Friday, April 1, 2011

Could It be? Annual Report is Out!

Its official - We Moved!
GreenShift’s corporate headquarters were previously located in New York, New York under a $10,000 per month five year lease terminating in June 2011. In an effort to further reduce costs, the Company moved out of this office in November 2010. The Company’s corporate headquarters are now located in Alpharetta, Georgia. The Alpharetta lease is a three year term that terminated on February 2011, at which time the lease was extended by another year. The monthly lease payment is $1,600. p.25

A Backstop
MIF and current management have provided GreenShift and its affiliated companies and subsidiaries with more than about $14.8 million between January 1, 2005 and December 31, 2010. Viridis, the Kreisler Trust and our chairman collectively loaned about $8.4 million of this amount, about half of which was subsequently canceled, forgiven and contributed to shareholders' equity. Additional financing from these investors is available if necessary. p.34

Infringement - Recent Synopsis
As part of the MDL Case, on November 15, 2010, GS CleanTech amended its complaint filed in the New York I Action to include a claim of patent infringement personally against the founder, CEO and President of ICM, and ICM amended its complaint filed in the Kansas action to include a claim seeking a declaratory judgment that the '858 Patent is unenforceable. On November 30, 2010, in the MDL Case, GS CleanTech filed a motion to dismiss ICM's amended complaint (including its claim seeking a declaratory judgment that the '858 Patent is unenforceable) or, in the alternative, to transfer the Kansas case to New York for inclusion in the New York I Action. ICM has opposed the motion to dismiss. On December 10, 2010, in the MDL Case, GS CleanTech filed motions to strike the affirmative defenses that the '858 Patent is unenforceable asserted by Cardinal Ethanol, LLC; Big River Resources Galva, LLC; and Big River Resources West Burlington, LLC; and Lincolnland Agri-Energy, LLC. Each defendant has opposed the respective motion to strike. On February 14, 2011, GS CleanTech notified the court in the MDL Case that it will not be proceeding with a motion for preliminary injunction. On February 24, 2011, in the MDL Case, in connection with its breach of contract counterclaim against GreenShift Corporation, Adkins Ethanol, LLC filed a motion for judgment on the pleadings or in the alternative partial summary judgment on the issue of liability on the issue of breach of contract and partial summary judgment on the issue of damages. On March 24, 2011, GreenShift filed an opposition to Adkins’ motion.

Management's Look at Infringement Cases
There have been no substantive rulings on the merits on any of the actions included in the MDL Case and Management is unable to characterize or evaluate the probability of any outcome at this time. The Company intends to take all necessary steps to bring infringement of its patents to an end, including filing additional lawsuits involving any and all infringing use of the Company’s patents. The Company further plans to seek additional relief for instances of willful infringement. The Company’s position is that any infringing ethanol producer is liable for any infringing use of the Company’s patented technologies beginning on the publication date of the application that led to the ‘858 Patent.

SEE HERE

20 comments:

nobody123789 said...

Skunk,

Please comment on data from page 11 where GERS estimates the value of corn oil as $3.60 per gallon. ($2890/803). Since this is 45% below current market price and since GERS royalties are based on a percentage (20% I believe) of this value doesn't this estimate significantly underestimate future revenue?

BillV said...

"We are not likely to be
profitable for the twelve months ended December 31, 2011"

Not exactly something I was hoping to see in this report.

Anonymous said...

good news is they had the report out by early April 1 - they must have been trying hard to hit 3/31.
REvs up 57% between 3rd and 4th quarter if my math is correct. debt reduction goal met and and VERY confident about 2011 sales prospects - me thinks they must be in final negotiations with some potential clients to be so confident or may have to do with pending settlements.

Maybe we get the 1q11 on time too? looking forward to that for sure.

nobody123789 said...

The 10-K has many conflicting statements in tone and substance, compare to your quote:

Page 31 -- " ... will enable us to begin repaying debt out of cash flow alone by the end of the year"

Page 33 -- "We anticipate elimination of the residual operating loss as we transition to operating income this year in connection with the start-up of all the extraction systems licensed during 2010"

Page 35 -- "... given our expectation that we will produce sufficient cash flow from operating activities on an ongoing basis to cover all of our overhead needs moving forward".

The next filing for quarter one will be telling. You almost need to do your own arithmetic and analysis of what was provided to draw any judgments here.

nobody123789 said...

Another confusing statement based on the market value being below the par value (which it is not) On page 24 -- the dreaded R/S appears to be confirmed, " ... we must either incur costly penalties, or implement one or more additional reverse stock splits to insure that conversion prices will equal or exceed par value of our shares". Sounds like at least one R/S is coming. I cannot purchase any more shares until this occurs. But, it could be another misleading statement, since the premise upon which it is based is false.

Neil said...

