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Gevo Inc Presents at Renmark Virtual Non-Deal Roadshow Series

Nov 14, 2024

Moderator

Hello and good morning, ladies and gentlemen. Welcome to today's virtual non-deal roadshow. My name is Julia Perron, a virtual event moderator here at Renmark Financial Communications. On behalf of our team, we'd like to thank everyone in Los Angeles and surrounding areas for joining us today for the presentation of Gevo Inc., trading on the NASDAQ under the ticker symbol GEVO. Presenting today is Eric Frey, Head of Investor Relations, alongside Leke Aderibigbe, Executive Vice President of Finance. The presentation will last approximately 20 to 25 minutes and will be followed by a formal question-and-answer session for which you can participate in using the chat box on the top right-hand corner of your screen. And with that, I will hand it over to Eric.

Eric Frey
Head of Investor Relations, Gevo Inc.

Thank you. Thank you, Julia. Yeah, so I'll hand it over to Leke in a couple of minutes, but thanks for those who are joining. If you're an existing shareholder, thank you for supporting our mission, and if you're not an existing one, thanks for joining so we can tell you about our story. You can find a lot more information on our website if you go to the Investor Relations portal on gevo.com and look at news and events. You'll see a listing of all of our past presentations pretty much over the past 12 months, including our corporate presentation, which lays out Gevo generally.

We're fundamentally a carbon abatement company focused on taking large sources of feedstock, primarily from sugars and carbohydrates, which are in great abundance, and using existing technologies in a low-carbon way to make commodity products like diesel, like jet fuel, food and feed for the agriculture industry, and methane or natural gas, but in a low-carbon way. So the same molecules, same fuels that industry and heavy-duty transport needs to operate without replacing engines, without replacing the entire fleet, which would be prohibitively expensive in many cases or technologically not very feasible in other cases. So that's Gevo's mission. We're going to spend most of the time talking about a specific topic, which is our Net-Zero 1 project. It's a large greenfield project in South Dakota, and I'll spend more time on that in just a moment.

But I'd like to briefly mention another important announcement that we made in the past several weeks, which is our planned acquisition of an ethanol plant and a carbon capture well and a pore space in North Dakota. And those assets are owned currently by a company called Red Trail Energy. We expect that acquisition to close in the Q1 of next year. And that's a really transformative milestone for us as well, in addition to the commitment on the DOE loan that Leke is going to talk about in a minute. I just wanted to mention that that acquisition is separate. It doesn't require a DOE loan or anything like that. These are two totally independent things. I also wanted to mention that Red Trail brings with it, at least last fiscal year, fiscal 2023 for Red Trail, about $200 million of revenue.

So that's very transformative for Gevo. But let me switch gears and talk about, just set up the Net-Zero 1 project, what that is, and then Leke is going to talk about our financing plan, which the cornerstone of that is a commitment from the Department of Energy for their loan program. And he'll talk more in detail about that. Let me talk about the Net-Zero 1 project at a high level. So at a high level, reducing greenhouse gas emissions is an important problem for the world, and that's what creates the demand for our business. And it's an international, global demand that comes in many forms. In some countries, there's a mandate. In other countries, there's credits and rewards for reducing carbon footprint. But that's basically what creates the demand for our business.

When we're talking about the Net-Zero 1 project, essentially the idea is, can you get to the same end product, jet fuel, that works in the existing commercial airline fleet because it's very difficult to electrify a jet airplane? And can you co-mingle that with fossil jet fuel to reduce greenhouse gas emissions? And what you're seeing on this page is the concept of a circular way to make jet fuel. And when you make it this way, it's called sustainable aviation fuel. And co-mingle that in existing engines with existing fossil fuels to reduce the carbon intensity significantly of the whole system. And the way it works basically is plants, whether it's forests or crops that are grown for food and agriculture, they consume carbon dioxide out of the atmosphere and they're powered by the sun.

I think there's a lot of discussion these days about direct air capture where people build machines out of steel to do the same thing. But that's what plants do. They're nature's direct air capture system that's solar powered. Biomass that was made that way millions of years ago gets sometimes trapped underground and eventually makes crude oil. And that's where we get the majority of the oil and gas industry. It actually comes from the same thing. Here, what we do is instead of taking fossil fuel from biomass and plant matter that's been underground for millions of years, we take that same biomass that's above ground, in this case, corn. And the U.S. is one of the world's largest corn producers.

Corn is primarily grown partly to feed humans, but actually most corn in the U.S. is grown to grind the kernels and make protein for animal feed. So you feed it to cows and chickens and that kind of thing. The remaining product that comes from corn is the sugar. And today we have an abundance of sugar. Some would argue that we have too much sugar. That can either be used as a high-calorie sweetener, or in many cases in the United States, you can ferment that sugar into alcohol, into ethanol. And the United States is the world's largest ethanol producer. So a lot of the sugar is fermented into ethanol. And ethanol today is blended into gasoline. What Gevo is doing is really just taking that one step further. At least at Net-Zero 1 , it's not about proving a new technology.

It's really about taking existing catalytic chemistry and just taking that ethanol one step further and making jet fuel and a little bit of diesel and naphtha too, but mostly jet fuel. And when you do that, what you end up making is the same molecule. It's just 12 carbon atoms together. It works in jet engines. But when you make it through this process, it becomes known as sustainable aviation fuel. And a lot of airlines around the world are under pressure to use sustainable aviation fuel because it's a must-have method for that industry to reduce its carbon footprint. And the reason it reduces carbon footprint is because, like I said earlier, at the end of this chain, when you burn a jet fuel, you emit carbon dioxide. But in our case, that jet fuel came from plant matter, which consumed carbon dioxide.

And so it's part of a circular system that can get to a net zero greenhouse gas footprint. Or if you blend it with existing fossil fuels, you may not get to net zero in total, but if you combine a net zero fuel with a positive greenhouse gas footprint fuel, the whole thing, you may reduce greenhouse gas emissions by, say, 50% if it's a 50/50 blend, for example. And so it's a way for the airlines and natural gas industry to reduce its carbon footprint significantly using existing scalable technologies that exist. It just requires some engineering. You have to engineer a plant that will take ethanol all the way to jet fuel, which historically hasn't traditionally been done. Historically, industry has done things like take ethanol and make ethylene or take olefins and make other products from those.

