AI assistant
CHS INC — Major Shareholding Notification 2007
Jun 12, 2007
35505_mrq_2007-06-12_7d98f328-d386-4115-8d87-339f777dac46.zip
Major Shareholding Notification
Open in viewerOpens in your device viewer
SC 13D/A 1 c15920sc13dza.htm AMENDMENT TO SCHEDULE 13D sc13dza PAGEBREAK
| OMB APPROVAL |
|---|
| OMB Number: 3235-0145 |
| Expires: February 28, 2009 |
| Estimated |
| average burden hours per response...14.5 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934 (Amendment No. 2 )*
US BioEnergy Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
90342V
(CUSIP Number)
David A. Kastelic, 5500 Cenex Drive, Inver Grove Heights, MN 55077 (651) 355-3712
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
June 12, 2007
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
- The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
PAGEBREAK
CUSIP No. 90342V
| 1 | NAMES OF REPORTING PERSONS: | |
|---|---|---|
| I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): | ||
| CHS Inc., 41-0251095 | ||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS): | |
| (a) o | ||
| (b) o | ||
| 3 | SEC USE ONLY: | |
| 4 | SOURCE OF FUNDS (SEE INSTRUCTIONS): | |
| WC | ||
| 5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e): | |
| o | ||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION: | |
| Minnesota, USA | ||
| 7 | SOLE VOTING POWER: | |
| NUMBER OF | See attachment to Cover Page | |
| SHARES | 8 | SHARED VOTING POWER: |
| BENEFICIALLY | ||
| OWNED BY | See attachment to Cover Page | |
| EACH | 9 | SOLE DISPOSITIVE POWER: |
| REPORTING | ||
| PERSON | See attachment to Cover Page | |
| WITH | 10 | SHARED DISPOSITIVE POWER: |
| See attachment to Cover Page | ||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: | |
| See attachment to Cover Page | ||
| 12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS): | |
| o | ||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): | |
| See attachment to Cover Page | ||
| 14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): | |
| CP |
Instructions for Cover Page
| (1) | Names and I.R.S. Identification Numbers of Reporting Persons Furnish the full legal
name of each person for whom the report is filed i.e., each person required to sign the schedule
itself including each member of a group. Do not include the name of a person required to be
identified in the report but who is not a reporting person. Reporting persons that are entities are
also requested to furnish their I.R.S. identification numbers, although disclosure of such numbers
is voluntary, not mandatory (see SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13D below). |
| --- | --- |
| (2) | If any of the shares beneficially owned by a reporting person are held as a member of a
group and the membership is expressly affirmed, please check row 2(a). If the reporting person
disclaims membership in a group or describes a relationship with other persons but does not affirm
the existence of a group, please check row 2(b) [unless it is a joint filing pursuant to Rule
13d-l(k)(l) in which case it may not be necessary to check row 2(b)]. |
| (3) | The 3rd row is for SEC internal use; please leave blank. |
Folio 2 /Folio
PAGEBREAK
(4) Classify the source of funds or other consideration used or to be used in making purchases as required to be disclosed pursuant to Item 3 of Schedule 13D and insert the appropriate symbol (or symbols if more than one is necessary) in row (4):
| Category of Source | Symbol |
|---|---|
| Subject Company (Company whose securities are being acquired) | SC |
| Bank | BK |
| Affiliate (of reporting person) | AF |
| Working Capital (of reporting person) | WC |
| Personal Funds (of reporting person) | PF |
| Other | OO |
| (5) | If disclosure of legal proceedings or actions is required pursuant to either Items
2(d) or 2(e) of Schedule 13D, row 5 should be checked. |
| --- | --- |
| (6) | Citizenship or Place of Organization Furnish citizenship if the named reporting
person is a natural person. Otherwise, furnish place of organization. (See Item 2 of Schedule 13D.) |
| (7)-(11), (13) | Aggregate Amount Beneficially Owned by Each Reporting Person, etc. Rows (7)
through (11) inclusive, and (13) are to be completed in accordance with the provisions of Item 5 of
Schedule 13D. All percentages are to be rounded off to nearest tenth (one place after decimal
point). |
| (12) | Check if the aggregate amount reported as beneficially owned in row (11) does not include
shares which the reporting person discloses in the report but as to which beneficial ownership is
disclaimed pursuant to Rule 13 d-4 [17 CFR 240.13d-4] under the Securities Exchange Act of 1934. |
| (14) | Type of Reporting Person Please classify each reporting person according to the following
breakdown and place the appropriate symbol (or symbols, i.e., if more than one is applicable,
insert all applicable symbols) on the form: |
| Category | Symbol |
|---|---|
| Broker-Dealer | BD |
| Bank | BK |
| Insurance Company | IC |
| Investment Company | IV |
| Investment Adviser | IA |
| Employee Benefit Plan or Endowment Fund | EP |
| Parent Holding Company/Control Person | HC |
| Savings Association | SA |
