We encourage you to read this Management's Discussion and Analysis of Financial
Condition and Results of Operations in conjunction with the accompanying
condensed consolidated financial statements and related notes. Forward-looking
statements contained in this report present management's views only as of the
date of this report. Except as required under applicable law, we do not intend
to issue updates concerning any future revisions of management's views to
reflect events or circumstances occurring after the date of this report.
Objective
We are one of North America's largest producers of advanced biofuels focusing on
providing cleaner, lower carbon transportation fuels. We utilize a nationwide
production, distribution, and logistics system as part of an integrated value
chain model designed to convert natural fats, oils, and greases into advanced
biofuels. We believe our fully integrated approach, which includes acquiring
feedstock, operating biorefineries, distributing fuel through a network of
terminals, and managing biorefinery facility construction and upgrades,
positions us to serve the market for cleaner transportation fuels.
In addition to our acquisition of Keck Energy in September 2018, we opened our
first REG branded fueling station in July 2019 adjacent to our biorefinery in
Seneca, Illinois to serve a variety of customers from trucking fleets to local
diesel vehicle owners. In June 2020, we entered into an agreement with a third
party pursuant to which it agreed to exclusively sell REG branded fuels at
certain of its cardlock locations. In October 2021, we entered into a long-term
agreement with GoodFuels, a leading supplier of sustainable marine biofuels and
global producer and supplier of renewable fuels, for the supply and development
of sustainable marine biofuel solutions for the global shipping industry. In
November 2021, we entered into a partnership with Canadian Northern Railway to
test bio and renewable diesel blends for their locomotive fleet. These are the
initial parts of our downstream strategy, which is focused on three important
objectives: margin expansion across the value chain, including by directing
production to the most profitable geographies; realization of higher biodiesel
values through blends of biodiesel into petroleum and renewable diesel; and
increased demand for our biodiesel via sales of 100% pure biodiesel, or B100, to
end consumers.
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In October 2020, we announced that we plan to expand the effective capacity of
our Geismar, Louisiana biorefinery. The Geismar project brings together the
improvement project for the existing site as well as the planned expansion. The
Geismar project is expected to take total site production capacity from 90
million to 340 million gallons, enhance existing operations and improve
operational reliability and logistics. The expansion is expected to be
mechanically complete in 2023 with full operations in early 2024. The capital
cost for the Geismar project is estimated to be $950 million. We have received
all required permits to proceed with construction and recently obtained funding
to begin the project with a combination of cash on hand, marketable securities,
borrowings under our credit facilities, and proceeds from our public offering of
common stock that closed in March 2021 and our Green Bonds that closed on May
20, 2021, as discussed below, or from other sources. In addition, we have agreed
upon a long-term marine terminal lease for terminal and logistics services. We
have also agreed to construction contracts for large parts of the work
associated with the improvements and expansion. There can be no guarantee that
we will be able to complete this project in a timely manner or increase the
capacity of our biorefinery at Geismar, Louisiana on time, at our estimated
budget, or at all. The improvements and expansion is subject to a number of
conditions and risks.
On March 19, 2021, we completed an equity offering pursuant to which we sold
5,750,000 shares of common stock to various underwriters at a price of $67.00
per share before underwriting discounts and commissions. The net proceeds from
the offering were $365.3 million. We currently intend to use the net proceeds
from this offering for working capital and other general corporate purposes,
which may include the repayment of our existing indebtedness and the funding of
capital expenditures, including capital expenditures related to the improvements
and expansion of our Geismar, Louisiana biorefinery. We may also use a portion
of the net proceeds from this offering to finance potential strategic
transactions, although we currently have no binding commitments or agreements to
complete any such transaction.
On May 20, 2021, we completed the sale and issuance of $550.0 million aggregate
principal amount of our 5.875% Green Bonds due 2028. We recorded $14.6 million
in legal, professional and underwriting fees related to the issuance of the
Green Bonds. We currently intend to use the net proceeds from this offering for
capital expenditures related to the improvements and expansion of its Geismar,
Louisiana biorefinery.
We believe that the execution of these strategies will enable us to expand our
margins, diversify sources of profitability, manage our business through varying
market conditions, and increase shareholder value.
We currently own and operate a network of twelve biorefineries. Ten
biorefineries are located in the United States and two in Germany. Eleven
biorefineries produce biodiesel and one produces renewable diesel ("RD"). Our
twelve bio-based diesel production facilities have an aggregate nameplate
production capacity of 505 million gallons per year ("mmgy"). In September 2021,
the Company announced the closure of the Houston, Texas biorefinery, expected to
be completed in January 2022. The Houston plant's nameplate capacity is 35 mmgy
which will reduce the Company's overall nameplate capacity to 470 mmgy.
We are a lower carbon bio-based diesel producer. We primarily produce our
bio-based diesel from a wide variety of low carbon feedstocks, including
distillers corn oil, used cooking oil and inedible animal fat. We also produce
bio-based diesel from virgin vegetable oils, such as soybean oil or canola oil,
which tend to be higher in price. We believe our ability to process a wide
variety of feedstocks at most of our facilities provides us with a cost
advantage over many bio-based diesel producers, particularly those that rely
primarily on virgin vegetable oils.
We also sell petroleum-based heating oil and diesel fuel, which enables us to
offer a variety of fuel products to a broader customer base. We sell heating oil
and ultra-low sulfur diesel, or ULSD, at terminals throughout the northeastern
United States, as well as BioHeat® blended heating fuel at one of these terminal
locations. In 2018, we expanded our sales of biofuel blends to Midwest and West
Coast terminal locations and look to potentially expand in other areas across
North America and internationally.
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The table below reflects our gallons sold during the three and nine months ended September 30, 2021 and 2020 (totals may not foot due to rounding):


                                                                                                                     Gallons sold (millions)
                                                                           Three months ended             Three months ended             Nine months 

ended Nine months ended


                                                                           September 30, 2021             September 30, 2020             September 30, 2021         September 30, 2020
REG-produced Bio-based Diesel:
                                          Biodiesel - U.S.                           105.2                          108.6                         274.9                      293.4
                                          Biodiesel - International                   10.4                           13.6                          31.4                       37.6

                                          Renewable diesel                            25.1                           18.3                          53.2                       56.0
                                                                                     140.7                          140.6                         359.5                      387.0

Third party Bio-based Diesel:



                                          Biodiesel                                    6.1                            7.2                          17.5                       15.4
                                          Renewable diesel                            14.3                           12.3                          40.3                       30.2
                                                                                      20.3                           19.5                          57.8                       45.6

Petroleum-based diesel                                                                15.4                           16.2                          56.4                       66.5
Total                                                                                176.3                          176.2                         473.7                      499.1


