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As Of Filer Filing For·On·As Docs:Size Issuer Agent 2/05/10 Renewable Energy Group, Inc. 425 1:1.0M Blackhawk Biofuels, LLC RR Donnelley/FA Central Iowa Energy, LLC Renewable Energy Group, Inc. Western Iowa Energy, L.L.C. |
Document/Exhibit Description Pages Size 1: 425 Filed Pursuant to Rule 425 HTML 100K
| Filed Pursuant to Rule 425 |
 CONFIDENTIAL Filed by REG Newco, Inc. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934. Subject Company: Renewable Energy Group, Inc. Subject Company: Western Iowa Energy, LLC Commission File No.: 000-51965 Subject Company: Central Iowa Energy, LLC Commission
File No.: 000-52429 Subject Company: Blackhawk Biofuels, LLC Commission File No.: 000-53651 |
 Copyright
2010 Renewable Energy Group ® 2 This presentation contains forward-looking statements regarding Newco, REG, CIE, WIE and
Blackhawk that involve risks and uncertainties. In some cases, you can identify
forward-looking statements by terms such as "may," "might," "objective," "intend," "should," "could," "can,"
"would," "expect," "believe," "estimate," "predict," "potential," "plan," or the negative of these terms, and similar expressions intended to identify forward-looking statements. These statements reflect current views with respect to future events and are based on assumptions and
subject to risks and uncertainties. Given these uncertainties, you should not place
undue reliance on these forward-looking statements. These statements reflect current
views with respect to future events. These statements are based on assumptions and
involve known and unknown risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward-looking statements. |
 Copyright
2010 Renewable Energy Group ® 3 • Industry Conditions • REG Strategy and Reasons for the Consolidation • Transaction Participants and Company Descriptions • Renewable Energy Group, Inc. (REG) • Blackhawk Biofuels, LLC (Blackhawk) • Central Iowa Energy, LLC (CIE) • Western Iowa Energy, LLC (WIE) • Existing Operating Structure • Future Operating Structure |
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2010 Renewable Energy Group ® Industry Conditions • U.S. production capacity in excess of demand, fragmented industry • Limited access to capital • Commodity fluctuations – highly volatile • Development and access to future feedstocks • European Commission anti-dumping and countervailing duties • Blenders’ tax credit extension: lapsed and awaiting extension • RFS-2 standards and implementation: awaiting announcement • States: mandates, incentives, low carbon fuel standards 4
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2010 Renewable Energy Group ® REG Strategy • Continue as a leading manufacturer, marketer and distributor of biofuels and specialty chemicals • Sustain and pursue excellence in all aspects of operations: • Biofuel production • Sales, marketing & distribution • Procurement and risk management • Operations management • Plant upgrades and emerging technologies implementation • Lead efforts into future feedstock development • Enter
new markets for renewable products 5 |
 Copyright 2010 Renewable Energy Group ® Reasons for the Consolidation 6 Operating & Management Benefits: • Greater production capacity • To satisfy RFS-2 demand for obligated parties • For pursuit of sales to large, petroleum-based customers • To better compete with large, supply chain-integrated biodiesel producers • Centralized production scheduling, reduced costs from better feedstock yields as a result of reduced feedstock variability
• Improved risk management across all production facilities from centralized procurement and logistics management and more efficient decision making • Stronger commercialization partner for the development of new technologies to improve efficiency of biodiesel production
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 Copyright 2010 Renewable Energy Group ® Reasons for the Consolidation 7 Cost Advantages: • Streamlined procurement and supply chain management that should result in lower costs across all plants • Lower plant-level general and administrative costs and less plant- level professional services Access to Capital Advantages: • The greater scale of the combined company’s operations should put it in a better position to obtain credit to support its operations •
A larger, more diversified company will be better positioned for a stock exchange listing |
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2010 Renewable Energy Group ® 8 Renewable Energy Group ® , Inc. (REG ® ): A Complete Biodiesel Solution • Operator of network with 302 million gallons per year (mgy) of aggregate production capacity • Network currently consists of two plants wholly-owned by REG, and seven independently owned and governed plants, including Blackhawk, CIE, and WIE • Industry leadership • Began business in 1996 • REG formed
