AGM 2021

May 5, 2021

Hello and welcome to the Annual Meeting of Shareholders of Green Plains Inc. Please note that today's meeting is being recorded. During the meeting, we'll have a question and answer session. You can submit questions or comments at any time by clicking on the message icon. It is now my pleasure to turn today's meeting over to Wayne Huvelstahl, Chairman of the Board of Green Plains Inc. Mr. Huvelstahl, the floor is yours. Thank you. Good morning, and welcome to the twenty twenty one Annual Meeting of Shareholders for Green Plains, Inc. My name is, as stated, Wayne Huvestahl. I'm Chairman of the company's Board of Directors. Today's virtual only meeting is a live webcast. We believe in engaging with our shareholders, and we hope that this virtual meeting will maximize the participation of shareholders regardless of their location. Thank you very much to those who are participating in our meeting online today. At this time, I'd like to call the meeting to order. We will be following a meeting agenda this morning, which is on the first slide of the online presentation. If you need a copy of the annual report or the proxy statement, the links are provided online. After we conclude the formal business of the meeting, Todd Becker, our CEO, will present a business update. After his presentation, you will have an opportunity to ask questions by submitting them online. I'd like to take this opportunity to introduce the company's directors and executive officers. Directors joining us today are Elan Treirer, Jim Anderson, Todd Becker, Jim Crowley, Jean Edwards, Gordon Glade, Einar Knudson, Tom Manuel, Brian Peterson and Kimberly Wagner. Officers joining us today are Patrick Simpkins, Paul Kolomaya, Michelle Mapes, Walter Cronin and Mark Hudak. I'd also like to introduce our auditors from Drew Blossom, Nate Bronson, Andy Schweitzer. And also joining us today are Board members of Green Plains Partners, Clay Killinger, Jerry Peters, Brett Riley, Martin Salinas, Jr. The Board of Directors set 03/11/2021, as the record date for the determination of shareholders entitled to notice and voting at this annual meeting. We have a record of shareholders as of that date, and it is available for inspection by any shareholder by appointment during business hours. I would now like to call on the Secretary, Michelle Mates, to report the presence of a quorum and notice of the meeting. Ms. Mates, is there quorum present? Mr. Chairman, there are present online or represented by proxy the holders of 38,668,222 shares of common stock entitled to vote at the meeting out of a total of 44,654,761 shares. Thank you. Since the majority of the company's shares is represented, a quorum is present and business may be transacted at this meeting. Ms. Mapes, please file the proxies with the company record. Present here is a certified list of the holders of the company's common stock as of the close of business on 03/11/2021, the date fixed by the Board of Directors for determining the shareholders entitled to notice and voting at this meeting. Also presented are copies of the meeting notice, proxy statement, proxy, annual report and affidavit from the company's transfer agent regarding the mailing thereof. Thank you. We will not read the minutes of the twenty twenty annual meeting, but you may request a copy of those minutes from the Secretary. I hereby appoint Mr. Phil Boggs to act as Inspector of Election at this meeting. There are three items of official business described in the proxy statement that we are here to vote on. The first order of business is the election of four directors. Shareholders wishing to recommend a prospective Board nominee for the Nominating and Governance Committee consideration can do so by writing to the Corporate Secretary. The company did not receive any shareholder recommendations for consideration prior to the twenty twenty one Annual Meeting of Shareholders. As such, the nominees included in the proxy statement for the election of directors, Todd Becker, Thomas Manuel, Brian Peterson and Elan Treur, are nominated. According to the company's bylaws, directors are elected by a plurality of votes cast at a duly called meeting. Therefore, the four nominees receiving the most votes at today's meeting will be elected as directors. The second order of formal business is the ratification of the selection of the company's auditors. The Board of Directors and the Audit Committee believe the continued retention of KPMG LLP to serve as the company's independent registered public accounting firm is in the best interest of our shareholders. Accordingly, the Audit Committee has recommended that KPMG serve as the company's independent auditors fiscal year of 2021. The ratification of the selection of KPMG as the company's independent auditors for 2021 fiscal year must be approved by a majority. The final order of business is the advisory vote to approve the company's executive compensation, as described in the compensation discussion and analysis section and related disclosures in the proxy statement. This vote is not intended to address any specific item of compensation, but rather the overall compensation of the company's named executive officers, as well as the compensation philosophy, policies, practices. We will now proceed with voting. As no other business is scheduled for shareholders, I declare the polls open and direct that votes by shareholders be taken by electronic ballot. Each holder of a common stock is entitled to one vote for each share held at the close of business on the record date. Shareholders who have previously provided their proxies do not need to vote unless they want to revoke their and vote by electronic ballot at this meeting. If you have not voted or wish to change your vote, you may do so now by clicking on the link provided online. If you have already voted and do not want to change your vote, then there is no need to take any further action. We will pause for a moment while votes are tallied. All shareholders present online or by proxy have had the opportunity to vote. The online voting will now be closed. Based on the preliminary review of the votes cast, the inspector has informed me that all nominees for the Board of Directors have been elected. The appointment of KPMG as the company's auditors has been ratified, and the company's executive compensation proposal has been approved. The inspector of election will furnish the secretary a written report of the final vote count of all matters voted on today, which shall be included as