10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2014

or

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from         to

Commission file number: 001-33530

BIOFUEL ENERGY CORP.

(Exact name of registrant as specified in its charter)

Delaware	20-5952523
(State of incorporation)	(I.R.S. employer identification number)

1600 Broadway, Suite 1740 Denver, Colorado	80202
(Address of principal executive offices)	(Zip Code)

(303) 640-6500

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x   No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x   No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ¨ Accelerated filer ¨ Non-accelerated filer ¨ (Do not check if a smaller reporting company) Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes x No ¨

Number of shares of Common Stock outstanding as of May 7, 2014: 5,442,104 exclusive of 40,481 shares held in treasury.

PART I.  FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The accompanying interim unaudited condensed consolidated financial statements of BioFuel Energy Corp. (the “Company”) have been prepared in conformity with accounting principles generally accepted in the United States of America.  The statements are unaudited but reflect all adjustments which, in the opinion of management, are necessary to fairly present the Company’s financial position and results of operations. All such adjustments are of a normal recurring nature. The results of operations for the interim period are not necessarily indicative of the results for the full year.  For further information, refer to the financial statements and notes presented in the Company’s Annual Report on Form 10-K for the twelve months ended December 31, 2013 (filed with the Securities and Exchange Commission on March 26, 2014).

2

BioFuel Energy Corp.

Consolidated Balance Sheets

(in thousands, except share data)

(Unaudited)

	March 31, 2014			December 31, 2013
Assets
Current assets:
Cash and cash equivalents	$	10,091		$	12,605
Accounts receivable		38			39
Prepaid expenses		84			124
Deposits		82			2,361
Total current assets		10,295			15,129
Non-current assets:
Property, plant and equipment, net		64			71
Other assets		—			22
Total non-current assets		64			93
Assets held for sale		24			432
Total assets	$	10,383		$	15,654
Liabilities and equity
Current liabilities:
Accounts payable	$	33		$	50
Other current liabilities		102			4,262
Total current liabilities		135			4,312
Liabilities held for sale		—			289
Total liabilities		135			4,601
Commitments and contingencies
Equity
BioFuel Energy Corp. stockholders’ equity
Preferred stock, $0.01 par value; 5,000,000 shares authorized and no shares     outstanding at March 31, 2014 and December 31, 2013		—			—
Common stock, $0.01 par value; 10,000,000 shares authorized and 5,482,585     shares outstanding at March 31, 2014 and December 31, 2013		54			54
Class B common stock, $0.01 par value; 3,750,000 shares authorized and     795,479 shares outstanding at March 31, 2014 and December 31, 2013		8			8
Less common stock held in treasury, at cost, 40,481 shares at March 31,     2014 and December 31, 2013		(4,316	)		(4,316	)
Additional paid-in capital		191,197			191,197
Accumulated deficit		(169,039	)		(168,328	)
Total BioFuel Energy Corp. stockholders’ equity		17,904			18,615
Noncontrolling interest		(7,656	)		(7,562	)
Total equity		10,248			11,053
Total liabilities and equity	$	10,383		$	15,654

The accompanying notes are an integral part of these consolidated financial statements.

3

BioFuel Energy Corp.

Consolidated Statements of Operations

(in thousands, except per share data)

(Unaudited)

	Three Months Ended March 31,
	2014			2013
Revenues	$	100		$	—
General and administrative expenses:
Compensation expense		(442	)		(978	)
Other		(463	)		(342	)
Operating loss		(805	)		(1,320	)
Other income (expense)		—			1
Loss from continuing operations before income taxes		(805	)		(1,319	)
Income tax provision (benefit)		—			—
Loss from continuing operations		(805	)		(1,319	)
Discontinued operations:
Loss from discontinued operations		—			(4,009	)
Income tax provision (benefit)		—			—
Loss from discontinued operations		—			(4,009	)
Net loss		(805	)		(5,328	)
Less: Net loss from continuing operations attributable to noncontrolling interest		94			172
Less: Net loss from discontinued operations attributable to the noncontrolling interest		—			521
Net loss attributable to BioFuel Energy Corp. common stockholders	$	(711	)	$	(4,635	)
Amounts attributable to BioFuel Energy Corp.:
Loss from continuing operations	$	(711	)	$	(1,147	)
Loss from discontinued operations		—			(3,488	)
Net loss attributable to BioFuel Energy Corp.	$	(711	)	$	(4,635	)
Basic and fully diluted loss per share attributable to BioFuel Energy Corp.:
Continuing operations	$	(0.13	)	$	(0.21	)
Discontinued operations		—			(0.66	)
	$	(0.13	)	$	(0.87	)
Weighted average shares outstanding-basic and fully diluted		5,442			5,308

The accompanying notes are an integral part of these consolidated financial statements.