During 2020, we sold 651 million gallons of fuel, which included 502 million
bio-based diesel gallons produced at REG facilities, 61 million bio-based diesel
gallons we purchased from third parties and 88 million petroleum-based diesel
gallons.
Our businesses are organized into three reportable segments - the Bio-based
Diesel segment, the Services segment and Corporate and Other.
Bio-based Diesel Segment (formerly known as Biomass-based Diesel segment)
Our Bio-based Diesel segment includes:
•the operations of the following bio-based diesel production refineries:
•a 30 mmgy nameplate capacity biodiesel production facility located in Ralston,
Iowa;
•a 35 mmgy nameplate capacity biodiesel production facility located near
Houston, Texas (this facility is expected to be closed January 2022);
•a 45 mmgy nameplate capacity biodiesel production facility located in Danville,
Illinois;
•a 30 mmgy nameplate capacity biodiesel production facility located in Newton,
Iowa;
•a 60 mmgy nameplate capacity biodiesel production facility located in Seneca,
Illinois;
•a 30 mmgy nameplate capacity biodiesel production facility located near Albert
Lea, Minnesota;
•a 30 mmgy nameplate capacity biodiesel production facility located in Mason
City, Iowa;
•a 75 mmgy nameplate capacity renewable diesel production facility located in
Geismar, Louisiana;
•a 27 mmgy nameplate capacity biodiesel production facility located in Emden,
Germany;
•a 23 mmgy nameplate capacity biodiesel production facility located in Oeding,
Germany;
•a 100 mmgy nameplate capacity biodiesel production facility located in Grays
Harbor, Washington; and
•a 20 mmgy nameplate capacity biodiesel production facility located in DeForest,
Wisconsin.
•purchases and resales of bio-based diesel, the renewable portion of sales of
biodiesel and renewable diesel blended with petroleum-based diesel, RINs and
LCFS credits (each as defined herein), and raw material feedstocks acquired from
third parties; and
•incentives received from federal and state programs for renewable fuels.

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The nameplate capacity listed above, which is based on original plant design, is
distinguished from a facility's effective capacity, which represents the maximum
average throughput that satisfies certain defined technical constraints.

We derive a small portion of our revenues from the sale of co-products of the
bio-based diesel production process. For the three and nine months ended
September 30, 2021 and 2020, our revenues from the sale of co-products were less
than 5% of our total Bio-based Diesel segment revenues. For the three and nine
months ended September 30, 2021 and 2020, revenues from the sale of
petroleum-based heating oil and diesel fuel acquired from third parties, along
with the sale of these items further blended with biodiesel produced by our
facilities or purchased from third parties, were approximately 3% and 5% for the
respective periods for 2021 and 3% and 5% for the same periods in 2020, of our
total revenues.
In accordance with EPA regulations, we generate 1.5 to 1.7 RINs for each gallon
of bio-based diesel we produce and sell in the United States. RINs are used to
track compliance with RFS2, using the EPA moderated transaction system, or EMTS.
RFS2 allows us to attach between zero and 2.5 RINs to any gallon of bio-based
diesel we sell. When we attach RINs to a sale of bio-based diesel gallons, a
portion of our selling price for a gallon of bio-based diesel is generally
attributable to RFS2 compliance; but no cost is allocated to the RINs generated
by our bio-based diesel production because RINs are a form of government
incentive and not a result of the physical attributes of the bio-based diesel
production. In addition, RINs, once obtained through the production and sale of
gallons of bio-based diesel, may be separated by the acquirer and sold
separately. We regularly obtain RINs from third parties for resale, and the
value of these RINs is reflected in "Prepaid expenses and other assets" on our
Condensed Consolidated Balance Sheets. At each balance sheet date, this RIN
inventory is valued at the lower of cost or net realizable value and any
resulting adjustments are reflected in our cost of goods sold for the period.
The cost of RINs obtained from third parties is determined using the average
cost method. Because we do not allocate costs to RINs generated by our bio-based
diesel production, fluctuations in the value of our RIN inventory represent
fluctuations in the value of RINs we have obtained from third parties.
The table below summarizes our RINs balances available to be sold and the median
closing price per RIN at September 30, 2021 and December 31, 2020 according to
OPIS:
                                                         Quantity                                       OPIS Median Closing Price per RIN
                                     September 30, 2021               December 31, 2020           September 30, 2021          December 31, 2020
Bio-based diesel RINs                     26,848,183                          3,962,710          $            1.42          $             1.02
Advanced biofuels RINs                     3,105,625                            817,464          $            1.42          $             1.02


We generate Low Carbon Fuel Standard, or LCFS, credits for our low carbon fuels
when our qualified low carbon fuels are imported into states that have adopted
an LCFS program and sold for qualifying purposes. As a result, a portion of the
selling price for a gallon of bio-based diesel sold into an LCFS market is also
attributable to LCFS compliance. Like RINs, LCFS credits that we generate are a
form of government incentive and not a result of the physical attributes of the
bio-based diesel production. Therefore, no cost is allocated to the LCFS credit
when it is generated, regardless of whether the LCFS credit is transferred with
the bio-based diesel produced or held by us. In general, the value of LCFS
credits fluctuates with the price and demand for fuel. In the first nine months
of 2021, the value of LCFS credits decreased from $199 per credit on January 4,
2021 to $159 per credit on September 30, 2021.
The below table summarizes approximate amounts of our LCFS credits available to
be sold and the median closing price per LCFS credit at September 30, 2021 and
December 31, 2020 according to OPIS:
                                                    Quantity                                    OPIS Median Closing Price per LCFS Credit
                                September 30, 2021           December 31, 2020                September 30, 2021          December 31, 2020
California LCFS                         37,259                              2,618          $              158.75          $           199.00
Oregon LCFS                              2,026                              8,967          $              125.50          $           123.00