But to have the whole thing in one location where you start with corn, you have an ethanol intermediate, and you end up with sustainable aviation fuel, that's a unique solution that Gevo has brought to bear. And part of that unique solution is to do tweaks, like electrify parts of the plant and build a wind farm about 10 or 15 miles away from the plant so that you're using more wind power to further reduce the carbon footprint of that plant. In places like South Dakota, where this plant is to be located, there's a lot of wind resource. There aren't as many wind farms as there could be to take advantage of that wind resource.

But if you build, because there's not huge population centers, but if you build a large plant that's designed to consume more electricity, say 100 megawatts or at least require 100 megawatts or so of capacity, now you can harness the wind. And so you end up with, even though you can't build today a wind-powered airplane and you can't make wind-powered beef, this plant will make jet fuel and will make animal feed that was wind-powered. And we can also do things like carbon capture. So when you ferment sugar to ethanol, you get two things: a really clean alcohol that's really useful to do the catalytic chemistry that you can then use to make hydrocarbons and jet fuel, and you get carbon dioxide, an additional stream of carbon dioxide. Well, that carbon dioxide, again, came from the atmosphere at the beginning of this supply chain.

And so that's really, and it's also a very pure, high-purity stream of carbon dioxide. So it's a really attractive target to cost-effectively capture that carbon dioxide and sequester it underground and further increase the value of that product, as well as take advantage of existing incentives to do things like carbon capture to make things like biofuels and producing sustainable aviation fuel. And so that's the idea of the business system that Gevo has in mind. And Net-Zero 1 is the name of sort of our flagship greenfield project in South Dakota that we want to talk about. Two more things I'll mention, and then I'll hand it over to Leke to talk about the financing.

The first is that this project. This is something that's very surprising when we communicate this, but the method of taking corn and making it into ethanol and then making it into jet fuel, the cash cost of production for a plant like that, once it's operating, is competitive with fossil jet fuel. And we've put these numbers out there. We've been very transparent about how you get to those numbers. But basically, the high-level math is it costs us about $3 or $4 per gallon of jet fuel all in to make it in terms of the cash cost of production. So not including the capital cost, return on return of capital, depreciation, excluding that just for the moment. The point is, if you're operating, you're actually in the zip code of being competitive with fossil jet fuel. And this is the beginning of a new industry.

I say competitive, although really in some ways it's compatible with fossil jet fuel because you'd be mixing it and reducing the greenhouse gas footprint of the combined jet fuel supply, both fossil-based and SAF-based. But that's a really important fact. When you include the capital cost and margin and return on equity and return servicing debt that's required to build a new facility, that's where we require some form of credit from either policymakers or from the airlines. That's where we require additional green premium, as some folks refer to it. The good news is that that green premium exists in the form of a number of incentives, both state and federal and abroad, like in Canada, that have actually existed in some cases for many years.

Like, for example, the EPA's Renewable Fuel Standard, which has existed for many, many years, the 45Z tax credit, which is an extension of what used to be called the Blender's Tax Credit, which was around for many, many years, and the Low Carbon Fuel Standard in California, which again has been around for a while, not as long as those other programs, but it's been around through multiple different political environments, as well as new incentives. Like in Minnesota and Illinois, there are SAF tax credits in those states. And so we think we're very excited because there's this enormous supply of carbohydrates in the United States and globally. And today it's being used to make things like ethanol and sugar. And those are things that are in long-term demand decline, potentially, as people have less sugar in their diets and as vehicles are electrified.

And then you have this enormous demand for sustainable aviation fuel that seems to be not going away and is not being met. And so Gevo's goal in making the Net-Zero 1 product is to bridge that supply with that demand, essentially, with existing technologies, but with a clever engineering solution that reduces carbon footprint. The last thing I'll say, and then I'll hand it over to Leke, is, and actually, let me go to slide eight. This project benefits rural communities right now in the United States, we hope in the future globally. With industrialization and digitalization, we've kind of, to some extent, neglected the rural economy and rural communities. And we think at Gevo we need to revive that and pay a lot more attention to it in a clean energy transition.

If we're going to get to net zero, we have to take care of our rural communities because they have the solar-powered direct air capture system that nature has given us, which is crops and forests and land. This is expected to be the largest capital investment in the history of the state of South Dakota, which we think is really positive for our stakeholders and our partners in South Dakota. It's projected to return about $170 million per year annually to the local South Dakota economy, which is, we think, very important. So it benefits communities. A lot of what's being purchased by the plant would be corn. A lot of that corn comes from the local region. There's no big ship, container ship coming from some foreign country delivering input to that plant. That plant's buying it from the farmers in America who are in that region.

It's expected to create over 1,000 indirect jobs during construction and provide about 100 full-time jobs once it's operating, and a couple of other things I'll touch on just briefly. We think it has appeal to both sides of the political aisle for a number of reasons, and Leke can embellish this because, number one, it's working on reducing carbon footprint. But also, this is something that the world is demanding, and we're supplying the world that demand from local, regional jobs and infrastructure and investment. And it helps create more energy from more sources. That wind exists, and this plant helps you build a wind farm nearby that will harness that wind to produce more energy and more food that makes the U.S. more domestically resilient and increases its energy infrastructure.

So there's a lot of reasons that Gevo is excited about this for our stakeholders as well as all of our partners who support this. So that was an introduction. There's much more to say about Gevo in general and the Net-Zero 1 project in particular. But maybe I'll hand it over to Leke, to you, to talk more specifically about our financing plan, our DOE loan, and what impact, if any, we see the election having had, because I know that that's top of mind for folks.

Leke Aderibigbe
EVP of Finance, Gevo Inc.