4

BioFuel Energy Corp.

Consolidated Statement of Changes in Equity

(in thousands, except share data)

 (Unaudited)

	Common Stock					Class B Common Stock				Treasury Stock			Additional Paid-in Capital		Accumulated Deficit			Total BioFuel Energy Corp. Stockholders’ Equity			Noncontrolling Interest			Total Equity
	Shares			Amount		Shares		Amount
Balance at December 31, 2012		5,483,773		$	54		795,479	$	8	$	(4,316	)	$	189,604	$	(129,120	)	$	56,230		$	(1,120	)	$	55,110
Stock-based compensation		—			—		—		—		—			1,593		—			1,593			—			1,593
Issuance of restricted stock, (net of forfeitures)		(1,188	)		—		—		—		—			—		—			—			—			—
Net loss		—			—		—		—		—			—		(39,208	)		(39,208	)		(6,442	)		(45,650	)
Balance at December 31, 2013		5,482,585		$	54		795,479	$	8	$	(4,316	)	$	191,197	$	(168,328	)	$	18,615		$	(7,562	)	$	11,053
Net loss		—			—		—		—		—			—		(711	)		(711	)		(94	)		(805	)
Balance at March 31, 2014		5,482,585		$	54		795,479	$	8	$	(4,316	)	$	191,197	$	(169,039	)	$	17,904		$	(7,656	)	$	10,248

The accompanying notes are an integral part of these consolidated financial statements.

5

BioFuel Energy Corp.

Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

	Three Months Ended March 31,
	2014			2013
Cash flows from operating activities
Net loss	$	(805	)	$	(5,328	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization		7			7,090
Stock-based compensation expense		—			259
Changes in operating assets and liabilities:
Accounts receivable		1			(6,290	)
Inventories		—			1,403
Prepaid expenses		41			(72	)
Accounts payable		(306	)		2,151
Other current liabilities		(4,160	)		1,617
Other assets and liabilities		2,465			(11	)
Net cash provided by (used in) operating activities		(2,757	)		819
Cash flows from investing activities
Purchases of property, plant and equipment		—			(499	)
Net cash used in investing activities		—			(499	)
Cash flows from financing activities
Repayment of notes payable and capital leases		—			(28	)
Net cash used in financing activities		—			(28	)
Net increase (decrease) in cash and cash equivalents		(2,757	)		292
Cash and cash equivalents, beginning of period		12,872			9,323
Cash and cash equivalents, end of period	$	10,115		$	9,615
Cash paid for interest	$	—		$	104

The accompanying notes are an integral part of these consolidated financial statements.

6

BioFuel Energy Corp.

Notes to Consolidated Financial Statements

(Unaudited)

1. Organization, Nature of Business, and Basis of Presentation

Organization, Nature of Business, and Basis of Presentation

BioFuel Energy Corp. (“we” or “the Company”) was incorporated as a Delaware corporation on April 11, 2006 to invest solely in BioFuel Energy, LLC (the “LLC”), a limited liability company organized on January 25, 2006 to build and operate ethanol production facilities in the Midwestern United States. The Company’s headquarters are located in Denver, Colorado. We are a shell company under federal securities laws and a holding company with no operations of our own. We are the sole managing member of the LLC, which is itself a holding company and indirectly owned all of our former operating assets. As the sole managing member of the LLC, the Company operates and controls all of the business and affairs of the LLC and its subsidiaries.

The Company operated two dry-mill ethanol production facilities located in Wood River, Nebraska and Fairmont, Minnesota from June 2008 through November 22, 2013, which produced and sold ethanol and its related co-products, primarily distillers grain and corn oil. The Company’s ethanol plants were owned and operated by the operating subsidiaries of the LLC (“Operating Subsidiaries”). Those Operating Subsidiaries were party to a Credit Agreement (the “Senior Debt Facility”) with a group of lenders, and substantially all of the assets of the Operating Subsidiaries were pledged as collateral under the Senior Debt Facility. On November 22, 2013, the Company’s ethanol plants and all related assets were transferred to certain designees of the lenders (“Newco”) in full satisfaction of all outstanding obligations under the Senior Debt Facility. Newco simultaneously sold the ethanol plants to Green Plains Renewable Energy, Inc. The Company is currently providing engineering and/or business consulting services to a variety of next generation biofuel and bio-chemical companies.  These services are expected to provide a negligible amount of revenue in 2014.