Services Segment
Our Services segment, which primarily provides services to our Bio-based Diesel
segment, includes:
•bio-based diesel facility management and operational services, whereby we
provide day-to-day management and operational services to bio-based diesel
production facilities; and
•construction management services, whereby we act as the construction management
and general contractor for the construction of bio-based diesel production
facilities.
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Corporate and Other Segment
Our Corporate and Other segment includes:
•trading activities related to petroleum-based heating oil and diesel fuel,
including the petroleum portion of sales of biodiesel and renewable diesel
blended with petroleum-based diesel;
•corporate activities, which consist of corporate office expenses such as
compensation, benefits, occupancy and other administrative costs, including
management service expenses; and
•income/(expense) activities not associated with the reportable segments, such
as corporate general and administrative expenses and shared service expense.
Impact of COVID-19 on Our Business
In March 2020, the World Health Organization declared COVID-19 a global pandemic
and recommended containment and mitigation measures worldwide. The COVID-19
pandemic has negatively impacted the global economy, disrupted consumer spending
and global supply chains, and created significant volatility and disruption of
financial markets.
In response to the outbreak and business disruption, first and foremost, we have
prioritized the health and safety of our employees. We established a COVID-19
Emergency Response Team ("ERT") to monitor the health of our employees and
mitigate the infection risk of our employees. Based on input from the ERT, we
have implemented several initiatives in response to the COVID-19 pandemic, such
as remote workplace requirements for all office and administrative employees,
social distancing protocols for our production employees and any visitors to our
facilities, and additional paid time off for employees as needed in order to
deal with health or family issues related to COVID-19. As more states, counties
and schools have been re-opening and with the continued successful distribution
of COVID-19 vaccines, we do not anticipate having to curtail or cease our
operations due to COVID-19 in the foreseeable future.
Market demand for fuels was significantly impacted by COVID-19 in 2020, with
significant signs of recovery in the first nine months of 2021. There continues
to be more economic activity and loosening of restrictions as more of the U.S.
population gets vaccinated. We are optimistic that the U.S. economy is
rebounding from the COVID-19 pandemic. The extent of the impact of the COVID-19
pandemic on our business remains uncertain and difficult to predict, as the
duration and severity of the global pandemic evolves and variant strains of
COVID-19 arise. We cannot reasonably estimate the duration and severity of the
COVID-19 pandemic, or its overall impact on our business. We continue to monitor
the impact of the COVID-19 pandemic and will adjust our operations, as
necessary. We believe our cash on hand, our investments in short-term marketable
securities and the cash available to us under our line of credit will allow us
to manage the anticipated impact of COVID-19 on our business operations for the
foreseeable future. We do not currently plan or anticipate any changes to our
workforce due to COVID-19.
For a further discussion of the uncertainties and business risks associated with
the COVID-19 pandemic, see Part II, Item 1A, "Risk Factors."
Factors Influencing Our Results of Operations
The principal factors affecting our results of operations and financial
conditions are the market prices for bio-based diesel and the prices for the
feedstocks used to produce bio-based diesel, as well as governmental programs
designed to create incentives for the production and use of cleaner renewable
fuels.
Governmental programs favoring bio-based diesel production and use
Bio-based diesel has historically been more expensive to produce than
petroleum-based diesel. The bio-based diesel industry's growth has largely been
the result of federal and state programs that require or incentivize the
production and use of bio-based diesel, which allows bio-based diesel to be
price-competitive with petroleum-based diesel.
The RFS2 bio-based diesel requirement was implemented in 2010, stipulating
volume requirements for the amount of bio-based diesel and other advanced
biofuels that must be utilized in the United States each year. Under RFS2,
Obligated Parties, including petroleum refiners and fuel importers, must show
compliance with these standards. Currently, biodiesel and renewable diesel
satisfy three categories of an Obligated Party's annual renewable fuel required
volume obligation, or RVO-bio-based diesel, advanced biofuel, and renewable
fuel. The final RVO targets for the bio-based diesel and advanced biofuels
volumes for the years 2016 to 2021 as set by the EPA are as follows:
                                       30
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                                         2016                    2017                    2018                    2019                    2020                    2021
                                     1.90 billion            2.00 billion            2.10 billion            2.10 billion            2.43 billion            2.43 billion
Bio-based diesel                        gallons                 gallons                 gallons                 gallons                 gallons                 gallons
                                     3.61 billion            4.28 billion            4.29 billion            4.92 billion            5.04 billion
Total Advanced biofuels                  RINs*                   RINs*                   RINs*                   RINs*                   RINs*                    N/A


*Ethanol equivalent gallons (defined as 1 RIN per gallon based on the RIN
production of ethanol, where biodiesel equates to 1.5 RINs per gallon and
renewable diesel equates to 1.7 RINs per gallon)
As of the date of this report, the EPA has not issued the 2021 RVO for Total
Advanced biofuels and it is uncertain when the EPA will issue the RVO and at
what level the 2021 RVO will be.
The federal biodiesel mixture excise tax credit, or the BTC, has historically
provided a $1.00 refundable tax credit per gallon to the first blender of
bio-based diesel with petroleum-based diesel fuel. The BTC became effective
January 1, 2005, but since January 1, 2010 it has been allowed to lapse and then
been reinstated a number of times. The BTC was retroactively reinstated on
December 20, 2019 for the fiscal years 2018 and 2019. The BTC was also extended
through December 31, 2022.
As a result of this history of retroactive reinstatement of the BTC, we and many
other bio-based diesel industry producers have adopted contractual arrangements
with customers and vendors specifying the allocation and sharing of any
retroactively reinstated incentive. The BTC net benefit was allocated to our
corresponding quarterly adjusted earnings before interest, taxes, depreciation
and amortization ("Adjusted EBITDA") when the business giving rise to the
retroactive credit was conducted.
Bio-based diesel and feedstock price fluctuations
Our operating results generally reflect the relationship between the price of
bio-based diesel, including credits and incentives, and the price of feedstocks
used to produce bio-based diesel.
Bio-based diesel is a cleaner low carbon, renewable alternative to
petroleum-based diesel fuel and is primarily sold to the end user after it has
been blended with petroleum-based diesel fuel. Bio-based diesel prices have
historically been heavily influenced by petroleum-based diesel fuel prices.
Accordingly, bio-based diesel prices have generally been impacted by the same
factors that affect petroleum prices, such as crude oil supply and demand
balance, worldwide economic conditions, wars and other political events, OPEC
production quotas, changes in refining capacity and natural disasters.
Regulatory and legislative factors also influence the price of bio-based diesel.
LCFS credits, established by the California Low Carbon Fuel Standard regulation,
which is a rule designed to reduce greenhouse gas emissions associated with
transportation fuels used in California and the Oregon Clean Fuel Program, have
had an increasing impact on our bio-based diesel pricing in those states. In
addition, bio-based diesel RIN pricing, a value component that was introduced
via RFS2 in July 2010, has had a significant impact on our bio-based diesel
pricing in the U.S. The following table shows for 2019, 2020 and the first nine
months of 2021 the high and low average monthly contributory value of RINs, as
reported by OPIS, to the average B100 spot price of a gallon of biodiesel, as
reported by OPIS, in terms of dollars per gallon.
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                    [[Image Removed: regi-20210930_g1.jpg]]

