GPRE 8-K: Pro forma balance sheet and ops for POET Transaction

Rhea-AI Filing Summary

Green Plains Inc. filed a Form 8-K reporting that it has provided unaudited pro forma condensed consolidated financial information related to the POET Transaction. The filing states the pro forma balance sheet is presented as of June 30, 2025, and pro forma statements of operations are provided for the six months ended June 30, 2025 and for the fiscal year ended December 31, 2024. Those pro forma schedules and notes are filed as Exhibit 99.1 and are incorporated by reference into Item 9.01(b). The 8-K identifies the reporting date as September 25, 2025, but the body does not include the underlying numeric tables within the text of the notice.

Positive

• Pro forma financials disclosed for the POET Transaction with consolidated statements included
• Exhibit 99.1 is filed and incorporated by reference, allowing stakeholders access to detailed adjustments

Negative

• The 8-K text contains no numeric tables or pro forma amounts; readers must open Exhibit 99.1 to see figures
• The filing provides unaudited pro forma information only; no audited post-transaction results are presented

Insights

Financial Reporting Analyst

8-K supplies pro forma financials for the POET Transaction; underlying numbers are in Exhibit 99.1.

The filing confirms that unaudited pro forma condensed consolidated statements cover a balance sheet dated June 30, 2025 and operating results for the six months ended June 30, 2025 and year ended December 31, 2024. This means readers must consult Exhibit 99.1 to review the numerical adjustments and assumptions tied to the transaction.

Because the 8-K itself contains no numerical detail, the pro forma exhibit is the material disclosure for analysts assessing the financial effect of the POET Transaction.

FALSE000130940200013094022025-09-252025-09-25

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

FORM 8-K

_________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  September 25, 2025

_______________________________

GREEN PLAINS INC.

(Exact name of registrant as specified in its charter)

_______________________________

Iowa			001-32924			84-1652107
(State or Other Jurisdiction of Incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

1811 Aksarben Drive

Omaha, Nebraska 68106

(Address of Principal Executive Offices) (Zip Code)

(402) 884-8700

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

GPRE

The Nasdaq Stock Market LLC

_______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

			☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
			☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
			☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
			☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.01. Completion of Acquisition of Disposition of Assets.

On August 27, 2025, Green Plains Inc. (the “Company”) announced that its wholly owned subsidiary, Green Plains Obion LLC (“Green Plains Obion”), entered into an asset purchase agreement for the sale of the ethanol plant located in Rives, Tennessee (the “Agreement”) to POET Biorefining - Obion, LLC. On September 25, 2025, the Company closed on the sale and received proceeds of $170 million plus related working capital (the “POET Transaction”).

This Form 8-K provides pro forma financial information for the POET Transaction as described in Item 9.01 below.

Item 9.01. Financial Statements and Exhibits.

(b) Pro Forma Financial Information.

The unaudited pro forma condensed consolidated balance sheet of Green Plains Inc. as of June 30, 2025, and the unaudited pro forma condensed consolidated statements of operations for the six months ended June 30, 2025, and for the fiscal year ended December 31, 2024, and notes thereto, are attached as Exhibit 99.1 to this Form 8-K and incorporated in this Item 9.01(b) by reference.

(d) Exhibits. The following exhibits are filed as part of this report.

Exhibit No.						Description of Exhibit
99.1						Unaudited Pro Forma Consolidated Financial Statements
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Green Plains Inc.
Date: October 1, 2025			By:			/s/ Philip B. Boggs
						Philip B. Boggs
						Chief Financial Officer (Principal Financial Officer)

FAQ

What does Green Plains' (GPRE) 8-K filed September 25, 2025 report?

It reports the filing of unaudited pro forma condensed consolidated financial statements related to the POET Transaction, incorporated as Exhibit 99.1.

What periods do the pro forma statements cover in Green Plains' 8-K?

They include a pro forma balance sheet as of June 30, 2025 and pro forma statements of operations for the six months ended June 30, 2025 and the fiscal year ended December 31, 2024.

Where can I find the detailed pro forma numbers for the POET Transaction?

The detailed adjustments and numeric schedules are filed as Exhibit 99.1 to the Form 8-K and are incorporated by reference in Item 9.01(b).

Is the pro forma information audited in this 8-K?

No. The 8-K states the pro forma condensed consolidated financial information is unaudited.

Does the 8-K include any other financial tables or earnings data?

No. The filing references attached pro forma exhibits but does not include other financial tables or earnings figures in its body.