| Church Plan | CP |
| Corporation | CO |
| Partnership | PN |
| Individual | IN |
| Other | OO |
Notes:
| Attach as many copies of the second part of the cover page as are needed, one reporting person
per page. |
| --- |
| Filing persons may, in order to avoid unnecessary duplication, answer items on the schedules
(Schedule 13D, 13G or 14D-1) by appropriate cross references to an item or items on the cover
page(s). This approach may only be used where the cover page item or items provide all the
disclosure required by the schedule item. Moreover, such a use of a cover page item will result in
the item becoming a part of the schedule and accordingly being considered as filed for purposes
of Section 18 of the Securities Exchange Act or otherwise subject to the
liabilities of that section of the Act. |
| Reporting persons may comply with their cover page filing requirements by filing either completed
copies of the blank forms available from the Commission, printed or typed facsimiles, or computer
printed facsimiles, provided
the documents filed have identical formats to the forms prescribed in the Commissions regulations
and meet existing Securities Exchange Act rules as to such matters as clarity and size (Securities
Exchange Act Rule 12b-12). |
Folio 3 /Folio
PAGEBREAK
SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13D
Under Sections 13(d) and 23 of the Securities Exchange Act of 1934 and the rules and regulations thereunder, the Commission is authorized to solicit the information required to be supplied by this schedule by certain security holders of certain issuers.
Disclosure of the information specified in this schedule is mandatory, except for I.R.S. identification numbers, disclosure of which is voluntary. The information will be used for the primary purpose of determining and disclosing the holdings of certain beneficial owners of certain equity securities. This statement will be made a matter of public record. Therefore, any information given will be available for inspection by any member of the public.
Because of the public nature of the information, the Commission can utilize it for a variety of purposes, including referral to other governmental authorities or securities self-regulatory organizations for investigatory purposes or in connection with litigation involving the Federal securities laws or other civil, criminal or regulatory statutes or provisions. I.R.S. identification numbers, if furnished, will assist the Commission in identifying security holders and, therefore, in promptly processing statements of beneficial ownership of securities.
Failure to disclose the information requested by this schedule, except for I.R.S. identification numbers, may result in civil or criminal action against the persons involved for violation of the Federal securities laws and rules promulgated thereunder.
General Instructions
| A. | The item numbers and captions of the items shall be included but the text of the
items is to be omitted. The answers to the items shall be so prepared as to indicate clearly the
coverage of the items without referring to the text of the items. Answer every item. If an item is
inapplicable or the answer is in the negative, so state. |
| --- | --- |
| B. | Information contained in exhibits to the statements may be incorporated by reference in
answer or partial answer to any item or sub-item of the statement unless it would render such
answer misleading, incomplete, unclear or confusing. Material incorporated by reference shall be
clearly identified in the reference by page, paragraph, caption or otherwise. An express statement
that the specified matter is incorporated by reference shall be made at the particular place in the
statement where the information is required. A copy of any information or a copy of the pertinent
pages of a document containing such information which is incorporated by reference shall be
submitted with this statement as an exhibit and shall be deemed to be filed with the Commission for
all purposes of the Act. |
| C. | If the statement is filed by a general or limited partnership, syndicate, or other
group, the information called for by Items 2-6, inclusive, shall be given with respect to (i) each
partner of such general partnership; (ii) each partner who is denominated as a general partner or
who functions as a general partner of such limited partnership; (iii) each member of such syndicate
or group; and (iv) each person controlling such partner or member. If the statement is filed by a
corporation or if a person referred to in (i), (ii), (iii) or (iv) of this Instruction is a
corporation, the information called for by the above mentioned items shall be given with respect to
(a) each executive officer and director of such corporation; (b) each person controlling such
corporation; and (c) each executive officer and director of any corporation or other person
ultimately in control of such corporation. |
link2 "Item 1. Security and Issuer "
Item 1. Security and Issuer
State the title of the class of equity securities to which this statement relates and the name and address of the principal executive offices of the issuer of such securities.