At the beginning of 2021, the value of RINs, as reported by OPIS, to the average
B100 spot price of a gallon of biodiesel was $1.48 per gallon. The value of RINs
to the average B100 spot price of a gallon of biodiesel increased to $2.12 per
gallon at the end of September 2021. It reached a high of $3.07 per gallon of
biodiesel in June 2021 and a low of $1.40 per gallon in January 2021. D4 RIN
values trended higher throughout the first nine months of 2021, supported by D6
RIN values in which the D4 category can be used to satisfy an Obligated Party's
D6 RIN obligation along with an increase in feedstock pricing relative to ULSD
as seen in the heating oil to soybean oil ("HOBO") spread. During 2020, RINs
were negatively impacted by the overall decrease in demand for transportation
fuels due to COVID-19, which translates into reduced volume obligations for
Obligated Parties under the RFS. We enter into forward contracts to sell RINs
and we use risk management position limits that are intended to manage RIN
exposure.
During the full year 2020 and the first nine months of 2021, feedstock expense
accounted for 80% and 86%, respectively, of our production cost, while methanol
and chemical catalysts expense accounted for 3% each in the full year 2020 and
3% and 2%, respectively, in the first nine months of 2021 of our costs of goods
sold.
Feedstocks for bio-based diesel production, such as distillers corn oil, used
cooking oil, animal fat, canola oil and soybean oil, are commodities and market
prices for them will be affected by a wide range of factors unrelated to the
price of bio-based diesel and petroleum-based diesel. There are a number of
factors that influence the supply and price of our feedstocks, such as the
following: bio-based diesel demand; export demand; government policies and
subsidies; weather conditions; ethanol production; cooking habits and eating
habits; number of restaurants near collection facilities; hog/beef/poultry
supply and demand; palm oil supply; soybean meal demand and/or production, and
crop production both in the U.S. and South America. Increasing production of
bio-based diesel and, particularly recent prospective expansion of RD capacity,
and the development of alternative fuels and renewable chemicals also put
pressure on feedstock supply and availability to the bio-based diesel industry.
The bio-based diesel industry may have difficulty procuring feedstocks at
economical prices if competition for bio-based diesel feedstocks increases due
to newly added production capacity.
During 2020 and the first nine months of 2021, 65% and 77%, respectively, of the
feedstocks used in our operations were comprised of distillers corn oil, used
cooking oil and inedible animal fats, with the remainder coming from virgin
vegetable oils.
The recent increase in CME Soyoil Futures price has correlated with an increase
in price for all of our feedstocks. This has increased the cost of producing
bio-based diesel at our refineries.
The graph below illustrates the spread between the cost of producing one gallon
of biodiesel made from soybean oil to the cost of producing one gallon of
biodiesel made from the specified low carbon feedstock for the period January
2019 to
                                       32
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September 2021. The results were derived using assumed conversion factors for
the yield of each feedstock and subtracting the cost of producing one gallon of
biodiesel made from each respective low carbon feedstock from the cost of
producing one gallon of biodiesel made from soybean oil.
                    [[Image Removed: regi-20210930_g2.jpg]]
(1)Used cooking oil ("UCO") prices are based on the monthly average of the daily
low sales price of C.I. adjusted Gulf of Mexico yellow grease as reported by The
Jacobson for the period of January 1, 2019 through June 30, 2019. The prices
from July 1, 2019 through September 30, 2021 are based on the monthly average of
the daily low sales price of Gulf of Mexico used cooking oil as reported by The
Jacobsen (based on 8.5 pounds per gallon).
(2)Distillers corn oil ("DCO") prices are reported as the monthly average of the
daily distillers corn oil market values delivered to Illinois as reported by The
Jacobsen (based on 8.2 pounds per gallon).
(3)Choice white grease ("CWG") prices are based on the monthly average of the
daily low prices of Missouri River choice white grease as reported by The
Jacobsen (based on 8.0 pounds per gallon).
(4)Soybean oil (crude) ("SBO") prices are based on the monthly average of the
daily closing sale price of the nearby soybean oil contract as reported by CME
(based on 7.5 pounds per gallon).
Our results of operations generally will benefit when the spread between
bio-based diesel prices and feedstock prices widens and will be harmed when this
spread narrows. The following graph shows feedstock cost data for choice white
grease and soybean oil on a per gallon basis compared to the per gallon sale
price data for biodiesel, and the spread between biodiesel and each of soybean
oil and choice white grease, from January 2019 to September 2021.
                                       33
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                    [[Image Removed: regi-20210930_g3.jpg]]

(1)Biodiesel prices are based on the monthly average of the midpoint of the high
and low prices of B100 (Chicago SME) as reported by OPIS.
(2)Soybean oil (crude) prices are based on the monthly average of the daily
closing sale price of the nearby soybean oil contract as reported by CME (based
on 7.5 pounds per gallon).
(3)Choice white grease prices are based on the monthly average of the daily low
price of Missouri River choice white grease as reported by The Jacobsen (based
on 8.0 pounds per gallon).
(4)Distillers corn oil prices are based on based on the monthly average of the
daily low price of Illinois distillers corn oil as reported by The Jacobsen
(based on 8.2 pounds per gallon).
(5)Spread between biodiesel price and choice white grease price.
(6)Spread between biodiesel price and soybean oil (crude) price.
(7)Spread between biodiesel price and distillers corn oil price.