Thank you, Eric. Hello, everybody. My name is Leke Aderibigbe. As Eric in the introduction said, I'm going to be speaking to the Net-Zero 1 overview, where we are in terms of refinancing. I apologize if my voice is coming across maybe slightly low, but I'll do my best to yell. I'm getting over a cold, but feel free to ask any clarification questions during the Q&A session, and I'll step through all the nuances around refinancing as well. Maybe just to start with the key milestone that we achieved in October. So on October 16th, we achieved the conditional commitment approval from the Department of Energy Loan Program Office. The quantum of the DOE loan that we were successful to achieve was for $1.63 billion. The direct lender is the Federal Financing Bank, and the Federal Financing Bank is a subsidiary of the U.S. Treasury.

100% of that loan facility was guaranteed. The component of that $1.63 billion debt facility is about $170 million capitalized interest during construction for that facility. $1.46 billion is actually going to go directly towards Net-Zero 1 project cost. The rest of the project cost, we are going to be raising project-level equity capital to fulfill those capital commitments in addition to Gevo funding its pro rata share. What this landmark milestone does mean for us is it does a couple of things. It does de-risk from a financing perspective our ability to raise the rest of the capital stack. It does de-risk the project quality, the integrity of the project as a whole. Just a little bit of background in terms of project financing, how this works at this scale.

A lot of the project finance lender, including the Department of Energy, they have to undertake tremendous amounts of due diligence of the project to understand the integrity of the project, to understand risk mitigation and risk allocation between the project stakeholders, and evaluate the ability of the project to achieve project completion. I raise that point because it's quite important for us to understand that for you, for any project to be able to achieve this type of milestone or conditional commitment, there has to be an aspect of de-risking execution. And you de-risk execution by first executing in terms of putting together the project, and then putting in place the right measures for the project to be constructed, completed for the financiers to get comfortable to be able to underwrite the project. So we're very excited about this milestone.

This is a crucial step or cornerstone of our financing for Net-Zero 1 . With that said, the rest of our equity raise or the rest of our capital raise, I'll touch on that a little bit later as well. We're going to be seeking to raise equity capital from infrastructure funds from private equity investors and we've commenced interactions and discussions with these parties, and those have kicked off to a very strong start. They're leveraging interactions and where we are with the DOE as we are engaging with them, so we're seeing very positive traction on that front as well, so to take a step back, just to talk through, Eric gave a very good overview in terms of what Lake Preston Net-Zero 1 does look like.

Net-Zero 1 at Lake Preston is a very unique farm-to-SAF project that's going to produce about 60 million gallons of SAF. In addition to that, we are going to produce in about 1.3 billion pounds of proteins and animal feed products and about 30 million pounds of corn oil. The combination of this production output, I think, uniquely positions our project to be part of the solutions for energy and for food. I think this is a very unique parameter that distinguishes our project. The project, as Eric was alluding to, has a very low carbon footprint. So, in fact, over 600 metric tons of CO2 abatement will be achieved on an annual basis. And we are achieving this, call it this level of carbon abatement by the proprietary configuration of our facility.

What's meant by that is the combination of a proprietary heat integration that Gevo has introduced to the facility. We have a fully dedicated wind farm to power the facility, which enables us first to reduce our dependency on fossil fuel natural gas by 65%. We are sequestering the biogenic CO2 that the facility, the ethanol process, is producing, which is also a key feature to have that capability. Lastly, we are using green hydrogen. We've got a third party that will be building a green hydrogen facility at our facility as well to enable the production of SAF. The configuration, as I mentioned, is very unique. I think bodes very well presents a lot of unique characteristics for our project.

But also, just moving on to the next slide, what's unique about our facility is the careful thought process for piecing together the key project stakeholders, the key players that's going to deliver the project that enables project completion to be tremendously de-risked, which is the basis for us to garner the support or the interest of the Department of Energy to instill confidence of the project by their consultants to get to a point where we're able to actually negotiate the term sheet and to arrive at conditional commitment. What I mean by that is, from a delivery perspective, our EPC contractors are best-in-class EPC parties. So you've got Fagen that was responsible for building a tremendous amount of ethanol facilities in the U.S. as the EPC contractor. And then we have McDermott that's going to be delivering the hydrocarbon facility.

The combination and the integration or the governance of these two EPC contractors delivering the project tremendously reduces the ability for the project to be completed. The EPC contract has the bells and whistles that's required for project financing of this sort to be executed. What I mean by that is the fact that we do have the necessary control terms, the risk schedules, the price for the contract, and the ability for any completion issues to be addressed. So in terms of liquidated damages, delayed performance buy-downs, those are embedded in our EPC contract. The construction structure has the necessary contingent capital to tackle any sort of issues, completion issues related to completion of the project. And then the equity sponsors would also have contingent equity deployed to the project.

But more importantly, from a technology perspective, there is an end-to-end wrap in the form of technology risk insurance that we're bringing to the table to enable that all issues related to technology can be fully addressed. From a technology perspective, Fluid Quip is a technology provider, very prominent name in the ethanol space, and Axens is the technology provider for the alcohol-to-jet component that dehydrates the ethanol, then dimerization, oligomerization, and hydrogenation takes us to the production of SAF. As I mentioned earlier, we are partnered with parties that are going to essentially provide the sequestration of our biogenic CO2. We've got a fully dedicated wind farm, and then there is going to be green hydrogen produced that feeds into the hydrocarbon facility to produce SAF, so that configuration and the construction of the current actually underpins financing, and we do not want to understate the importance.

I think what uniquely positions our Net-Zero 1 project, but all of the projects that we have in our portfolio to be able to attract capital and to be able to work towards arriving at project completion. Taking a step back, maybe a little bit on what that milestone of conditional commitment from the DOE actually means. When we arrive at conditional commitment with the DOE in October, the Federal Financing Bank is actually earmarking that $1.6 billion for Net-Zero 1 . Those funds are actually earmarked for Net-Zero 1 . What's unique and what's very positive about that is, irrespective of the administration in place, those funds cannot be called back or revoked from the project.

