANCIAL, PCA | ||
| By: | /s/ Kevin Buente | |
| Name: | Kevin Buente | |
| Title: | Principal Credit Officer | |
| STATE OF ILLINOIS | ) | |
| ) | ||
| COUNTY OF DUPAGE | ) |
The foregoing instrument was acknowledged before me this 26th day of December, 2019, by Kevin Buente, as Principal Credit Officer of Compeer Financial, PCA, a federally-chartered instrumentality of the United States.
Witness my hand and official seal.
(SEAL)
| By: | /s/ Colleen Besic | |
| Notary Public: State of Illinois | ||
| My commission expires: 7-19-20 | ||
[Amendment to Mortgage Signature Page]
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A-2
A-3
A-4
A-5
[Amendment to Mortgage Signature Page]
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EXHIBIT B
The “Obligations” as described in the Definitions section above include without limitation the following promissory note(s):
| a) | That certain Term Note made by Mortgagor in favor of Mortgagee, dated December 15, 2016, in the principal amount of $64,000,000, as amended and restated on March 30, 2018, in the principal sum of $64,000,000, as amended and restated on March 20, 2019 in the principal amount of $64,000,000, as amended and restated on December 20, 2019, in the principal amount of $39,500,000, as such note may be amended, modified or restated from time to time. |
| b) | That certain Revolving Term Note made by Mortgagor in favor of Mortgagee, dated December 15, 2016, in the principal amount of $32,000,000, as amended and restated on March 20, 2019 in the principal amount of $32,000,000, as amended and restated on December 20, 2019, in the principal amount of $32,000,000, as such note may be amended, modified or restated from time to time. |
| c) | That certain Term Note made by ICP in favor of Mortgagee, dated September 15, 2017, in the principal amount of $24,000,000, as amended and restated on December 20, 2019, in the principal amount of $12,000,000, as such note may be amended, modified or restated from time to time. |
| d) | That certain Revolving Term Note made by ICP in favor of Mortgagee, dated September 15, 2017, in the principal amount of $18,000,000, as amended and restated on December 20, 2019, in the principal amount of $18,000,000, as such note may be amended, modified or restated from time to time. |
B-1
| This ‘S-1’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 1/21/20 | |||
| 12/26/19 | 8-K | |||
| 12/20/19 | 8-K | |||
| 4/4/19 | ||||
| 3/20/19 | ||||
| 3/30/18 | 8-K | |||
| 9/15/17 | 8-K | |||
| 3/29/17 | ||||
| 3/1/17 | 3, 4, 8-K | |||
| 12/19/16 | ||||
| 12/15/16 | 4, 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/26/21 Alto Ingredients, Inc. 10-K 12/31/20 107:9.1M EdgarAgents LLC/FA 1/28/20 SEC UPLOAD¶ 3/05/20 2:39K Alto Ingredients, Inc. |