During the first nine months of 2021, the average NY Harbor ULSD price was $1.96
per gallon, up $0.71 from the fourth quarter of 2020 average of $1.25 per
gallon. NY Harbor ULSD prices increased during the first nine months of 2021,
from a high of $2.34 per gallon in September 2021 to a low of $1.46 per gallon
in January 2021. Improving demand stemming from the easing of lockdown measures
in the United States and internationally supported the recover in energy prices.
In late August, the impact of Hurricane Ida caused energy market prices to
increase due to depressed supply as significant crude oil production and
refinery capacity were taken offline for an extended period of time. Energy
stocks have continued to draw down over the first nine months of 2021 to the
lower end of the 5-year range with OPEC and other crude oil producers remaining
cautious to ramp up crude oil production. Commodity prices have broadly rallied
through the first nine months of the year as increasing interest rates and
relatively higher levels of inflation have supported the broader commodity asset
class.
The U.S. biodiesel price increased significantly during the first nine months of
2021. The average U.S. biodiesel price, as indicated by the Chicago SME B100
price reported by OPIS, was $5.15 per gallon for the first nine months of 2021.
During the first nine months of 2021, B100 reached a high of $6.15 in June 2021
and a low of $3.72 in January 2021. Biodiesel prices increased primarily due to
the increase in RIN, energy and agricultural commodity prices.
The average soybean oil price for the first nine months of 2021 was $0.58 per
pound. Soybean oil prices ranged from a high of $0.72 per pound in June 2021 to
a low of $0.42 per pound in January 2021. The soybean complex moved lower in the
third quarter after peaking in June on improving crop yields and projected
carryout levels for the upcoming crop year.
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Risk Management
The profitability of producing bio-based diesel largely depends on the spread
between prices for feedstocks and bio-based diesel, including incentives, each
of which is subject to fluctuations due to market factors and each of which is
not significantly correlated. Adverse price movements for these commodities
directly affect our operating results. We attempt to protect cash margins for
our own production and our third-party trading activity by entering into risk
management contracts that are intended to mitigate the impact on our margins
from price volatility in feedstocks and bio-based diesel. We create offsetting
positions by using a combination of forward fixed-price physical purchases and
sales contracts on feedstock and bio-based diesel and risk management futures
contracts, swaps and options primarily on the New York Mercantile Exchange
("NYMEX") NY Harbor ULSD and CME Soybean Oil; however, the extent to which we
engage in risk management activities varies substantially from time to time, and
from feedstock to feedstock, depending on market conditions and other factors.
In making risk management decisions, we utilize research conducted by outside
firms to provide additional market information in addition to our internal
research and analysis.
Distillers corn oil, used cooking oil, inedible animal fat, canola oil and
soybean oil were the primary feedstocks we used to produce bio-based diesel in
2020 and the first nine months of 2021. We utilize several varieties of inedible
animal fat, such as beef tallow, choice white grease and poultry fat derived
from livestock. There is no established futures market for these low carbon
feedstocks. The purchase prices for low carbon feedstocks are generally set on a
negotiated flat price basis or spread to a prevailing market price reported by
the USDA price sheet or The Jacobsen. Our efforts to risk manage against
changing prices for distillers corn oil, used cooking oil and inedible animal
fat have involved entering into futures contracts, swaps or options on other
commodity products, such as CME soybean oil and NYMEX NY Harbor ULSD. However,
these products do not always experience the same price movements as low carbon
feedstocks, making risk management for these feedstocks challenging. We manage
feedstock supply risks related to bio-based diesel production in a number of
ways, including, where available, through long-term supply contracts. The
purchase price for soybean oil under these contracts may be indexed to
prevailing CME soybean oil market prices with a negotiated market basis. We
utilize futures contracts, swaps and options to risk manage, or lock in, the
cost of portions of our future feedstock requirements generally for varying
periods up to one year.
Our ability to mitigate our risk of falling bio-based diesel prices is limited.
We have entered into forward contracts to supply bio-based diesel. However,
pricing under these forward sales contracts generally has been indexed to
prevailing market prices, as fixed price contracts for long periods on
acceptable terms have generally not been available. There is no established
derivative market for bio-based diesel in the United States. Our efforts to
hedge against falling bio-based diesel prices generally involve entering into
futures contracts, swaps and options on other commodity products, such as diesel
fuel and NYMEX NY Harbor ULSD. However, price movements on these products are
not highly correlated to price movements of all of the contract components in
aggregate of bio-based diesel.
We generate 1.5 to 1.7 bio-based diesel RINs for each gallon of bio-based diesel
we produce and sell in the United States. We also obtain RINs from third-party
transactions which we hold for resale. There is no established futures market
for bio-based diesel RINs, which severely limits the ability to risk manage the
price of RINs. We enter into forward contracts to sell RINs, and we use risk
management position limits to manage RIN exposure, however, pricing under those
forward contracts generally has been indexed to prevailing market prices as
fixed price contracts for long periods have generally not been available.
As a result of our strategy, we frequently have gains or losses on derivative
financial instruments that are conversely offset by losses or gains on forward
fixed-price physical contracts on feedstocks and bio-based diesel or
inventories. Gains and losses on derivative financial instruments are recognized
each period in operating results while corresponding gains and losses on
physical contracts are generally not recognized until quantities are delivered
or title transfers which may be in the same or later periods. Our results of
operations are impacted when there is a period mismatch of recognized gains or
losses associated with the change in fair value of derivative instruments used
for risk management purposes at the end of the reporting period but the purchase
or sale of feedstocks or bio-based diesel has not yet occurred resulting in the
offsetting gain or loss that will be recognized in a later accounting period.
We recorded risk management losses of $11.6 million and $0.4 million from our
derivative financial instrument activity for the three and nine months ended
September 30, 2021, respectively, compared to a gain of $7.5 million and $56.3
million for the three and nine months ended September 30, 2020, respectively.
Changes in the value of these futures, swaps or options instruments are
recognized in current income or loss.
                                       35
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Increasing importance of renewable diesel
Renewable diesel is made from the same renewable resources as biodiesel but uses
a different production process. The result is a renewable fuel that is
chemically similar to, and a drop-in replacement for, petroleum diesel.
Renewable diesel is a relatively new fuel but has quickly become popular because
it reduces emissions and delivers strong performance. Renewable diesel can also
be blended with biodiesel. Our proprietary blend of renewable diesel and
biodiesel, which we call REG Ultra Clean®, is designed to capture the best
properties of the two fuels.
Renewable diesel has become an increasingly significant part of our business.
Renewable diesel carries a premium price to biodiesel as a result of a variety
of factors including the ability to blend it with petroleum diesel seamlessly,
better cold weather performance, and its generation of more RINs on a per gallon
basis. Our renewable diesel production facility in Geismar, Louisiana generated
a significant portion of our adjusted EBITDA in 2020 and in the nine months
ended September 30, 2021. We experienced two fires at this facility in 2015 that
each resulted in the plant being shut down for a period of time. If production
at this facility were interrupted again due to a fire, a global pandemic such as
COVID-19 or for any other reason, it would have a disproportionately significant
and material adverse impact on our results of operations and financial
condition.
Seasonality
Our operating results are influenced by seasonal fluctuations in the demand for
biodiesel. Our biodiesel sales tend to decrease during the winter season due to
reduced blending concentrations to adjust for performance during colder weather.
Colder seasonal temperatures can cause the higher cloud point biodiesel we make
from inedible animal fats to become cloudy and eventually gel at a higher
temperature than petroleum-based diesel, renewable diesel, or lower cloud point
biodiesel made from soybean oil, canola oil or distillers corn oil. Such gelling
can lead to plugged fuel filters and other fuel handling and performance
problems for customers and suppliers. Reduced demand in the winter for our
higher cloud point biodiesel can result in excess supply of such higher cloud
point biodiesel and lower prices for such biodiesel. In addition, most of our
biodiesel production facilities are located in colder Midwestern states in
proximity to feedstock origination, and our costs of shipping can increase as
more biodiesel is transported to warmer climate geographies during winter. To
mitigate some of these seasonal fluctuations, we upgraded our Newton and
Danville biorefineries in 2018 to produce distilled biodiesel from low-cost
feedstocks, which has improved cold-weather performance.
RIN prices may also be subject to seasonal fluctuations. The RIN is dated for
the calendar year in which it is generated, commonly referred to as the RIN
vintage. Since only 20% of the annual RVO of an Obligated Party (as defined
under the RFS2) can be satisfied by prior year RINs, most RINs must come from
biofuel produced or imported during the RVO year. As a result, RIN prices can be
expected to decrease as the calendar year progresses if the RIN market is
oversupplied compared to that year's RVO and increase if the market is
undersupplied. The table below provides a comparison between actual RIN
generation and RVO level for Advanced Biofuel as set by the EPA, together with
the impact of the SREs.
                               RIN Generation                Finalized RVO 

level for Estimated Advanced Biofuel


         Period                (Advanced Biofuel)            Advanced Biofuel              RVO Exempted due to SREs
          2018                 4.34 billion RINs             4.29 billion RINs*            0.34 billion RINs
          2019                 4.87 billion RINs             4.92 billion RINs*            0.04 billion RINs
          2020                 5.28 billion RINs             5.04 billion RINs*            **
        Q3 2021                3.92 billion RINs             **                            **


