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PART IV
Item 15. Exhibits, Financial Statement Schedules.
(1) Financial Statements.
The following index lists consolidated financial statements and notes thereto filed as part of this
annual report on Form 10-K.
Page
Report of Independent Registered Public Accounting Firm
F-1
Consolidated Balance Sheets as of December 31, 2011 and 2010
F-2
Consolidated Statements of Operations for the years-ended December 31, 2011, 2010 and 2009
F-3
Consolidated Statements of Stockholders’ Equity and Comprehensive Income (Loss) for the years-ended
December 31, 2011, 2010 and 2009
F-4
Consolidated Statements of Cash Flows for the years-ended December 31, 2011, 2010 and 2009
F-5
Notes to Consolidated Financial Statements
F-7
(2) Financial Statement Schedules.
The following condensed financial information and notes thereto are filed as part of
this annual report on Form 10-K.
Page
Schedule I – Condensed Financial Information of the Registrant
F-38
All other schedules have been omitted because they are not applicable or the required information is included in the
consolidated financial statements or notes thereto.
(3) Exhibits.
The following exhibit index lists exhibits incorporated herein by reference, filed as a part of this annual report
on Form 10-K, or furnished as part of this annual report on Form 10-K.
Exhibit Index
Exhibit
No.
Description of Exhibit
2.1
Agreement and Plan of Merger among the Company, GPMS, Inc., Global Ethanol, LLC and Global
Ethanol, Inc. dated September 28, 2010 (Incorporated by reference to Exhibit 2.1 to the Company’s
Current Report on Form 8-K, dated October 22, 2010)
3.1(a)
Second Amended and Restated Articles of Incorporation of the Company (Incorporated by reference
to Exhibit 3.1 of the Company’s Current Report on Form 8-K filed October 15, 2008)
3.1(b)
Articles of Amendment to Second Amended and Restated Articles of Incorporation of Green Plains
Renewable Energy, Inc. (Incorporated by reference to Exhibit 3.1 of the Company’s Current Report
on Form 8-K, filed May 9, 2011)
3.2(a)
Amended and Restated Bylaws of the Company (Incorporated by reference to Exhibit 3.2 of the
Company’s Current Report on Form 8-K filed on October 15, 2008)
3.2(b)
First Amendment to the Amended and Restated Bylaws of the Company (Incorporated by reference
to Exhibit 99.2 of the Company’s Current Report on Form 8-K filed on March 13, 2009)
4.1
Shareholders’ Agreement by and among Green Plains Renewable Energy, Inc., each of the investors
listed on Schedule A, and each of the existing shareholders and affiliates identified on Schedule B,
dated May 7, 2008 (Incorporated by reference to Appendix F of the Company’s Registration
Statement on Form S-4/A filed September 4, 2008)
4.2
Form of Senior Indenture (Incorporated by reference to Exhibit 4.5 of the Company’s Registration
Statement on Form S-3/A filed December 30, 2009)
4.3
Form of Subordinated Indenture (Incorporated by reference to Exhibit 4.6 of the Company’s
Registration Statement on Form S-3/A filed December 30, 2009)
4.4
Indenture relating to the 5.75% Convertible Senior Notes due 2015, dated as of November 3, 2010,
between the Company and Wilmington Trust FSB, including the form of Global Note attached as
Exhibit A thereto (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on
Form 8-K filed November 3, 2010)