in 2006 • Tremendous growth opportunities across biodiesel value chain • Experienced and stable management team • Headquartered in Ames, Iowa with locations nationwide • Redefining biodiesel quality • REG-9000 biodiesel meets or exceeds industry quality specifications • Marketed through existing nationwide petroleum infrastructure TM |
 Copyright 2010 Renewable Energy Group ® REG Vertical Integration Feedstock & Production R&D Feedstock Extraction & Refining Conversion to Fuel Fuel Sales & Marketing Fuel Distribution Customer Service
& & Logistics Admin Feedstock Production (Development phase) 9 Leading biodiesel company through vertical integration in all areas except feedstock production |
 Copyright 2010 Renewable Energy Group ® East Fork Biodiesel 60 MGY, Completed: 11/2007 Algona, IA REG Emporia 60 MGY, Startup: TBD Emporia, KS REG New Orleans 60 MGY, Startup: TBD Destrehan, LA Low free fatty acid feedstock conversion (soy, canola, refined fats) Low REG Network of Biodiesel Production High High free fatty acid feedstock conversion (fats,
corn, waste greases) Western Iowa Energy 30 MGY, Startup: 6/2006 Wall Lake, IA Central Iowa Energy 30 MGY, Startup: 5/2007 Newton, IA Iowa Renewable Energy 30 MGY, Startup: 7/2007 Washington, IA Low High Low High Low High Blackhawk Biofuels 45 MGY, Startup: 11/2008 Danville, IL Low High REG Houston 35 MGY, Startup: 08/2008 Seabrook, TX REG Ralston 12 MGY, Startup: 3/2003 Ralston,
IA Low Low Low SoyMor Biodiesel 30 MGY, Startup: 8/2005 Glenville, MN Low Western Dubuque Biodiesel 30 MGY, Startup: 5/2007 Farley, IA Low Multi-feedstock Capabilities Low High Low High 10 |
 Copyright 2010 Renewable Energy Group ® 11 REG Sales & Marketing: REG-9000 ™ REG-9000 is a trademark of REG • REG markets, sells and distributes biodiesel and co-products produced at network facilities • REG has created a national distribution system to supply REG- 9000™ brand certified biodiesel • Provides customers with options while offering
confidence in the high quality REG-9000™
biodiesel available • REG-9000™ specifications meet or exceed ASTM D6751 – 09 requirements |
 Copyright 2010 Renewable Energy Group ® 12 Blackhawk Biofuels, LLC (Blackhawk) • Formed in April 2005 • 45 MGY biodiesel facility • REG completed a pre-treat upgrade in March 2009 • The plant utilizes multiple feedstocks • REG is responsible for the overall management of the plant |
 Copyright 2010 Renewable Energy Group ® 13 Central Iowa Energy, LLC (CIE) • Formed in March 2005 • 30 mmgy biodiesel facility • The plant utilizes multiple feedstocks and is able to pre- treat crude vegetable oil and crude animal fat • REG is responsible for the overall management of the plant
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 Copyright 2010 Renewable Energy Group ® 14 Western Iowa Energy, LLC (WIE) • Formed in September 2004 • 30 MGY biodiesel facility • The plant utilizes multiple feedstocks and is able to pre- treat crude vegetable oil and crude animal fat • REG is responsible for the overall management of the plant
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 Copyright 2010 Renewable Energy Group ® REG Emporia, LLC REG New Orleans Renewable Energy Group, Inc. REG Construction & Technology Group, LLC REG Services Group, LLC REG Marketing & Logistics Group, LLC REG Owned Plants Network Member Owned Plants Other Network Plants WIE CIE Blackhawk REG
Ralston, LLC Existing Operating Structure 15 Management & Operational Services Agreement (MOSA) REG Houston, LLC REG Ventures, LLC |
 Copyright 2010 Renewable Energy Group ® REG Intermediate Holdco, Inc. REG Construction & Technology Group, LLC REG Services Group, LLC REG Marketing & Logistics Group, LLC REG Owned Plants * Transactions Pending Network Member Owned Plants Other Network Plants Future Operating Structure REG Ralston, LLC Renewable Energy Group, Inc.
REG Houston, LLC REG Emporia, LLC REG New Orleans Blackhawk Biofuels * (REG Danville, LLC) REG Newton, LLC * REG Wall Lake, LLC * REG Seneca, LLC * Management & Operational Services Agreement (MOSA) 16 REG Ventures, LLC REG Newco, Inc. will be renamed Renewable Energy Group, Inc. and “old” Renewable Energy Group, Inc. will be renamed REG Intermediate Holdco, Inc. |
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2010 Renewable Energy Group ® The Combined Company Should Lead To…… 17 • Stronger, more diversified, RFS-2 focused company • Higher probability of liquidity • More appealing enterprise for capital markets • Enhanced agility, decision-making, and speed to market • Greater efficiency, improved economies of scale • Natural combination of superior industry teams and assets |
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2010 Renewable Energy Group ® Initial Allocation of Shares to Transaction Entities 18 Total Shares 54,094,209 Common Shares 36,847,478 Preferred Shares 13,714,820 Common warrants and options 3,531,911 •CIE 158,342 •BH 132,680 •WIE 259,441 BH 335,924 REG 3,195,987 CIE, 4,242, 292 REG, 18,87 5,117 BH, 6,753, 311 REG, 13,164, 357 WIE, 6,966 ,758
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