*Ethanol equivalent gallons
**Not yet determined
Industry capacity, production, and imports
Our operating results are influenced by our industry's capacity and production,
including in relation to RFS2 production requirements. Under RFS2, Obligated
Parties are entitled to satisfy up to 20% of their annual requirement with prior
year RINs. Bio-based diesel production and/or imports, as reported by EMTS, were
2.65 billion gallons for 2019. The amount of bio-based diesel produced and/or
imported into the U.S. in 2020 was 2.88 billion gallons. In the first nine
months of 2021, according to EMTS data, 2.16 billion gallons of bio-based diesel
were produced and/or imported into the U.S., compared to the equivalent 2.13
billion gallons over the same period in 2020.
                                       36
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Critical Accounting Policies
Our discussion and analysis of our financial condition and results of operations
is based upon our financial statements, which have been prepared in accordance
with accounting principles generally accepted in the United States. The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amount of assets, liabilities, equities,
revenues and expenses and related disclosure of contingent assets and
liabilities. We evaluate our estimates on an ongoing basis. We base our
estimates on historical experience and on various other assumptions that we
believe to be reasonable under the circumstances, the results of which form the
basis for judgments we make about the carrying values of assets and liabilities
that are not readily apparent from other sources. Because these estimates can
vary depending on the situation, actual results may differ from the estimates.
We have disclosed under the heading "Critical Accounting Policies" in our Annual
Report on Form 10-K for the year ended December 31, 2020 the critical accounting
policies which materially affect our financial statements. There have been no
material changes from the critical accounting policies previously disclosed. You
should carefully consider the critical accounting policies set forth in our
Annual Report on Form 10-K.
Results of Operations
Three and nine months ended September 30, 2021 and 2020
Set forth below is a summary of certain financial information (dollars in
thousands and gallons in millions except for per gallon data) for the periods
indicated:
                                                    Three Months Ended                        Nine Months Ended
                                                       September 30,                            September 30,
                                                  2021                2020                2021                 2020

Gallons sold                                       176.3              176.2                473.7                499.1

Average bio-based diesel price per gallon $ 4.74 $ 2.89

$ 4.35 $ 2.87

Revenues from continuing operations $ 1,006,342 $ 572,358

$ 2,362,305          $ 1,589,220
Cost of goods sold from continuing
operations                                       917,434            498,402            2,076,083            1,387,147
Gross profit                                      88,908             73,956              286,222              202,073
Selling, general and administrative expenses      34,354             31,059              100,546               86,971

Gain on disposal of property, plant and
equipment                                              -                  -                  (39)                (187)
Impairment of assets                               3,498             19,256                5,236               19,256
Income from operations                            51,056             23,641              180,479               96,033
Other income (expense), net                       (7,937)                68              (14,739)               3,619
Income tax expense                                  (652)            (1,046)              (4,535)              (4,007)

Net income                                   $    42,467          $  22,663          $   161,205          $    95,645

Effect of participating share-based awards           334                440                1,735                1,895
Net income available to the Company's common
stockholders                                 $    42,133          $  22,223          $   159,470          $    93,750


Results of Operations:
Revenues. Even though our gallons sold was flat to slightly down in the three
and nine months ended September 30, 2021, our revenues for these periods
increased significantly by $434.0 million and $773.1 million, or 76% and 49%,
compared to the respective periods in 2020. The significant increase in revenue
was primarily attributable to a substantial increase in the average bio-based
diesel price per gallon. In the first nine months of 2021, ULSD prices averaged
$1.96 per gallon compared to $1.24 per gallon in the same period in 2020. The
significant increase in ULSD prices resulted from general market optimism and
improving demand stemming from the easing of lockdown measures in the United
States and internationally, particularly when compared to the third quarter of
2020 where prices were slowly starting to rebound from historical lows due to
the onset of the COVID-19 pandemic and strict lockdowns. RIN values trended
higher throughout the first nine months of 2021 along with an increase in
feedstock pricing relative to ULSD values as seen in the heating oil to soybean
oil ("HOBO") spread. As a result of these factors, our average selling price
significantly increased by $1.85 and $1.48, or 64% and 52%, respectively, in the
three and nine months ended September 30, 2021, compared to the same periods in
2020. The increase in our revenues for the nine months ended September 30, 2021
was partially offset by a decrease of 25.4 million, or 5%, in total gallons sold
for the same period as a result of our focus on product mix and optimization of
gallons sold.
                                       37
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The increase in the average sales price contributed to a $326.0 million and
$738.7 million increase in revenues for the three and nine months ended
September 30, 2021, respectively, when applied to the number of gallons sold in
the comparable 2020 periods. The increase in RIN prices also positively affected
separated RIN sales resulting in revenue increases of $114.9 million and
$169.4 million, or an increase of 418% and 242%, respectively, for the three and
nine months ended September 30, 2021 compared to the same periods in 2020. The
decrease in gallons sold for the three and nine months ended September 30, 2021
accounted for a revenue decrease of $0.5 million and $110.5 million, using the
average selling price for bio-based diesel for the applicable periods. Also
negatively affecting revenues was the $15.7 million decrease in government
incentives revenue in the nine months ended September 30, 2021, caused by lower
BTC revenues due to lower gallons sold.
Costs of goods sold. Our costs of goods sold increased $419.0 million and $688.9
million, or 84% and 50%, respectively, for the three and nine months ended
September 30, 2021, compared to the same periods in 2020. Costs of goods sold as
a percentage of revenues were 91% and 87%, respectively, for the three and nine
months ended September 30, 2021, and 87% for each of the three and nine months
ended September 30, 2020. The increase in costs of goods sold was primarily
driven by significantly higher feedstock costs in the quarter and the first nine
months ended September 30, 2021 compared to same periods in 2020, as described
below. The increase was driven up by risk management losses of $11.6 million and
$0.4 million, respectively, in the three and nine months ended September 30,
2021 compared to gains of $7.5 million and $56.3 million in the same periods in
2020. For the three months ended September 30, 2021, risk management losses
resulted primarily from significant increases in ULSD prices. For the nine
months ended September 30, 2021, risk management losses stemming from
significant ULSD price increases were largely offset by risk management gains
related to significant soybean oil price increases. In 2020, the historically
low level of energy prices due to the COVID-19 pandemic resulted in risk
management gains.
We experienced significantly higher costs across all of our feedstocks in the
three and nine months ended September 30, 2021. Average prices for low carbon
feedstocks used in our production were $0.58 and $0.49, respectively, per pound
for the three and nine months ended September 30, 2021, as compared to $0.29 per
pound for both the three and nine months ended September 30, 2020. Average
soybean oil costs were $0.71 and $0.58, respectively, per pound for the three
and nine months ended September 30, 2021, as compared to $0.30 per pound for
both the three and nine months ended September 30, 2020. Average canola oil
costs were $0.72 and $0.61, respectively, per pound for the three and nine
months ended September 30, 2021, as compared to $0.31 per pound for both the
three and nine months ended September 30, 2020. Average distillers corn oil
costs were $0.59 and $0.50, respectively, per pound for the three and nine
months ended September 30, 2021, as compared to $0.26 per pound for both the
three and nine months ended September 30, 2020.
Selling, general and administrative expenses. Our selling, general and
administrative expenses were $34.4 million and $100.5 million, respectively, for
the three and nine months ended September 30, 2021, or 3% and 4%, respectively,
of total revenue for the periods, and $31.1 million and $87.0 million,
respectively, or 5% for both periods, of total revenue, compared to the same
periods in 2020. The increases of $3.3 million and $13.6 million, or 11% and
16%, respectively, resulted primarily from higher employee related compensation
and benefits and legal and professional expenses.
Impairment of assets. During the three and nine months ended September 30, 2021,
we recorded impairment charges of $3.5 million and $5.2 million related to
certain equipment and intangible assets deemed not recoverable given the assets'
economic obsolescence. During the same periods of 2020, we recorded impairment
charges of $19.3 million related to certain equipment resulting from the
probability that the assets will no longer be utilized in future renewable
diesel production expansions or are deemed not recoverable given the assets'
deteriorating physical conditions.
Other income (expense), net. Other expense was $7.9 million and $14.7 million,
respectively for the three and nine months ended September 30, 2021, compared to
other income of $0.1 million and $3.6 million, respectively, for the same
periods in 2020. Other income (expense) is primarily comprised of gain (loss) on
debt extinguishment, interest expense, interest income and other non-operating
items. The change in other expense for the three and nine months ended September
30, 2021 was mainly due to interest expense of $8.6 million and $14.0 million,
respectively, primarily due to the issuance of our Green Bonds, compared to
interest expense of $1.5 million and $6.2 million for the same respective
periods in 2020. There was also no gain on lease termination for the three and
nine months of 2021 compared to the gain of $4.5 million on lease termination in
the first nine months in 2020. The increase in expense was also due to the loss
on debt extinguishment in the nine months ended September 30, 2021 of $4.4
million, compared to gains on debt extinguishment of $1.8 million, for the same
period in 2020.
Income tax expense. We recognized an income tax expense of $0.7 million and $4.5
million, respectively, for the three and nine months ended September 30, 2021,
as compared to an income tax expense of $1.0 million and $4.0 million,
respectively, for the same periods in 2020. Our tax provision for an interim
period is determined using an estimate of our annual effective tax rate,
adjusted for discrete items arising in that period.  Our effective tax rate
differs from the statutory tax rate primarily due to the fact that we have a
valuation allowance on our domestic deferred tax assets and most of our foreign
deferred tax assets.
                                       38
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Effects of participating share-based awards. Effects of participating share-based awards was $0.3 million and $1.7 million, respectively, for the three and nine months ended September 30, 2021 compared to $0.4 million and $1.9 million, respectively, for the same periods in 2020.