link2 "Item 2. Identity and Background "
Item 2. Identity and Background
If the person filing this statement or any person enumerated in Instruction C of this statement is a corporation, general partnership, limited partnership, syndicate or other group of persons, state its name, the state or other place of its
Folio 4 /Folio
PAGEBREAK
organization, its principal business, the address of its principal office and the information required by (d) and (e) of this Item. If the person filing this statement or any person enumerated in Instruction C is a natural person, provide the information specified in (a) through (f) of this Item with respect to such person(s).
| (a) | Name; |
|---|---|
| (b) | Residence or business address; |
| (c) | Present principal occupation or employment and the name, principal business and address |
| of any corporation or other organization in which such employment is conducted; | |
| (d) | Whether or not, during the last five years, such person has been convicted in a |
| criminal proceeding (excluding traffic violations or similar misdemeanors) and, if so, give the | |
| dates, nature of conviction, name and location of court, and penalty imposed, or other disposition | |
| of the case; | |
| (e) | Whether or not, during the last five years, such person was a party to a civil |
| proceeding of a judicial or administrative body of competent jurisdiction and as a result of such | |
| proceeding was or is subject to a judgment, decree or final order enjoining future violations of, | |
| or prohibiting or mandating activities subject to, federal or state securities laws or finding any | |
| violation with respect to such laws; and, if so, identify and describe such proceedings and | |
| summarize the terms of such judgment, decree or final order; and | |
| (f) | Citizenship. |
link2 "Item 3. Source and Amount of Funds or Other Consideration "
Item 3. Source and Amount of Funds or Other Consideration
State the source and the amount of funds or other consideration used or to be used in making the purchases, and if any part of the purchase price is or will be represented by funds or other consideration borrowed or otherwise obtained for the purpose of acquiring, holding, trading or voting the securities, a description of the transaction and the names of the parties thereto. Where material, such information should also be provided with respect to prior acquisitions not previously reported pursuant to this regulation. If the source of all or any part of the funds is a loan made in the ordinary course of business by a bank, as defined in Section 3(a)(6) of the Act, the name of the bank shall not be made available to the public if the person at the time of filing the statement so requests in writing and files such request, naming such bank, with the Secretary of the Commission. If the securities were acquired other than by purchase, describe the method of acquisition.
link2 "Item 4. Purpose of Transaction "
Item 4. Purpose of Transaction
State the purpose or purposes of the acquisition of securities of the issuer. Describe any plans or proposals which the reporting persons may have which relate to or would result in:
| (a) | The acquisition by any person of additional securities of the issuer, or the
disposition of securities of the issuer; |
| --- | --- |
| (b) | An extraordinary corporate transaction, such as a merger, reorganization or
liquidation, involving the issuer or any of its subsidiaries; |
| (c) | A sale or transfer of a material amount of assets of the issuer or any of its
subsidiaries; |
| (d) | Any change in the present board of directors or management of the issuer, including any
plans or proposals to change the number or term of directors or to fill any existing
vacancies on the board; |
| (e) | Any material change in the present capitalization or dividend policy of the issuer; |
| (f) | Any other material change in the issuers business or corporate structure including but
not limited to, if the issuer is a registered closed-end investment company, any plans or proposals
to make any changes in its investment policy for which a vote is required by section 13 of the
Investment Company Act of 1940; |
| (g) | Changes in the issuers charter, bylaws or instruments corresponding thereto or other
actions which may impede the acquisition of control of the issuer by any person; |
Folio 5 /Folio
PAGEBREAK
| (h) | Causing a class of securities of the issuer to be delisted from a national securities
exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a
registered national securities association; |
| --- | --- |
| (i) | A class of equity securities of the issuer becoming eligible for termination of
registration pursuant to Section
12(g)(4) of the Act; or |
| (j) | Any action similar to any of those enumerated above. |
link2 "Item 5. Interest in Securities of the Issuer"
Item 5. Interest in Securities of the Issuer
| (a) | State the aggregate number and percentage of the class of securities identified
pursuant to Item 1 (which may be based on the number of securities outstanding as contained in the
most recently available filing with the Commission by the issuer unless the filing person has
reason to believe such information is not current) beneficially owned (identifying those shares
which there is a right to acquire) by each person named in Item 2. The above mentioned information
should also be furnished with respect to persons who, together with any of the persons named in
Item 2, comprise a group within the meaning of Section 13(d)(3) of the Act; |
| --- | --- |
| (b) | For each person named in response to paragraph (a), indicate the number of shares as to
which there is sole power to vote or to direct the vote, shared power to vote or to direct the
vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct
the disposition. Provide the applicable information required by Item 2 with respect to each person
with whom the power to vote or to direct the vote or to dispose or direct the disposition is
shared; |
| (c) | Describe any transactions in the class of securities reported on that were effected
during the past sixty days or since the most recent filing of Schedule 13D(§240.13d-191), whichever
is less, by the persons named in response to paragraph (a). |
Instruction. The description of a transaction required by Item 5(c) shall include, but not necessarily be limited to: (1) the identity of the person covered by Item 5(c) who effected the transaction; (2) the date of the transaction; (3) the amount of securities involved; (4) the price per share or unit; and (5) where and how the transaction was effected.