part of the minutes of the meeting. We will now close the official business portion of the meeting. Thank you very much for joining us online for our Annual Shareholder Meeting. I would now like to invite our President and Chief Executive Officer, Todd Becker, to provide an update on Green Plains. You will have an opportunity to ask questions following his presentation. You may submit your questions online by clicking on the dialogue icon in the upper right corner of the meeting center screen. With that, Mr. Todd Becker. Thanks, Wayne, and thanks, everybody, for coming on the call today. It's a very different time this year versus where we were just a year ago, and we're very excited about the future of Green Plains. And I'm going walk through with you with the presentation that has been posted online each of our opportunities that are ahead of us. Our transformation is underway. We are transforming our company from what was a traditional ethanol company or what we call one point zero into a sustainable biorefinery platform. And we're going to lead the way through Ag technology producing much higher value products, which we believe will achieve sustainable, recurring and predictable cash flows for tomorrow's sustainable economy. We're making significant investments in critical technology infrastructure and partnerships, which we've outlined in the past. We're really transforming to what we call the biorefinery platform of the future. And it's really around taking care of the world's demand for sustainably sourced products, low carbon ingredients and very clean technologies. Today, just from one year ago, Green Plains is a $1,300,000,000 market capitalization and a $1,900,000,000 enterprise value as we transform from our one point zero platform as illustrated on the first page to our two point zero platform. And that's really going from making a limited amount of products from our original technology to making a whole portfolio of products out of that same corn kernel that we process every day. And key to our transformation are the strategic partnerships that we've outlined in each of our calls, the technology that we're putting into all of our plants and the new technologies that we're looking to put in all of our plants to build this new two point zero biorefinery platform with the sustainable ingredients around ultra high protein corn oil, carbon capture, ethanol and specialty alcohols and clean sugars. But most importantly, our strategy is around producing ultra high protein. On the next page, we talk a little bit about the AgTech platform or agricultural technology platform that we are developing. While many companies certainly talk about agricultural technology, there's a difference between talking about it and actually doing it. And Green Plains today and the partnership with BlackRock and Osprey Management has acquired Fluid Quip Technologies in a partnership with the original founders. And the intellectual property portfolio that is now available to Green Plains and the customers of Fluid Quip is truly revolutionary. And that's something that we're very excited about. But it's really still led around the ultra high protein or what Fluid Quip calls MSC, Maximized Stillage Co products, which increases the value and the protein purities and the nutritional characteristics of that product to things like clean sugar, our FlexPlan technology in Brazil which is a leading FlexPlan technology that transforms a sugarcane ethanol plant into a FlexPlan to also produce corn based products And finally, oil separation. But what's most importantly, it's really this technology platform and this IP portfolio that's going to facilitate Green Plains' transformation and all the future possibilities that it holds for ourselves, our company and our shareholders. But what I wanted to do is introduce you to really what we call the biorefinery platform of the future. And it's really driven by incredible partnerships that we've been put in place. In addition to the acquisition of Fluid Quip Technologies, we have put strategic partnerships in place with Novozymes, Hayashi Kani, Optimal Aquafeed, Summit Agricultural Group, all around the three basic tenants of what we're going to do in protein, sugar and carbon. And it's really about using the cornerstone technology to increase the value of our products, increase it into more valuable transform it into more valuable products, integrate it with our strategic partnerships to drive collaborative transformation and produce higher proteins with better renewable corn oil yields optimizing our value of our components. It's a very different idea from where we've come from to where we're going in the future and it's also around making and producing clean, low carbon, nutritious products for everybody from pet food, aquaculture, poultry, pork and dairy. And we're very excited about that. The five main verticals on Page nine that we're going to focus on are going to be sustainable high protein, renewable corn oil, specialty alcohols, clean sugar and carbon captures and sequestration. Now we're not going to ignore the original platform where we produce our original products, which we call one point zero because it's critical for us to be successful in our two point zero transformation is to run our one point zero platform at a world class pace. And so that's extremely important because everything we do in our one point zero platform really dictates the success of two point zero. And that's all around protein, oil, sugar, carbon and specialty alcohols. We're very excited about that. But lastly, I think what's really important here is that Green Plains is now a real ESG story. There's a lot of people that talk about ESG and talk about how they're changing the company and lowering their carbon footprint and going to net carbon zero and all of the above. But there's people that talk the talk and there's people that walk the walk. And Green Plains today is walking the walk. First in carbon capture and sequestration, lowering our carbon footprint, lowering our CI scores, producing a low carbon ethanol that never existed before to this type of quantities And participate in the Low Carbon Fuel Standard programs across The United States that already in place and have been approved in several states already. And so we're very excited about the fact that we're involved in the largest carbon capture carbon capture project in the world, which is a 10,000,000 ton carbon pipeline that will ship our carbon into geologic formation and store it and sequester