Non-GAAP Financial Measures:
Adjusted EBITDA
Earnings before interest, taxes, depreciation and amortization ("EBITDA") and
adjusted EBITDA are not measures of financial performance under GAAP. We use
EBITDA and EBITDA adjusted for certain additional items, identified in the table
below, or Adjusted EBITDA, as a supplemental performance measure. We present
EBITDA and Adjusted EBITDA because we believe they assist investors in analyzing
our performance across reporting periods on a consistent basis by excluding
items that we do not believe are indicative of our core operating performance.
In addition, we use Adjusted EBITDA to evaluate, assess and benchmark our
financial performance on a consistent and a comparable basis and as a factor in
determining incentive compensation for our executives.
                                                 Three months          Three months           Nine months           Nine months
                                                ended September       ended September       ended September       ended September
(In thousands)                                     30, 2021              30, 2020              30, 2021              30, 2020
Net income                                      $     42,467          $     22,663          $    161,205          $     95,645
Adjustments:
Income tax expense                                       652                 1,046                 4,535                 4,007
Interest expense                                       8,619                 1,545                14,007                 6,154
Depreciation                                          11,098                 9,388                33,100                27,425
Amortization of intangible and other assets              876                   591                 2,467                 1,262
EBITDA                                          $     63,712          $     

35,233 $ 215,314 $ 134,493



Gain on sale of assets                                     -                     -                   (39)                 (187)

(Gain) loss on debt extinguishment                         -                   (18)                4,449                (1,809)
Gain on lease termination                                  -                     -                     -                (4,459)
Interest income                                       (1,420)                 (777)               (3,916)               (1,327)
Other (income) expense, net                              738                  (818)                  199                (2,178)
Impairment of assets                                   3,498                19,256                 5,236                19,256

Executive severance                                        -                     -                   663                     -

Stock compensation                                     1,964                 1,811                 5,770                 5,789

Adjusted EBITDA                                 $     68,492          $     54,687          $    227,676          $    149,578



Adjusted EBITDA is a supplemental performance measure that is not required by,
or presented in accordance with, generally accepted accounting principles, or
GAAP. Adjusted EBITDA should not be considered as an alternative to net income
(loss) or any other performance measure derived in accordance with GAAP, or as
an alternative to cash flows from operating activities or a measure of our
liquidity or profitability. Adjusted EBITDA has limitations as an analytical
tool, and should not be considered in isolation, or as a substitute for any of
our results as reported under GAAP. Some of these limitations are:

•Adjusted EBITDA does not reflect our cash expenditures or the impact of certain
cash charges that we consider not to be an indication of our ongoing operations;
•Adjusted EBITDA does not reflect changes in, or cash requirements for, our
working capital requirements;
•Adjusted EBITDA does not reflect the interest expense, or the cash requirements
necessary to service interest or principal payments, on our indebtedness;
•although depreciation and amortization are non-cash charges, the assets being
depreciated and amortized will often have to be replaced in the future, and
Adjusted EBITDA does not reflect cash requirements for such replacements;
•stock-based compensation expense is an important element of our long term
incentive compensation program, although we have excluded it as an expense when
evaluating our operating performance; and
•other companies, including other companies in our industry, may calculate these
measures differently than we do, limiting their usefulness as a comparative
measure.
                                       39
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Liquidity and Capital Resources
Our principal sources of liquidity are existing cash balances, marketable
securities, cash generated by our operations and our ability to borrow under our
revolving credit facilities, or such credit facilities as we may be able to
obtain from time to time. Our principal uses of liquidity are paying the costs
and expenses associated with our operations, servicing outstanding indebtedness
and making capital expenditures. Our cash requirements will also depend on
capital expenditures in connection with future facility projects, such as our
announced capacity expansion of our Geismar, Louisiana biorefinery and
expenditures in connection with future acquisitions of assets or businesses that
are complementary to our operations or part of our growth strategies.
On March 19, 2021, the Company completed an equity offering pursuant to which it
sold 5,750,000 shares of common stock to various underwriters at a price of
$67.00 per share before underwriting discounts and commissions. The net proceeds
from the offering were $365.3 million. We currently intend to use the net
proceeds from this offering for working capital and other general corporate
purposes, which may include the repayment of our existing indebtedness and the
funding of capital expenditures, including capital expenditures related to the
improvements and expansion of our Geismar, Louisiana biorefinery. We may also
use a portion of the net proceeds from this offering to finance potential
strategic transactions, although we currently have no binding commitments or
agreements to complete any such transaction.
On May 20, 2021, the Company completed the sale and issuance of $550.0 million
aggregate principal amount of our Green Bonds due 2028. The Company recorded
$14.6 million in legal, professional and underwriting fees related to the
issuance of the Green Bonds. The Company currently intends to use the net
proceeds from the Green Bonds for capital expenditures related to the
improvements and expansion of its Geismar, Louisiana biorefinery.
Sources of liquidity. At September 30, 2021, the total of our cash and cash
equivalents and marketable securities was $1,044.5 million, compared to $354.0
million at December 31, 2020. At September 30, 2021, we had total assets of
$2,444.2 million, compared to $1,461.4 million at December 31, 2020. At
September 30, 2021, we had term debt before debt issuance costs of $550.0
million, compared to term debt of $67.0 million at December 31, 2020. Our debt
is subject to various financial covenants. We were in compliance with all
financial covenants associated with our borrowings as of September 30, 2021.
Our term debt (in thousands) is as follows:
                                                           September 30, 2021           December 31, 2020
5.875% Senior Secured Green Bonds, due 2028               $          550,000          $                -
4.00% Convertible Senior Notes                                             -                      47,057