| (d) | If any other person is known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that
effect should be included in response to this item and, if such interest relates to more than five
percent of the class, such person should be identified. A listing of the shareholders of an
investment company registered under the Investment Company Act of 1940 or the beneficiaries of an
employee benefit plan, pension fund or endowment fund is not required. |
| --- | --- |
| (e) | If applicable, state the date on which the reporting person ceased to be the beneficial
owner of more than five percent of the class of securities. |
Instruction. For computations regarding securities which represent a right to acquire an underlying security, see Rule 13d-3(d)(l) and the note thereto.
link2 "Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer"
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Describe any contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the issuer, including but not limited to transfer or voting of any of the securities, finders fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies, naming the persons with whom such contracts, arrangements, understandings or relationships have been entered into. Include such information for any of the securities that are pledged or otherwise subject to a contingency the occurrence of which would give another person voting power or investment power over such securities except that disclosure of standard default and similar provisions contained in loan agreements need not be included.
Folio 6 /Folio
PAGEBREAK
link2 "Item 7. Material to Be Filed as Exhibits"
Item 7. Material to Be Filed as Exhibits
The following shall be filed as exhibits: copies of written agreements relating to the filing of joint acquisition statements as required by §240.13d-l(k) and copies of all written agreements, contracts, arrangements, understandings, plans or proposals relating to: (1) the borrowing of funds to finance the acquisition as disclosed in Item 3; (2) the acquisition of issuer control, liquidation, sale of assets, merger, or change in business or corporate structure or any other matter as disclosed in Item 4; and (3) the transfer or voting of the securities, finders fees, joint ventures, options, puts, calls, guarantees of loans, guarantees against loss or of profit, or the giving or withholding of any proxy as disclosed in Item 6.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
June 12, 2007
Date
/s/ John Schmitz
Signature
John Schmitz, Executive Vice President & Chief Financial Officer
Name/Title
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representatives authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)
Folio 7 /Folio
PAGEBREAK
CHS Inc. Schedule 13 D Cover Page Nos. 7-11 and 13
| (11) | ||||||
|---|---|---|---|---|---|---|
| Aggregate Amount | (13) | |||||
| (10) | Beneficially Owned by | Percent of Class | ||||
| (7) | (8) | (9) | Shared Dispositive | Each Reporting | Represented by | |
| Name | Sole Voting Power | Shared Voting Power | Sole Dispostive Power | Power | Person | Amount in Row (11) |
| CHS Inc. | 14,912,188 | 0 | 14,912,188 | 0 | 14,912,188 | 22.01 % |
| (Reporting Person) | ||||||
| John D. Johnson | 0 | 0 | 0 | 0 | 0 | 0 |
| (Executive Officer) | ||||||
| Jay D. Debertin | 3,625 | 0 | 3,625 | 0 | 3,625 | <1.00 % |
| (Executive Officer) | ||||||
| Patrick M. Kluempke | 0 | 0 | 0 | 0 | 0 | 0 |
| (Executive Officer) | ||||||
| Thomas D. Larson | 0 | 0 | 0 | 0 | 0 | 0 |
| (Executive Officer) | ||||||
| Mark L. Palmquist | 0 | 0 | 0 | 0 | 0 | 0 |
| (Executive Officer) | ||||||
| John Schmitz | 0 | 0 | 0 | 0 | 0 | 0 |
| (Executive Officer) | ||||||
| Leon Westbrock | 1,000 | 0 | 1,000 | 0 | 1,000 | <1.00 % |
| (Executive Officer) | ||||||
| Bruce Anderson | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Donald Anthony | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Robert Bass | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Dennis Carlson | 370 | 0 | 370 | 0 | 370 | <1.00 % |
| (Director) | ||||||
| Curt Eischens | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) |
Folio Page 1 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13 D Cover Page Nos. 7-11 and 13