However, we have to work diligently with the Department of Energy Loan Program Office to negotiate the closing documents for the financing and also to satisfy conditions precedent to be able to arrive at financial signing and ultimately to arrive at the drawdown of the debt facility loan. I make that point specifically to hopefully communicate the nuance that with the unique characteristics of our project, again, from ATJ to SAF, the attributes that Eric went over from the fact that from a business system perspective, we touch on agriculture, job creation. We touch on the fact that energy security is on the table, peripheral economy is being developed. Those are soundbites for that cuts across bipartisan support. We are seeing those bipartisan support at this time, and we expect to continue seeing those when the new administration comes in in January.

As a matter of fact, our expectation is when the transition comes in next year, we will be doing our best to accelerate bringing the new team up to speed to effectively minimize any chance of a delay, but in terms of execution risk of the financing, we're very confident, and we can assure you that everything that we can do to accelerate or to arrive at financial signing and financial close for the loan facility, we will be able to put those in place, and those milestones would take place as quickly as possible.

I think maybe just one thing to stress upon in the rest of the capital financing raise workstreams that we have going on is, first of all, just to say it right off the cuff, based on the preferred ownership share that Gevo is going to have in Net-Zero 1 , there is no expectation that Gevo will need to raise corporate-level equity at all for this project. All financing for Net-Zero 1 is going to be project-level financing. The DOE loan is a project-level financing. There is not going to be recourse to Gevo parent upon the completion of the project. The equity capital is going to be raised and injected directly into Net-Zero 1 entity. Net-Zero 1 entity is going to be a project bankruptcy remote entity, and it's a special purpose entity.

Net-Zero 1 , as it currently stands, is a very resilient project that delivers attractive returns to equity and offers downside protection. We are structuring the downside protection, a combination of financial structuring and also, call it the revenue component for the project, so we do have some revenue certainty that the SAF offtake contracts do provide, and that helps with the resiliency and also helps from a downside economic protection both to our lenders and our equity investors. That is another unique feature of our project and why we are seeing tremendous amounts of traction both on the debt side, obviously, with the DOE landmark milestones with the conditional commitment, but also with our conversations with the equity investors. As I probably mentioned earlier, the Net-Zero 1 being a late-stage development project, that was alluded to the fact based on where we are today.

But just to stress or give you another data point, to date, from a development perspective, Gevo, as the current project sponsor, has deployed over $200 million to develop the project to essentially substantiate the project quality to the financiers and to the DOE to put in place the necessary legwork to develop the project to date. And by financial close, the current projection is about $250 million would have been deployed to de-risk the project as of that time. That is a very important metric for the equity investors to get comfortable with the DOE's participation, obviously, ahead of time. But also the de-risking component of those pre-development dollars moves things along tremendously. So from that perspective, we're very excited about Net-Zero 1 .

I think in terms of execution, in terms of the ability for us to get to financial signing and to financial close with the DOE loan, we're very confident and we're very excited about the journey that we have in front of us, and more importantly, we are very confident and excited about the unique features of our project, as Eric touched on, the parameters about the industries that we're stimulating, cuts across or generates bipartisan appeal. The agriculture industry is something that the current administration and the incoming administration have communicated support for, so our path to arrive at financial signing for the DOE loan, I just want to stress to you that we're very confident that that's something that we can get done.

And we'll do everything to make sure that during the transition of personnel in the DOE LPO, we'll do everything we can to accelerate the coming up to speed so we can arrive at that key milestone as quickly as possible. With that, I can pause there. Eric, I'm not sure if there's any other commentary that you probably want me to touch on the deck.

Eric Frey
Head of Investor Relations, Gevo Inc.

Yeah. Thanks, Leke. I'll just make a couple of comments to summarize a few key points, and then we'll maybe go to the Q&A, Julia, if we have questions that have come in. The first, I think the three important takeaways on the Net-Zero 1 project specifically are, one, it's fundamentally a very cost-effective, scalable solution to a big problem. The second is, in our view, it has bipartisan appeal. It should appeal to people who want to see reduced greenhouse gas footprint, who care about climate change. It should also appeal to people who want to see more U.S. jobs and investment and infrastructure that gives people value for what they're paying for in a cost-effective, scalable way and invests in rural communities in the United States.

The third takeaway is, in our view, we've achieved a major milestone with the commitment on the DOE loan, the conditional commitment. That was a major hill to climb. We think we've created substantial value by making the project bankable. That's the word that we use in these large project financings, which Leke is an expert in, and that's really been his career is in project finance. Making the project not just technologically feasible, not just lining up the customers, not just having the regulatory approvals and permits, but then finally making it bankable, and that's what Leke has been talking about, to bring in large infrastructure capital to support a high-growth company like Gevo. That's a major milestone. We're not done yet. There's more to do, but we view that as a major, if not the most important milestone, and that's now behind us.

Those are the three takeaways on Net-Zero 1 . Zooming out to Gevo, I just add three more things. One, we don't see ourselves issuing equity in the near to medium term. That's not the plan. Of course, we'll evaluate the situation constantly. If we have good uses of capital for more alcohol-to-jet projects to create a new industry, we'll assess that. But that's not the plan. We don't see that as being required. We see ourselves as very well capitalized. And in our financial planning and modeling, we intend to be good stewards of that capital. That's number one. Number two, we do see ourselves turning positive on an Adjusted EBITDA basis next year. And that's a combination of a number of things Gevo is doing, Net-Zero 1 being part of that. But remember, Net-Zero 1 won't be operating next year.

Net-Zero 1 , although it's extremely important, it's a flagship project for Gevo. Gevo not having to issue additional capital and turning Adjusted EBITDA positive, it's not a binary outcome conditioned only on Net-Zero 1 . So we have confidence in Net-Zero 1 , but we're also really excited about our acquisition, our renewable natural gas business, our Verity Carbon Solutions business, which we haven't talked about on this call, but it's a carbon tracking software business that Gevo owns. So I just want to make those high-level points about Gevo as well. Hopefully, this addressed the important subject of talking about the DOE loan, talking about Net-Zero 1 and its financing, and the impact of the election because I know that's been top of mind for lots of folks. So with that, thanks everybody for hearing us, listening to us today.