REG Capital term loan                                                      -                       6,665
REG Ralston term loan                                                      -                      13,241
Other                                                                      3                          14
Total term debt before debt issuance costs                $          550,003          $           66,977



A full description of our credit facilities and other agreements related to our
outstanding indebtedness is included under the heading "Liquidity and Capital
Resources" in our Annual Report on Form 10-K for the year ended December 31,
2020.
2036 Convertible Senior Notes
In the first half of 2021, the Company received notices of conversions related
to the 2036 Convertible Senior Note in total principal amounts of $59.6 million.
We elected to settle the respective principal balance of $59.6 million in cash
and settle the conversion premium by issuing 4,684,263 shares of common stock
from treasury stock. The 2036 Convertible Senior Notes were fully converted as
of June 2021 and all obligations thereto have been satisfied and discharged.
During the three and nine months ended September 30, 2020, we used $18.1 million
and $75.9 million to repurchase $5.0 million and $30.0 million principal amount
of the 2036 Convertible Senior Notes, respectively.

In addition, we had revolving debt (in thousands) as follows:


                                                             September 30, 2021           December 31, 2020
Amount outstanding under line of credit                     $                -          $                -

Maximum available to be borrowed under line of credit $ 249,666 $ 149,666


                                       40
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On September 30, 2021, the Company amended its Credit Agreement with Wells Fargo
Capital Finance, LLC, as agent, in order to increase the maximum commitment
under the M&L and Services Revolver from $150.0 million to $250.0 million.
Availability under this is subject to a borrowing base and if availability is
less than 10% of the maximum commitment, ($15.0 million prior to giving effect
to the amendment and $25.0 million after giving effect to the amendment), then
the subsidiary borrowers are required to maintain a fixed charge coverage ratio
of at least 1.0 to 1.0. Prior to giving effect to this amendment, as of December
31, 2020, the subsidiary borrowers would not have been able to satisfy that
fixed charge coverage ratio if availability was less than 10% of the maximum
commitment.
Cash flows. The following table presents information regarding our cash flows
and cash and cash equivalents for the nine months ended September 30, 2021 and
2020 (in thousands):
                                                                    Nine Months September 30,
                                                                    2021                   2020
Cash provided by (used in) operating activities               $      (43,405)         $   554,384
Cash used in investing activities                                   (256,549)            (333,484)
Cash provided by financing activities                                802,269             (174,229)
Net change in cash, cash equivalents and restricted cash             502,315               46,671

Cash, cash equivalents and restricted cash end of period $ 590,131 $ 100,187




In the first nine months of 2021, we used $43.4 million of cash in operations,
compared to cash generated from operations of $554.4 million in the first nine
months of 2020. The increase in cash used was largely driven by a decrease in
collection of receivables of $724.7 million due to the partial collection of the
2019 and 2018 BTC in 2020, combined with an increase in inventory build in the
first nine months of 2021 of $164.8 million compared to inventory draw in the
first nine months of 2020 of $15.4 million, mainly due to the increase of
feedstock costs. These increases in cash used in operations were partially
offset by a smaller decrease in outstanding accounts payable for the first nine
months of 2021 of $17.8 million compared to a decrease in accounts payable in
the same period of 2020 of $228.7 million, largely due to the payment of amounts
due to customers for BTC sharing, and an increase in net income ($161.2 million
for the nine months ended September 30, 2021 as compared to a net income of
$95.6 million for the nine months ended September 30, 2020). The increase in the
net income for the nine months ended September 30, 2021 was primarily due to
better margins.
We used $256.5 million of cash in investing activity in the first nine months of
2021, compared to $333.5 million of cash used in investing activities in the
first nine months of 2020. The decrease in cash used by investing activities was
primarily due to net investments of $191.9 million in high quality marketable
securities, compared to net investments of $286.7 million in marketable
securities in 2020, partially offset by our use of $63.1 million of cash for
property, plant and equipment purchases and plant upgrades in 2021 compared to
purchases of property, plant, and equipment of $46.9 million in 2020.
Cash flows provided by financing activities for the nine months ended
September 30, 2021 was $802.3 million compared to cash used in financing
activities of $174.2 million for the nine months ended September 30, 2020. The
$976.5 million increase was primarily due to the net proceeds of $535.1 million
from the Green Bonds issuance in May 2021 and of $365.3 million from the equity
offering in March 2021. There were no net borrowings on the revolving line of
credit in the first nine months of 2021 compared to a net repayments of $77.0
million in the same period in 2020.
Capital expenditures. During the nine months ended September 30, 2021, our
capital expenditures were $63.1 million involving various plant optimization
projects and the Geismar expansion. During 2020, our total capital expenditures
were $63.6 million involving various projects, the majority of which were at the
Emden (Germany), Seneca, and Geismar facilities.
In October 2020, we announced that we plan to expand the effective capacity of
our Geismar, Louisiana biorefinery. The Geismar project brings together the
improvement project for the existing site and planned expansion . The Geismar
project is expected to take total site production capacity from 90 million to
340 million gallons, enhance existing operations and improve operational
reliability and logistics. The improvement and expansion project is expected to
be mechanically complete in 2023 with full operations in early 2024. The capital
cost for the Geismar project is estimated to be $950 million. We have recently
broke ground to proceed with construction, which is funded through a combination
of cash on hand and marketable securities resulting from our offerings of common
stock that closed in March 2021 and our Green Bonds that closed in May 2021 or
from borrowings under our credit facilities and other sources. In connection
with the planned improvements and expansion, we have entered into construction
and marine terminal lease agreements with total commitments as of September 30,
2021 of $430 million. There can be no guarantee that we will be able to increase
the capacity of our biorefinery at Geismar, Louisiana on time, at our estimated
budget, or at all. The improvements and expansion are subject to a number of
conditions and risks.
                                       41

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We estimate that the capital spending for the project will be approximately 15%
in 2021, 45% in 2022, with the remainder of spend slated for 2023. At the end of
October 2021, we had ordered over 80% of long lead equipment for the project.
For capital spend beyond Geismar, we remain on track with our board-approved
plan which included approximately $20 million for safety, reliability and asset
integrity and approximately $30 million for high return/rapid payback projects.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements that have or are reasonably likely to
have a current or future effect on our financial condition, changes in financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources that is material to investors.
Recent Accounting Pronouncements
For a discussion of new accounting pronouncements affecting the Company, refer
to "Note 2 - Summary of Significant Accounting Policies" to our Condensed
Consolidated Financial Statements.

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