| (11) | ||||||
|---|---|---|---|---|---|---|
| Aggregate Amount | (13) | |||||
| (10) | Beneficially Owned by | Percent of Class | ||||
| (7) | (8) | (9) | Shared Dispositive | Each Reporting | Represented by | |
| Name | Sole Voting Power | Shared Voting Power | Sole Dispostive Power | Power | Person | Amount in Row (11) |
| Steve Fritel | ||||||
| (and Barb Fritel) | 0 | 600 | 0 | 600 | 600 | <1.00 % |
| (Director) | ||||||
| Robert Grabarski | 3,000 | 0 | 3,000 | 0 | 3,000 | <1.00 % |
| (Director) | ||||||
| Jerry Hasnedl | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| David Kayser | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| James Kile | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Randy Knecht | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Michael Mulcahey | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Richard Owen | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Steve Riegel | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Daniel Schurr | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Duane Stenzel | 0 | 0 | 0 | 0 | 0 | 0 |
| (Director) | ||||||
| Michael Toelle | 3,500 | 3,500 | 3,500 | <1.00 % | ||
| (Director) |
Folio Page 2 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 1 - Security and Issuer"
Item 1 Security and Issuer
Title of the Class of Securities to which this statement relates:
Common Stock
Name and Address of Principal Executive Office of Issuer:
US BioEnergy Corporation 5500 Cenex Drive Inver Grove Heights, MN 55077
Folio Page 3 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 2 Identity and Background"
Item 2 Identity and Background
| (a) Name | (b) Business/Residence Address | (c) Occupation/Employer | (d) Convictions | (e) Judgments | (f) Citizenship |
|---|---|---|---|---|---|
| CHS Inc. | 5500 Cenex Drive | Reporting Person | None | None | N/A |
| (Reporting Person) | Inver Grove Heights, MN 55077 | ||||
| John D. Johnson | 5500 Cenex Drive | President and CEO | |||
| (Executive Officer) | Inver Grove Heights, MN 55077 | CHS Inc. | None | None | USA |
| Jay D. Debertin | 5500 Cenex Drive | Executive Vice President/COO | |||
| (Executive Officer) | Inver Grove Heights, MN 55077 | CHS Inc. | None | None | USA |
| Patrick M. Kluempke | 5500 Cenex Drive | Executive Vice President | |||
| (Executive Officer) | Inver Grove Heights, MN 55077 | CHS Inc. | None | None | USA |
| Thomas D. Larson | 5500 Cenex Drive | Executive Vice President | |||
| (Executive Officer) | Inver Grove Heights, MN 55077 | CHS Inc. | None | None | USA |
| Mark L. Palmquist | 5500 Cenex Drive | Executive Vice President/COO | |||
| (Executive Officer) | Inver Grove Heights, MN 55077 | CHS Inc. | None | None | USA |
| John Schmitz | 5500 Cenex Drive | Executive Vice President and CFO | |||
| (Executive Officer) | Inver Grove Heights, MN 55077 | CHS Inc. | None | None | USA |
| Leon Westbrock | 5500 Cenex Drive | Executive Vice President/COO | |||
| (Executive Officer) | Inver Grove Heights, MN 55077 | CHS Inc. | None | None | USA |
| Bruce Anderson | 13500 - 42nd Street NE | Self-employed farmer | None | None | USA |
| (Director) | Glenburn, ND 58740-9564 | ||||
| Donald Anthony | 43970 Road 758 | Self-employed farmer | None | None | USA |
| (Director) | Lexington, NE 68850-3745 | ||||
| Robert Bass | E6391 Bass Road | Self-employed farmer | None | None | USA |
| (Director) | Reedsburg, WI 53959 | ||||
| Dennis Carlson | 3255 50th Street | Self-employed farmer | None | None | USA |
| (Director) | Mandan, ND 58554 | ||||
| Curt Eischens | 2153 - 330th Street North | Self-employed farmer | None | None | USA |
| (Director) | Minneota, MN 56264-1800 | ||||
| Steve Fritel | 2851 77th Street NE | Self-employed farmer | None | None | USA |
| (Director) | Barton, ND 58384 | ||||
| Barb Fritel | 2851 77th Street NE | Self-employed farmer | None | None | USA |
| (Spouse of | |||||
| Steve Fritel) | Barton, ND 58384 |
Folio Page 4 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 2 Identity and Background"
Item 2 Identity and Background
| (a) Name | (b) Business/Residence Address | (c) Occupation/Employer | (d) Convictions | (e) Judgments | (f) Citizenship |