Julia, if there are questions, we can go to that.

Moderator

Excellent. Thank you, Eric and Leke, for the presentation. We will now move on to the Q&A. We have lots of questions to address, so let's get into it. Your first question for today, a viewer is asking, how does the U.S. election result specifically?

Eric Frey
Head of Investor Relations, Gevo Inc.

Not that, but Leke, I'll let you reiterate.

Leke Aderibigbe
EVP of Finance, Gevo Inc.

Yeah. No, absolutely. So the transition of administration, just like with any transition, we're going to have some musical chairs in the Department of Energy Loan Program Office. So our job is to make sure we accelerate the coming up to speed of the new team when they come in. Of rescinding the DOE loan commitment. In fact, the Federal Financing Bank committing or earmarking those funds for Net-Zero 1 cannot be revoked or clawed back at all. But we recognize and we appreciate the work of the current administration and the team in the DOE offices. Our project has bipartisan support. As I was mentioning earlier, the new team that comes in, our job is to make sure our project is top of mind, they get up to speed as quickly as possible, and we get to working on closing our financing.

So again, we are very optimistic and bullish in terms of what the direction of arriving at financial close for that DOE loan as quickly as possible.

Moderator

Excellent. Thank you for elaborating on that. Moving on to your next question. Does your acquisition of Red Trail depend on the DOE loan?

Eric Frey
Head of Investor Relations, Gevo Inc.

I'll answer that one. The short answer is no. They're really two independent things, although Red Trail is very complementary to everything Gevo is doing. But the acquisition of Red Trail is independent from the DOE loan.

Leke Aderibigbe
EVP of Finance, Gevo Inc.

That's correct.

Moderator

Excellent. Thank you for clarifying. Moving on to your next question. What exactly is the path to closing the DOE loans, and when is the timeframe for the close?

Leke Aderibigbe
EVP of Finance, Gevo Inc.

Yeah. So from where we are today, we just have to work through the closing negotiations or closing documents. This is the loan guarantee agreements, your credit facility agreements, so the discussions and negotiations of all those agreements are, we are on the way on those, and the final closing, again, as I was alluding to, we expect that the transition of administration is going to happen before that, but the exact timing of closing, we're actually not at liberty to talk about or to give indication of when that can happen, but all we can do is to work as expeditiously as possible, give the LPO and the consultants information, the key project information, negotiate the closing documents, and arrive at that milestone, which we're very confident that we can achieve in the coming months.

But the exact timing, that's not something that we can share or even project to the public.

Moderator

Excellent. Thank you for your response. Your next question. Please explain your pathway to positive EBITDA in 2025, and how does it incorporate the financing costs of the Red Trail acquisition?

Eric Frey
Head of Investor Relations, Gevo Inc.

Sure. I can handle that one. So if you look at, we put a presentation on our website. Again, it's under the Investor Relations portal. Go to news, events, and presentations, and you'll see a listing of presentations. And if you click on the one for the acquisition, when we announced the acquisition of Red Trail, you'll see a slide about turning positive Adjusted EBITDA and a list of sources for that. And let me just summarize those sources. So first of all, when it comes to the Net-Zero 1 project, although that will not be operating, we can't give precise details because it's in flux. But as a developer, we're going to be arguing for and seeking fee for certain milestones, including the milestones we would expect to receive next year. That could be. That's likely to be a non-recurring revenue.

It could be some combination of cash fee at closing or maybe at future milestones like commercial startup. Or it could be equity or a sweetener of equity in terms of our equity in the project. So there's a number of forms it can take, and we're working on it. But high level, there could be a substantial non-recurring revenue event for Gevo next year. That's possible. Number two, the 45Z, I'll mention briefly for biogas. So Gevo has a dairy manure RNG project that's been operating very well for the past couple of years. And in the Inflation Reduction Act, there's a 45Q, biogas 45Z. We've indicated that it'll depend on our carbon intensity score under that credit.

But if you take a negative 350 score and you plug that into the formula, you get something on the order of $20 million of value per year for the three years that that biogas 45Z is in effect. So that would be very significant for Gevo. And the reason that that's such a large number is because intrinsically, when you take manure, you capture the fugitive methane emissions, and methane is a very potent greenhouse gas. Repurpose it, clean it up, and make a replacement for fossil natural gas, that's a carbon negative process. So if your tax credit depends on carbon abatement, the tax credit becomes large. And that's basically why. We don't know the definitive rules yet from the U.S. Department of the Treasury of the precise way that that will be calculated. So there's a degree of uncertainty there.

But nominally, that's another source of revenue and EBITDA for Gevo next year, which would be very important for us. That's very meaningful for a company of our size. The third thing is Red Trail. That hasn't closed. We expect it to close in the Q1, but we've announced it, and we are confident that it will close. And Red Trail has audited financials. They're available on the SEC's EDGAR system that you can look up. Their 2023 fiscal revenue was $200 million. And we also see additional sources of EBITDA at Red Trail from the things that Gevo can bring to Red Trail. So for example, tracking the corn using Verity. That's a capability that we bring. Ensuring compliance in a number of carbon markets. Looking at voluntary carbon markets because Red Trail is uniquely situated that they have an operating carbon capture well.

And we believe that there's a market opportunity to go to purchasers of voluntary carbon markets and make the case that that carbon dioxide came from the atmosphere. What I was talking about earlier, plant-based solution to take carbon dioxide out of the atmosphere, that's solar power. That's essentially what plants do with photosynthesis. So that CO2 that's going down a well, a mile underground, and being permanently stored, we believe that that's a very valuable carbon capture credit. And Gevo brings capabilities to monetize that. So there's the historical, and then we see near-term uplift at Red Trail, assuming that we close. That would be part of that 2025 outlook. There's additional revenue at Verity. We recently acquired a company called CultivateAI. That by itself has well above $1 million of projected revenue for 2024 that we talked about. And that's growing rapidly.