Nobody, the statements you refer to may not necessarily be conflicting. Pages 31 and 35 refer to cash flow, page 33 refers to operating loss. Op loss will include various write-offs so could be negative even if cash flow is positive. I'm much more concerned with cash flow as this will drive the business and enable pay down of debt.
I suspect that the report was written over a lengthy period, hence the $3.60 price for corn oil used.
I'm very happy that they've got the report out in time - this is much more professional.

nobody123789 said...

Neil, I agree all-in-all positive and I am eagerly waiting to see if this positive direction continues in first quarter filing. My comments were directed at BillV's statement (above) from the filing which was correctly cited but in conflict with what I quoted from the filing.

Jim said...

10-K looks really good, as I expected. Looking forward to seeing the 10-Q for the first quarter. It is all about debt reduction. I think the move to Ga. was more about showing shareholders they mean business.

They already mentioned that debt has been reduced another 10M, and can drop it another 6M based on performance of the JV. We should see further debt reduction from cash flow for Q1. It looks like our President is under promising and over delivering.

The 15% issued to the CFO is significant. I wonder if he has found a capital investor for GERS?

Big Easy said...

The 15% issued to the CFO is significant. I wonder if he has found a capital investor for GERS?

Interesting comment. Remember when they landed the GE deal it was PRECEEDED by two days with the announcement that Carroll was made president. After it failed president title was taken away for a spell but then he has held it since. A bonus to Mr Carroll MIGHT mean something good . . .

The Galatian Free Press said...

Anyone else notice a slight upgrade in the formatting and language in the 10-K?

Nice charts showing the contribution of corn oil profits to the industry. Those weren't in previous filings.

And, it seems to me that the language has been polished a bit ... better grammar and sentence structure than before.

The Galatian Free Press said...

Regarding the change in headquarters location, I wonder if the Kreisler and Carroll families will be moving to the Atlanta area? Or, just working from home offices still in New York?

I moved to Texas from the Boston area recently and experienced a significant increase in housing affordability, which is a BIG factor in terms of living expenses.

We sold a 1,700 square foot condo in Lexington, MA. For less than half the selling price on the condo, we bought a 3,400 square foot home with about 0.2 acres!

More than twice as much home for less than half the price!

nobody123789 said...

JLG,

Agree with your assessment of the professionalism of the 10-K. I have read it thoroughly several times. If you do you will notice some internal conflicts in tone, voice, and data that I pointed out here and elsewhere. I attribute this to the possibility that the 10-K was written by several people over an extended time period. For example, the $3.60 price for corn oil used to estimate revenues. This means to me that it was very important to KK to get this out on time. The significance of that is left to our speculation.

nobody123789 said...

Skunk,

Still digesting the 10-K? Surprised you haven't provided your perspective.

Neil said...

I agree that the 10K is a vast improvement, but still not perfect. However a new commitment to getting this done on time is vital to appear more professional IMO. On the other hand I would expect this as a minimum from the CFO if, as has been indicated, he's just been given a grant of shares. To me this part of his job, not something that deserves special rewards.
Regarding the 15% grant of shares I don't see how this can be for doing a special deal. If a deal has been done, we would know about it due to disclosure rules. If it hasn't yet been done, there should be no grant of shares based on a maybe.

nobody123789 said...

I tried a test buy with USAA this afternoon. The DTCC restriction is still in place:

"We are unable to process the order referenced above. This symbol (GERS) is not eligible for trading Please call our Customer Service line (800) 531-8186 if you need further assistance. "

Why doesn't GERS clear up this DTCC restriction? This trading restriction makes GERS look and feel like a grey market stock!

Neil said...

Agreed - I'm still unable to buy stock through Ameritrade and they've stopped embarassing themselves by answering my questions as to why.

The Galatian Free Press said...

I sent an email to KK, asking for an explanation of the 15% stock bonus to EC ... and some other questions about the 10-K.

No reply, yet.

The Galatian Free Press said...

Can anyone tell me how many of our current licensees are up an running? How many are using Method I?

The Investor Relations guy at GPRE (Jim Stark) said that GPRE is not yet sold on Method II. Apparently, they are only using Method I, so far.

Jim said...

JLG,

Did you change your name again?

nobody123789 said...

GERS claims to have the patents for celluosic oil:

Cellulosic Oil™ technology also has the potential for use in a number of applications outside of the ethanol industry, including pulp and paper, sewage, trash, and qualified industrial wastewater applications. Any successful use of Cellulosic Oil™ technology in these markets will also require use of our patent-pending oil extraction technologies, thus enabling opportunities for growth beyond the corn ethanol industry.


A recent article in the NY Times indicates that 100s of millions of dollars are being spent on developing these plants:
http://www.nytimes.com/2011/03/31/business/energy-environment/31ETHANOL.html?_r=1&scp=1&sq=celluosic%20oil&st=cse

Does this mean another revenue stream for GERS or a faded hope, dashed on the rocks of court proceedings for patent infringement ?

 
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