|---|---|---|---|---|---|
| Robert Grabarski | 1770 Highway 21 | Self-employed farmer | None | None | USA |
| (Director) | Arkdale, WI 54613 | ||||
| Jerry Hasnedl | 12276 160th Avenue SE | Self-employed farmer | None | None | USA |
| (Director) | St. Hilaire, MN 56754-9776 | ||||
| David Kayser | 42046 257th Street | ||||
| (Director) | Alexandria, SD 57311 | Self-employed farmer | None | None | USA |
| James Kile | 608 W. Bell Lane | ||||
| (Director) | St. John, WA 99171 | Self-employed farmer | None | None | USA |
| Randy Knecht | 40193 112th Street | ||||
| (Director) | Houghton, SD 57449 | Self-employed farmer | None | None | USA |
| Michael Mulcahey | 8109 360th Avenue | ||||
| (Director) | Waseca, MN 56093 | Self-employed farmer | None | None | USA |
| Richard Owen | PO Box 129 | ||||
| (Director) | Geraldine, MT 59446 | Self-employed farmer | None | None | USA |
| Steve Riegel | 12748 Ridge Road | ||||
| (Director) | Ford, KS 67842 | Self-employed farmer | None | None | USA |
| Daniel Schurr | 3009 Wisconsin Street | ||||
| (Director) | LeClaire, IA 52753 | Self-employed farmer | None | None | USA |
| Duane Stenzel | 62904 295th Street | ||||
| (Director) | Wells, MN 56097 | Self-employed farmer | None | None | USA |
| Michael Toelle | 5085 St. Anthony Drive | ||||
| (Director) | Browns Valley, MN 56219 | Self-employed farmer | None | None | USA |
Folio Page 5 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 3 Source and Amount of Funds or Other Consideration"
Item 3 Source and Amount of Funds or Other Consideration
| Name | Source of Funds | Amount of Funds | Explanation |
|---|---|---|---|
| CHS Inc. (Reporting Person) | WC (Working Capital) | $111,212,619.84 | In addition to the share |
| acquisitions described in Item 6 totalling $105,000,000, CHS | |||
| subsequently purchased 12,188 shares on 02/15/07 for $136,261.84 | |||
| ($11.18/share); 15,000 shares on 04/02/07 for $172,150.50 | |||
| ($11.4767/share); and 505,000 shares on 06/08/07 for $5,904,207.50 | |||
| ($11.6915/share). | |||
| John D. Johnson | N/A | N/A | |
| (Executive Officer) | |||
| Jay D. Debertin | N/A - See Explanation | N/A - See Explanation | Restricted Shares |
| awarded by Issuer to Mr. Debertin (a non-employee director of Issuer) pursuant to Issuers 2006 Stock Incentive Plan. | |||
| (Executive Officer) | |||
| Patrick M. Kluempke | N/A | N/A | |
| (Executive Officer) | |||
| Thomas D. Larson | N/A | N/A | |
| (Executive Officer) | |||
| Mark L. Palmquist | N/A | N/A | |
| (Executive Officer) | |||
| John Schmitz | N/A | N/A | |
| (Executive Officer) | |||
| Leon Westbrock | PF | $11,170 | Purchased 1,000 shares on 02/14/07 |
| at $11.17/share. | |||
| (Executive Officer) | |||
| Bruce Anderson | N/A | N/A | |
| (Director) | |||
| Donald Anthony | N/A | N/A | |
| (Director) | |||
| Robert Bass | N/A | N/A | |
| (Director) | |||
| Dennis Carlson (Director) | PF | $2,442.50 | Purchased 500 shares on 01/03/07 at |
| $11.75/share; purchased 370 shares on 02/12/07 at $12.25/shares; sold | |||
| 500 shares on 04/25/07 at $15.93/share | |||
| Curt Eischens | N/A | N/A | |
| (Director) | |||
| Steve Fritel | |||
| (and Barb Fritel) | PF (Personal Funds) | $8,400 | |
| (Director) |
Folio Page 6 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 3 Source and Amount of Funds or Other Consideration"
Item 3 Source and Amount of Funds or Other Consideration
| Name | Source of Funds | Amount of Funds | Explanation |
|---|---|---|---|
| Robert Grabarski (Director) | PF (Personal Funds) | $41,850 | In addition to 1500 shares |
| previously held, purchased additional 1500 shares on 01/24/07 at | |||
| $13.00/share. | |||
| Jerry Hasnedl | N/A | N/A | |
| (Director) | |||
| David Kayser | N/A | N/A | |
| (Director) | |||
| James Kile | N/A | N/A | |
| (Director) | |||
| Randy Knecht | N/A | N/A | |
| (Director) | |||
| Michael Mulcahey | N/A | N/A | |
| (Director) | |||
| Richard Owen | N/A | N/A | |
| (Director) | |||
| Steve Riegel | N/A | N/A | |
| (Director) | |||
| Daniel Schurr | N/A | N/A | |
| (Director) | |||
| Duane Stenzel | N/A | N/A | |
| (Director) | |||
| Michael Toelle | PF (Personal Funds) | $49,000 | |