So that's an existing business that we can help grow and scale. And it fits really well with Verity. When you look at all those sources that I just talked about, those are all things that are we think very near at hand in 2025. There's a number of factors that will impact the magnitude of that. But at a high level, turning EBITDA positive, we see is achievable if even a subset of those things turn out the way we're expecting. If all of them turn out the way we're expecting and planning on, we could be substantially EBITDA positive next year. And so we'll have a lot more details and precision on that in the coming months. But high level, those are the components that we're talking about.

Moderator

Excellent. Thank you, Eric, for your insight. Moving on to your next question. Will the company be issuing any equity at all for any reason, including the acquisition?

Eric Frey
Head of Investor Relations, Gevo Inc.

Yeah. So the short answer is that's not our plan for Red Trail. Our plan for Red Trail is the acquisition price is $210 million, including working capital. There may be working capital adjustments at closing. We expect we've targeted $100 million-$125 million of debt financing to support that with the remainder of our balance sheet. And so that's the plan. So the plan doesn't include issuing equity.

Moderator

Excellent. Thank you for your response. Your next question. What is the current book value per share and cash per share net of debt?

Eric Frey
Head of Investor Relations, Gevo Inc.

Sure. Yeah, that's a great question. In our opinion, it's an interesting entry point for an investor if they're looking at Gevo. If you look at our, let's see if I can do the math really quickly. I think if you look at our 10-Q from our last earnings, our book value of equity is about $500 million. Our market cap is less than that. If you divide that $500 million by the number of shares outstanding, you're going to get like $2.15, something like that, is just the book value of equity. We're trading below that, which I think is interesting because obviously book value doesn't take into account the value of these products that we have in front of us. It's not going to take into account a Red Trail acquisition, growth in RNG, growth in Verity, or Net-Zero 1 , much, if at all.

So that's how I'd answer that question. We have $300 million of cash, which includes some restricted cash on the balance sheet. And so if I do that math quickly, that comes out to about $1.30 per share, approximately. So that's just our cash value. So I think if you look at those numbers, we are very bullish on the company in terms of valuation perspective relative to where we are right now.

Moderator

Excellent. Thank you for elaborating on that. Your next question, a viewer is asking, when will construction begin on Net-Zero 1 ? How long will it take to build? And is there any legislation that can come into play that would keep the entire project from moving forward?

Leke Aderibigbe
EVP of Finance, Gevo Inc.

From a construction timeline perspective, the issuance of notice to proceed is typically with the EPC contractors simultaneous to when you finalize your closings, which are both your equity investors and your lenders. Based on what I articulated in terms of the timeline with the DOE process, we are working on closing that financing. Again, I cannot disclose a specific window that can get done. But what I can, again, reiterate is we're going to try and move as quickly as possible to arrive at that closing. As soon as we are arriving at that closing for the DOE loan, we are working on simultaneous closing with the equity raise. That process, again, is going on well. It's kicked off very strongly.

As soon as we have that line of sight in terms of when those financial close are going to occur, we will be issuing or at least alerting the EPC contractors to start preparing to mobilize their resources so that they can be ready to take on the obligation of the issuance of notice to proceed. From a construction timeline perspective, we are within the window of, call it, 40-ish months from the issuance of notice to proceed to first molecule being made from the facility. Effectively, we are really eager to get to that point of financial close so we can arrive at that first molecule being produced from the facility as quickly as possible as well. Oh, and in terms of if there is any sort of, call it, regulatory or legislative news that can change that outcome, we're bullish. Our project has bipartisan support.

We are going to be doing everything we can to accelerate arrival of financial close. This project checks a lot of the boxes while we think the new administration will want to get it done as quickly as possible. So from that perspective, we are just not necessarily aware of any of these externalities that can truly deter us from getting this project off the ground. So we're excited about where we are, just looking for ways that we can outperform the market in terms of arriving at those key milestones even sooner than maybe folks might be thinking is possible.

Moderator

Excellent. Thank you, Leke , for expanding on that. Your next question, a viewer is asking, would Gevo have a profitable business model if there were no credits for carbon abatement?

Eric Frey
Head of Investor Relations, Gevo Inc.

So I think it depends on what you're referring to. At a really high level, if you don't believe that there's any value in the world at all for reducing greenhouse gas emissions, then it's harder for us to compete. Our business is really based on the idea that there's demand in the world, whether it's regulators, consumers, voters, or airlines and industry to reduce their greenhouse gas footprint. And in fact, that is the case. And it has been the case for a while now. So our business is really based on a fact that's existed now for a number of years, which is that there is a demand to reduce greenhouse gas footprint. And that demand can take many different forms. It may take the form of a tax credit. It may take the form of RINs.

But there's a lot of things that have existed for many years, actually, that benefit Gevo. And we don't really need new things. So for example, let me go through a list. This is a little bit of a laundry list, but let me just go through it to give you an example. California has a Low Carbon Fuel Standard. It was signed into law by a Republican governor many years ago through multiple U.S. administrations. That exists. We don't need a new, necessarily new legislation for that. Minnesota and Illinois have passed SAF tax credits. The Renewable Fuel Standard under the EPA has existed for many years under multiple different congresses and White Houses. And it provides a RIN for producing domestic bio-based fuels and energy. Again, that's in existence for a long time. There are other states, Oregon, Washington, the province of British Columbia, and Canada.

And now Canada has their own CFR. These are things that are already in place. There are also mandates in many countries now across the board, but specifically for Sustainable aviation fuel. So in a world where we've built the plant, let's say Net-Zero 1 specifically, if you build Net-Zero 1 on a cash cost production basis, it is competitive with fossil jet fuel, actually, $3 or $4 per gallon. But it's much cleaner. It's much cleaner in a variety of ways, but most importantly being, it's reduced carbon intensity. And it reduces the need to switch downstream infrastructure to expensive electrified or hydrogen-powered infrastructure. You make the same molecule that co-mingles with cheaper oil and gas, cheap oil and gas, but dirtier. So you can reduce the carbon intensity of the whole system cost-effectively.