it. And that's really going to change the footprint of all the ingredients that we produce, including the original ethanol that is going to be able to cut our carbon score in half. Secondly, around our protein technology, it's lower carbon than traditional distillers grains. It's also lower carbon than what is produced in a wet mill that is a similar type product in corn gluten meal. We have lower transportation costs. It's a corn based solution which reduces deforestation. No need to plant additional acres. We're reducing our stress on the oceans because we're going to use this product as a substitute for fish meal in aquaculture diets. We're lowering our emissions overall as we capture our carbon. We believe we'll continue to reduce our BTUs per gallon and use less energy to produce the same gallon. And then finally, producing sustainable high protein, low carbon intense products, which we believe will make our dryers more efficient by reclaiming ring dryer vapors. And so that's another part of our ESG story. In our clean sugar technology, which is the most exciting technology, where there will be a day in some of our ethanol plants that don't make ethanol and they only make dextrose and clean sugars, because that's the technology that exists in the Fluid Quip portfolio. But more importantly, around the ESG story, it's a lower CI score than the traditional dextrose made in a wet mill compared to a dry mill. We use less greenhouse gas emissions in production of products that uses clean sugar technology. And finally, it's a sustainable and renewable feedstock. Oftentimes the carbon used in green chemical production is derived from sustainable corn sugars versus carbon from petroleum And we think we'll be able to participate there with our technology. Lastly, our Project 24 initiative is almost complete. While we slowed it down certainly for the COVID year, we are in full swing and should expect to have all of our plants done by the middle of this year. What it really has done is reduces our natural gas use by 20 and our power use by 20%. It makes us more efficient in terms of chemical use by 15%, water by 10% and increases our renewable corn oil recovery significantly. So overall, we're heading down the right road, the goal being to provide less expensive renewable biofuel alternatives, meet the world's growing food and dietary demands with our ultra high protein plant based products, reduce the need to feed animals to animals and over fish our oceans, improve the food system to be more secure for healthier livestock and aquaculture, and finally reduce the need to further deforest land for agricultural purposes by using corn sustainably farmed and sourced locally. And we're starting to achieve all of those things and live up to our commitment we've made to be an ESG investment story as well. So what it comes down to though on Page 11 is we are fully funded for our transformation. We have transformed our balance sheet. We continue to reduce our debt. We continue to increase our liquidity. And overall, we are probably in the best financial shape that we have been in, in the history of this company. Once again, more importantly, this Green Plains has fully funded our strategy to deploy the FluQuip MSC protein technology and upgrades across our platform by reducing our total debt by 43% as of March 21 versus twenty seventeen levels. So in closing, from one year to today, we have truly transformed this company from where we were to where we are going. And we're right in the middle of our transformation. We think inflection comes sometime middle of next year as we start to roll out all of this technology across our platform. Most importantly though, we are fully funded, as I mentioned. We have a strong balance sheet with ample liquidity. We're fully funded on the protein technology. We are a sustainable agricultural technology company with great partners. We own a significant disruptive IP portfolio that can really game change several of the disciplines where we participate in. Protein and clean sugars are game changers for our portfolio. We're going to produce more predictable and recurring cash flows that are less volatile than they have been in the past. And we believe we have a structural advantage in renewable corn oil. We are a waste oil. We're not a clean oil. We are something sustainable. It's the second lowest CI that exists in the oil and fat space that are being made into renewable diesel. And it's in scale and we possess a lot of it and we're very excited about that and how we're going to be able to participate and ultimately try to monetize that commodity flow. We're ESG focused as I just talked about. We are focused on carbon capture and sequestration with our to lower our carbon intensity across all of our industrial sites. But we truly believe we're transforming for sustainable ultra our high protein ingredients, renewable corn oil, novel feed ingredients, all reducing the carbon footprint of the supply chain that we're going to participate in. But more importantly, the world is protein short. The world is veg oil short now. The world is dextrose short, and that's coming over the next ten years. And we're able to participate in all those opportunities while reducing our carbon footprint, controlling the technology, cultivating the strategic partnerships, doing this through our York Innovation Center, our Shenandoah Aquaculture Center, our and all the innovation that's happening around our game changing IP. And there's never been more exciting time in Green Plains' history than I think where we sit today and the opportunity ahead of us to transform and change who Green Plains is forever. And we're very close to getting to that threshold. And keep watching us over the next year or two and you're going to see significant dramatic changes in who we are as a company all for the good and all for the benefit of our shareholders and our stakeholders. So I appreciate your time today. And with that, we would like to open up the line for questions for Wayne or myself. At this time, we would like to take any questions you may have for us today. To ask a question, click on the message icon to submit your question or comment. Okay. Well, with no further questions or any questions at all, we're excited about where we're heading as a company. Thank you for your participation in this year's voting. Thank you for supporting us as a Board and as a management team, and we look forward to talking to you next year. And this concludes our webcast. Thank you very much. Yes. Thank