| (Director) |
Folio Page 7 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 4 Purpose of Transaction"
Item 4 Purpose of Transaction
| Name | Purpose of Acquisition |
|---|---|
| CHS Inc. | Investment purposes. |
| (Reporting Person) | |
| John D. Johnson | N/A |
| (Executive Officer) | |
| Jay D. Debertin | Shares awarded by Issuer to Mr. Deberin (a |
| (Executive Officer) | non-employee director of Issuer) pursuant to Issuers |
| 2006 Stock Incentive Plan. Held for | |
| investment purposes. | |
| Patrick M. Kluempke | N/A |
| (Executive Officer) | |
| Thomas D. Larson | N/A |
| (Executive Officer) | |
| Mark L. Palmquist | N/A |
| (Executive Officer) | |
| John Schmitz | N/A |
| (Executive Officer) | |
| Leon Westbrock | Investment purposes |
| (Executive Officer) | |
| Bruce Anderson | N/A |
| (Director) | |
| Donald Anthony | N/A |
| (Director) | |
| Robert Bass | N/A |
| (Director) | |
| Dennis Carlson | Investment purposes |
| (Director) | |
| Curt Eischens | N/A |
| (Director) | |
| Steve Fritel | |
| (and Barb Fritel) | Investment purposes. |
| (Director) |
Folio Page 8 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 4 Purpose of Transaction"
Item 4 Purpose of Transaction
| Name | Purpose of Acquisition |
|---|---|
| Robert Grabarski | Investment Purposes |
| (Director) | |
| Jerry Hasnedl | N/A |
| (Director) | |
| David Kayser | N/A |
| (Director) | |
| James Kile | N/A |
| (Director) | |
| Randy Knecht | N/A |
| (Director) | |
| Michael Mulcahey | N/A |
| (Director) | |
| Richard Owen (Director) | N/A |
| Steve Riegel | N/A |
| (Director) | |
| Daniel Schurr | N/A |
| (Director) | |
| Duane Stenzel | N/A |
| (Director) | |
| Michael Toelle | Investment purposes. |
| (Director) |
Folio Page 9 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 5 Interest in Securities of the Issuer"
Item 5 Interest in Securities of the Issuer
| Name | (a) | (b) | (c) | (d) | (e) |
|---|---|---|---|---|---|
| CHS Inc. | See No. 11 and 13 on | See Nos. 7-10 on | Purchased 532,188 Additional | ||
| Shares | N/A | N/A | |||
| (Reporting Person) | Cover Page | Cover Page | |||
| John D. Johnson | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Executive Officer) | Cover Page | Cover Page | Initial 13D Filing | ||
| Jay D. Debertin | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Executive Officer) | Cover Page | Cover Page | Initial 13D Filing | ||
| Patrick M. Kluempke | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Executive Officer) | Cover Page | Cover Page | Initial 13D Filing | ||
| Thomas D. Larson | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Executive Officer) | Cover Page | Cover Page | Initial 13D Filing | ||
| Mark L. Palmquist | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Executive Officer) | Cover Page | Cover Page | Initial 13D Filing | ||
| John Schmitz | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Executive Officer) | Cover Page | Cover Page | Initial 13D Filing | ||
| Leon Westbrock | See No. 11 and 13 on | See Nos. 7-10 on | Purchased 1,000 shares | N/A | N/A |
| (Executive Officer) | Cover Page | Cover Page | |||
| Bruce Anderson | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Donald Anthony | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Robert Bass | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Dennis Carlson | See No. 11 and 13 on | See Nos. 7-10 on | Purchased 370 shares | N/A | N/A |
| (Director) | Cover Page | Cover Page | |||
| Curt Eischens | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Steve Fritel | |||||
| (and Barb Fritel) | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing |
Folio Page 10 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 5 Interest in Securities of the Issuer"
Item 5 Interest in Securities of the Issuer
| Name | (a) | (b) | (c) | (d) | (e) |
|---|---|---|---|---|---|
| Robert Grabarski | See No. 11 and 13 on | See Nos. 7-10 on | Purchased Additional 1,500 Shares | N/A | N/A |
| (Director) | Cover Page | Cover Page | |||