Gevo is really focused on practical, proven, scalable, cost-effective solutions to reduce carbon abatement as much as possible while also having these secondary benefits of investing in rural communities and setting up a continuous cycle of improvement because that's really how you cost-effectively do something difficult. When the first oil and gas well was drilled, it was not as cheap as it is today. Billions and billions of dollars have been invested in the oil and gas industry for a century. And that infrastructure has been built out. There's a huge industry to take oil from a new well that's drilled, put it in a pipeline, process it. We're trying to take advantage of that and do it as cost-effectively as possible. But we do need to return on the capital that we need to build a new industry and to build a new facility.

We need something, whether it's in the form of RINs or LCFS credits in California or voluntary carbon credits from corporate payers. There does have to be something for the first plant to justify the capital investment. That's true, but I think that's about as good of a story, in our opinion, as you're going to get to get to net zero. Number one, it's as cost-effective as you can get SAF on day one and scalable, and number two, you set yourself up for a path for further cost reduction as the industry matures because it's a new industry. Again, I go back to the wind in South Dakota. That wind resource is there. It's not being exploited. It's very windy there. But there's not a lot of sinks to use that electricity. This plant is doing something that is sensible and using a renewable resource that makes sense.

We're not swimming upstream from a thermodynamics perspective. We're not swimming upstream from a cost and scalability perspective. We're just trying to take what exists and improve it. So that was a little bit of a long-winded answer, but that's the high level. It's cash cost competitive on a production basis. We need additional green premium in the form of things that have existed for a while now to get the return of capital for plant number one.

Moderator

Excellent. Thank you, Eric, for expanding on that. Moving on to your next question, a viewer commented, would Gevo break up the acquisition of Red Trail as $120 million for the ethanol plant and $90 million for the CCS? Also, will the $100 million in debt at financial close be solely attributed to the ethanol asset or broken up between ethanol and CCS assets?

Eric Frey
Head of Investor Relations, Gevo Inc.

Yeah, that's a great question. And I'll be brief because I think we have a lot more questions. But at a high level, I think the questioner honed in on a really important point, which is that we're acquiring multiple assets in North Dakota, a really well-operating ethanol plant. It's about 65 million gallons a year. It has a consistent history of profitability and a carbon capture facility that's pumping about 160,000 metric tons per year of carbon dioxide of an atmospheric origin, carbon dioxide about a mile underground, as well as access to additional pore space to potentially expand that to as much as a million tons of CO2 per year. So that was actually the third component that the questioner did not mention. But the questioner makes a good point, which is our view of the value of those assets includes all three of those things.

I can't go into more detail about valuation and valuation methods. We think that it's a good deal for Red Trail shareholders. They seem to be excited, but it's their decision. They'll have a shareholder vote, I think, December 5th, and we are also very excited because Gevo brings a bunch of capabilities to really get the full value of some of those assets through both investments and also from our alcohol-to-jet technology and from our Verity carbon tracking solutions, so it's a great question and it highlights that we're not just acquiring an ethanol plant in North Dakota.

Moderator

Excellent. Thank you for your answer, Eric. Your next question, a viewer is asking, what percentage of equity does Gevo aim to maintain at Net-Zero 1 post-financial close? It would seem that with the money already in the plant relative to the DOE financing, Gevo could potentially target a majority or 51%-55% equity ownership. Is having a majority equity stake in Net-Zero 1 something that Gevo is even attempting to pursue?

Leke Aderibigbe
EVP of Finance, Gevo Inc.

So I mean, I can take that. I think directionally, Gevo will be looking to have ownership somewhere between 15%-30% ownership in Net-Zero 1 . I think short answer is we expect that the capital that we've deployed into the project so far in the form of the pre-development cost of that up to $250 million, that would be actually sufficient enough for Gevo to not have to inject additional capital to maintain that ownership interest in Net-Zero 1 going forward. There are other structural elements that present Gevo the ability to have controlling-like interest in Net-Zero 1 . So because Gevo is going to be the operator effectively, even with a sub-50% ownership in the entity of Net-Zero 1 , Gevo would have controlling-like effectively rights of that entity.

We do believe for our first project, that is just as sufficient enough from a risk mitigation perspective for the size of Gevo with the other projects that Gevo has in the pipeline. From a liquidity management perspective, that is the right bite size for Gevo. Our equity partners are aware. A number of the infrastructure private equity guys that are talking to you. They typically like controlling interest. Gevo, we don't want to compete and erode the interest of key players that we are discussing investment with at this time.

Moderator

Excellent. Thank you for your response. Moving on to your next question, a viewer commented, "I think most would agree that Gevo has made big promises for the future that give investors hope or confidence for the long term. But with the movement of the share price over the last few years and the recent increased volatility through the election, is there anything that you can say to investors to give them more confidence for the short term?

Eric Frey
Head of Investor Relations, Gevo Inc.

Yeah, I'll take a crack at that one. I think some of the things we mentioned earlier, if you look at our total cash divided by the number of shares, and you apply the share price, or just our book value of equity divided by the number of shares, and the questioner asked us about those numbers. We're trading at a discount to those metrics, so we're very bullish on ourselves from that perspective because we think that the potential of what we're doing, to the questioner's point, is very large. We don't think the demand for carbon abatement in general is going away, but especially not sustainable aviation fuel, and we're in a really optimal position to take this abundant industry that already exists, corn and ethanol, and link it in a way that's technologically sound and cost-effective to this enormous unmet demand for sustainable aviation fuel.

So I think that gives us confidence as this long-term demand for carbon abatement that we don't think is going away and the fundamental strengths of what we're doing. Will there be slips and trips along the way? Absolutely. Nothing worth doing is easy. But we're here to rise to the challenge. We wake up every day eager because, like I do and everybody else at Gevo and Verity, because it's a big challenge, but we think we're really well equipped to help the world address it. And that's what makes it so exciting.

Leke Aderibigbe
EVP of Finance, Gevo Inc.