On March 28, 2014, the Company received a preliminary non-binding proposal (the “Proposal”) from James R. Brickman (together with certain trusts and family members, the “Brickman Parties”) and Greenlight Capital, Inc. (together with affiliates, “Greenlight”), one of our principal stockholders and an investment management company co-founded by David Einhorn, one of our directors who serves as its President. Greenlight proposed a possible transaction pursuant to which one or more newly-formed, wholly-owned subsidiaries of ours would acquire all of the equity interests of JBGL Capital, LP and JBGL Builder Finance, LLC, and their direct and indirect subsidiaries (collectively, “JBGL”) for $275 million, payable in cash and shares of our common stock. JBGL is a series of real estate entities involved in the purchase and development of land for residential purposes, construction lending and home building operations. JBGL is currently owned and controlled by Greenlight and the Brickman Parties. The transactions set forth in the Proposal would result in Greenlight and the Brickman Parties owning 49.9% and 8.4%, respectively, of our outstanding common stock.

In response to the Proposal, our Board of Directors established a special committee consisting of independent directors to evaluate the Proposal and alternatives for the Company. The special committee is authorized to retain independent advisors. There can be no assurance that the Proposal or any other transaction will be approved or completed. No further public disclosure regarding the Proposal is expected to be made until the special committee has completed its deliberations and provided the Board with its recommendation in respect of the Proposal.

At March 31, 2014, the Company retained approximately $10.1 million in cash and cash equivalents on its consolidated balance sheet.  As of March 31, 2014, the Company also retained federal net operating loss (“NOL”) carryforwards in the amount of $179.0 million, which have been fully reserved against.

The accompanying consolidated financial statements have accounted for the disposition of the ethanol plants as discontinued operations. Prior year amounts have been reclassified to reflect the disposition of the ethanol plants being accounted for as discontinued operations.

At March 31, 2014, the Company owned 87.3% of the LLC membership units with the remaining 12.7% owned by an individual and by certain investment funds affiliated with one of the original equity investors of the LLC. As a result, the Company consolidates the results of the LLC. The amount of income or loss allocable to the 12.7% holders is reported as noncontrolling interest in our consolidated statements of operations. The Class B common shares of the Company are held by the same individual and investment funds who held 795,479 membership units in the LLC as of March 31, 2014 that, together with the corresponding Class B shares, can be exchanged for newly issued shares of common stock of the Company on a one-for-one basis. The proportionate value of the LLC membership units held by the individual or investment funds other than the Company are recorded as noncontrolling interest on the consolidated balance sheets.

2. Discontinued Operations – Disposal of Ethanol Plants

On November 22, 2013, the Company disposed of its ownership in its two ethanol plants.  The operating loss for the three months ended March 31, 2013 is summarized as follows (in thousands):

Net sales	$	89,041
Cost of goods sold		90,912
Gross loss		(1,871	)
General and administrative expenses		1,712
Operating loss		(3,583	)
Other income (expense):
Other income		1,459
Interest expense		(1,885	)
Loss before income taxes		(4,009	)
Income tax provision (benefit)		—
Loss from discontinued operations	$	(4,009	)

7

BioFuel Energy Corp.

Notes to Consolidated Financial Statements

(Unaudited)

2. Discontinued Operations – Disposal of Ethanol Plants – (continued)

The carrying amounts of the assets and liabilities of the ethanol plants is summarized as follows (in thousands):

	March 31, 2014		December 31, 2013
Current assets:
Cash and cash equivalents	$	24	$	267
Prepaid expenses		—		1
Other current assets		—		164
Assets held for sale	$	24	$	432
Current liabilities:
Accounts payable	$	—	$	289
Liabilities held for sale	$	—	$	289

Revenue Recognition

During the time that the Company owned and operated its ethanol facilities, the Company sold its ethanol, distillers grain and corn oil products under the terms of marketing agreements. Revenue was recognized when risk of loss and title transferred upon shipment of ethanol, distillers grain or corn oil. In accordance with the marketing agreements, the Company recorded its revenues based on the amounts payable to us at the time of our sales of ethanol, distillers grain or corn oil. For our ethanol that was sold within the United States, the amount payable was equal to the average delivered price per gallon received by the marketing pool from Cargill Inc.’s (“Cargill”) customers, less average transportation and storage charges incurred by Cargill, and less a commission. We also sold a portion of our ethanol production to Cargill for export, which sales were shipped undenatured and were excluded from the marketing pool. For exported ethanol sales, the amount payable was equal to the contracted delivered price per gallon, less transportation and storage charges, and less a commission. The amount payable for distillers grain and corn oil was generally equal to the market price at the time of sale less a commission.

Cost of goods sold

During the time that the Company owned and operated its ethanol facilities, cost of goods sold primarily included costs of materials (primarily corn, natural gas, chemicals and denaturant), electricity, purchasing and receiving costs, inspection costs, shipping costs, lease costs, plant management, certain compensation costs and general facility overhead charges, including depreciation expense.