| Jerry Hasnedl | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| David Kayser | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| James Kile | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Randy Knecht | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Michael Mulcahey | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Richard Owen | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Steve Riegel | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Daniel Schurr | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Duane Stenzel | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing | ||
| Michael Toelle | See No. 11 and 13 on | See Nos. 7-10 on | N/A | N/A | N/A |
| (Director) | Cover Page | Cover Page | Initial 13D Filing |
Folio Page 11 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 6 Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer"
Item 6 Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
| Name | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer |
|---|---|
| CHS Inc. (Reporting Person) | (a) Shareholders Agreement dated December 20, 2006 between CHS Inc. and Issuer, which contains certain standstill restrictions restricting the amount of stock a shareholder may purchase. The agreement |
| also (i) restricts the transfer of stock to anybody who would beneficially own in excess of 5% of the Issuers | |
| common stock; (ii) requires the signing shareholder to vote its shares to elect a majority of independent directors to the board; and (iii) provides certain demand and piggyback registration rights. | |
| (b) Subscription Agreement dated November 17, 2005 | |
| between CHS Inc. and Issuer, setting forth the terms | |
| and conditions of the purchase by CHS Inc. of | |
| 35,000,000 shares of Issuers Class A Common Stock. | |
| (c) Stock Purchase Agreement dated March 8, 2006 | |
| between CHS Inc. and Issuer, setting forth the terms | |
| and conditions of the purchase by CHS Inc. of | |
| 17,500,000 shares of Issuers Class A Common Stock. | |
| (d) First Amended and Restated Share Purchase | |
| Agreement dated July 19, 2006 between CHS Inc. and | |
| Fagen Management LLC, setting forth the terms and | |
| conditions of the purchase by CHS Inc. of 2,000,000 | |
| shares of Issuers Class A Common Stock held by Fagen | |
| Management LLC. | |
| (e) First Amended and Restated Share Purchase | |
| Agreement dated July 19, 2006 between CHS Inc. and | |
| Global Ethanol, Inc., setting forth the terms and | |
| conditions of the purchase by CHS Inc. of 3,000,000 | |
| shares of Issuers Class A Common Stock held by Global | |
| Ethanol, Inc. | |
| John D. Johnson (Executive Officer) | None |
| Jay D. Debertin (Executive Officer) | Issuers 2006 Stock Incentive Plan. |
| Patrick M. Kluempke (Executive Officer) | None |
| Thomas D. Larson (Executive Officer) | None |
| Mark L. Palmquist (Executive Officer) | None |
Folio Page 12 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 6 Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer"
Item 6 Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
| Name | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer |
|---|---|
| John Schmitz (Executive Officer) | None |
| Leon Westbrock (Executive Officer) | None |
| Bruce Anderson (Director) | None |
| Donald Anthony (Director) | None |
| Robert Bass (Director) | None |
| Dennis Carlson (Director) | None |
| Curt Eischens (Director) | None |
| Steve Fritel | |
| (and Barb Fritel) (Director) | None |
| Robert Grabarski (Director) | None |
| Jerry Hasnedl (Director) | None |
| David Kayser (Director) | None |
| James Kile (Director) | None |
| Randy Knecht (Director) | None |
| Michael Mulcahey (Director) | None |
Folio Page 13 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 "Item 6 Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer"
Item 6 Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
| Name | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer |
|---|---|
| Richard Owen (Director) | None |
| Steve Riegel (Director) | None |
| Daniel Schurr (Director) | None |
| Duane Stenzel (Director) | None |
| Michael Toelle (Director) | None |
Folio Page 14 of 15 /Folio
PAGEBREAK
CHS Inc. Schedule 13D
link2 " Item 7 Material to be Filed as Exhibits"
Item 7 Material to be Filed as Exhibits
None
Folio Page 15 of 15 /Folio