And if I may add, I think just one final point is when you look at what we're doing over the last couple of years in terms of execution, we would like to highlight that as well. To achieve the milestones that you're seeing on the financing, it's tremendous amounts of effort has to go into execution. And execution is going to effectively bring to bear the outcome that I think the person asked in that question is getting at as well. So from that perspective, all the necessary legwork that would actually lead to actions or the right outcomes are underway. And I suspect in the coming months and fingers crossed, years as well, the path forward for Gevo will be tremendously different from maybe historical what the history might have been dictating.

Moderator

Excellent. Thank you, Leke. I'm going to ask two more questions. Unfortunately, we do have to cut it off due to the essence of time. So I will ask two more questions. The next question is, how are the Red Trail and CultivateAI acquisitions evolving? And as of when, do we expect first revenue for Verity?

Eric Frey
Head of Investor Relations, Gevo Inc.

Great. Yeah, those are great questions. Taking the last question first, we said at the beginning of this year, we get first revenue for Verity this year. And we do expect to hit that. So it's now November 14th. So you'll be seeing something soon on that. CultivateAI brings with it revenue. It had, I think, annualized about $1.2 million year to date as of August when we acquired it. That's completed. It is invoicing customers and generating revenue for us. It's already closed. And then on the Red Trail acquisition, I think the question was about revenue and status. It's going well. We are in a process to raise the debt to support that acquisition financing. Our target has not changed. We seem to be on target. And we're confident it will close in the Q1 next year.

We're going to try to get it closed towards the earlier end of the Q1 next year if we can, but we kind of set the expectation that it's going to be sometime in the Q1, so it's looking really good, and we're making good progress, is kind of what I'd say.

Moderator

Excellent. Thank you for that response, and the last question I will ask for today is, what is the total estimated cost for Net-Zero 1 ? I've never seen a total number, only the DOE loan amount, which was $950 million previously and is now $1.63 billion.

Leke Aderibigbe
EVP of Finance, Gevo Inc.

Yeah. So unfortunately, the level of detail that we can provide is quite limited because of where we are in the DOE loan. So not until we get to call it the final closing discussions with the DOE, public information around the holistic project cost has to be limited. But what we can communicate is just where we are from an EPC cost perspective, which we disclosed as of October 16th. So where we are in terms of EPC cost is around that $1.6-$1.7 billion. But there are other costs on top of that to arrive at total project financing installed cost, which is going to be the quantum of project cost that you're actually lending against. But what that number is, is subject to further negotiations, not just with the DOE, but with the rest of the equity investors as well.

Hence the reason why we cannot divulge that information at this time. So bear with us. That information will be forthcoming. But what I can also just help triangulate is when you just look at historical transactions or precedents in the industry for this type of financing, leverage typically has a six handle on it, so 60-ish%. Some can go as high as 70%-80%. Our financing plan is assuming that type of leverage. So hopefully, that helps triangulate potentially what some of these costs, what a total project finance cost could look like. But the final information will be relayed in due course.

Eric Frey
Head of Investor Relations, Gevo Inc.

And Julia, can I add a quick point to that, or do you?

Moderator

Of course. Yes. Yes, go ahead.

Eric Frey
Head of Investor Relations, Gevo Inc.

Let's be transparent too. Costs have gone up over the past three or four years. There was an inflationary environment. And that impacted Gevo's Net-Zero 1 project. It impacted all the peers that we talk to. When we go to conferences and people are building energy and infrastructure projects, there's been a wave of infrastructure investment in the United States, which is good. But at the same time, that creates bottlenecks. It creates demand for things. It creates demand for construction labor. And there was an inflationary environment. Now, inflation rates have returned to normalized levels. And we've been successful in getting a larger loan than the original loan that we were targeting. And so this is a positive step for Gevo that in spite of those headwinds that we were facing, we've actually been successful in getting a commitment.

Remember, that commitment is based on a financial plan that ensures that this project can repay the taxpayer, can repay the DOE with interest. So we had to have a plan that accommodated those headwinds, and we were able to do that. That's why we're so proud of it. But it's true. We did face headwinds. Currently, we're in a more normalized inflationary environment. And we expect to be able to carry on in spite of that. But did it change? Yes. And we're pleased that we were able to get a larger loan and adapt to a changing environment.

Leke Aderibigbe
EVP of Finance, Gevo Inc.

And maybe just to add, because Eric brought up a key point, the inflation environment. Expected return on capital is also a derivative of your high inflation environment. So the fact that our project can actually deliver higher returns at these higher return targets environment because of inflation speaks very well to our project and how resilient it is. So just keep that in mind. But I think those are very, very, very good points to make.

Moderator

Excellent. Thank you both for all of your answers today, and thank you to our viewers who submitted questions. If you did not get a chance to submit your question, feel free to reach out to Renmark, to the appropriate account manager, and we will get back to you with an answer. This concludes our presentation for today, but before we go, I will turn it back over to you, Eric, for final remarks.

Eric Frey
Head of Investor Relations, Gevo Inc.

Sure. Yeah, I'd just like to say if you have additional questions, you can email our IR bucket, ir@gevo.com. I'm the person who answers those. If you look at our website, our investor relations portal, go to events and presentations, and there's a complete listing there, pretty complete anyway, over the past 12 months of our earnings, calls, recordings, podcasts, and then the presentations that we've done over the past 12 months. So it includes a deep dive on Net-Zero 1 . It includes our corporate presentation. It includes our DOE commitment announcement. And it includes our Red Trail announcement. There are slide presentations on all those topics. It's quite a bit of information, but we try to provide as much information as possible for our investors and our prospective investors. If you have additional questions, please reach out.

I'll be the one responding to that email bucket if you have questions. We do our best to answer everybody as quickly as we can.

Moderator

Excellent. Thank you again to Eric and Leke for the presentation today. Once again, this was Gevo Inc. trading on the NASDAQ under the ticker symbol GEVO. Thank you again to everyone in Los Angeles and surrounding areas for joining us today. The playback for this virtual non-deal roadshow will be available on our website 24-48 hours after the presentation under the VNDR Library tab. Stay tuned for other presentations in your area. Thank you and see you next time.

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