Concentrations of Credit Risk

During the time that the Company owned and operated its ethanol facilities, credit risk represented the accounting loss that would be recognized at the reporting date if counterparties failed completely to perform as contracted. Concentrations of credit risk, whether on- or off-balance sheet, that arose from financial instruments existed for groups of customers or counterparties when they had similar economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions described below.

During the three months ended March 31, 2013, the Operating Subsidiaries recorded sales to Cargill representing 73% of total net sales. The Operating Subsidiaries purchased corn, its largest cost component in producing ethanol, from Cargill. During the three months ended March 31, 2013, corn purchases from Cargill totaled $70.4 million.

Depreciation Expense

Depreciation expense related to the property, plant and equipment at the ethanol plants and included in loss from discontinued operations was $6,831,000 for the three months ended March 31, 2013.

Rent Expense

Rent expense related to the ethanol plants and included in loss from discontinued operations totaled $2,798,000 for the three months ended March 31, 2013.

8

BioFuel Energy Corp.

Notes to Consolidated Financial Statements

(Unaudited)

3. Summary of Significant Accounting Policies

Principles of Consolidation and Noncontrolling Interest

The accompanying consolidated financial statements include the Company, the LLC and its wholly-owned subsidiaries: BFE Holdings, LLC; BFE Operating Company, LLC; Buffalo Lake Energy, LLC; and Pioneer Trail Energy, LLC. All inter-company balances and transactions have been eliminated in consolidation. The Company treats all exchanges of LLC membership units for Company common stock as equity transactions, with any difference between the fair value of the Company’s common stock and the amount by which the noncontrolling interest is adjusted being recognized in equity.

Use of Estimates

Preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosures in the accompanying notes at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

Our primary source of revenue is engineering and/or business consulting services that the Company is providing to certain next generation biofuel and bio-chemical companies. Consulting agreements are entered into which set forth the terms, including the rates charged, for all consulting services. Revenue is recognized and recorded at the time that the consulting services are performed and collectibility is reasonably assured.

General and administrative expenses

General and administrative expenses consist of salaries and benefits paid to our management and administrative employees, expenses relating to third party services, travel, office rent, marketing and other expenses, including certain expenses associated with being a public company, such as fees paid to our independent auditors associated with our annual audit and quarterly reviews, directors’ fees, and listing and transfer agent fees.

Cash and Cash Equivalents

Cash and cash equivalents include highly-liquid investments with an original maturity of three months or less. At March 31, 2014, we had $10.1 million of cash and cash equivalents invested in standard cash accounts held at two financial institutions, which is in excess of FDIC insurance limits.

Property, Plant and Equipment

Property, plant and equipment is comprised of office furniture and equipment at the Company’s headquarters and is recorded at cost. Depreciation on office furniture and equipment is computed by the straight line method over a range of three to ten years.

Stock-Based Compensation

Expense associated with stock-based awards and other forms of equity compensation is based on fair value at grant and recognized on a straight line basis in the financial statements over the requisite service period for those awards that are expected to vest. 

Income Taxes

The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews historical and anticipated future pre-tax results of operations to determine whether the Company will be able to realize the benefit of its deferred tax assets. A valuation allowance is required to reduce the potential deferred tax asset when it is more likely than not that all or some portion of the potential deferred tax asset will not be realized due to the lack of sufficient taxable income. The Company establishes reserves for uncertain tax positions that reflect its best estimate of deductions and credits that may not be sustained on a more likely than not basis. As the Company has incurred tax losses since its inception and expects to continue to incur tax losses for the foreseeable future, we will continue to provide a valuation allowance against deferred tax assets until the Company believes that such assets will be realized.

Fair Value of Financial Instruments

The Company’s financial instruments, including cash and cash equivalents, accounts receivable, deposits, accounts payable, and severance payable are carried at cost, which approximates their fair value because of the short-term maturity of these instruments.

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standards setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, our management believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements upon adoption.

9

BioFuel Energy Corp.

Notes to Consolidated Financial Statements

(Unaudited)

4. Property, Plant and Equipment

Property, plant and equipment, stated at cost, consist of the following at March 31, 2014 and December 31, 2013 (in thousands):

	March 31, 2014			December 31, 2013
Office furniture and equipment	$	788		$	788
Accumulated depreciation		(724	)		(717	)
Property, plant and equipment, net	$	64		$	71

Depreciation expense related to property, plant and equipment was $7,000 and $10,000 for the three months ended March 31, 2014 and March 31, 2013, respectively.

5. Earnings Per Share

Basic earnings per share are computed by dividing net income by the weighted average number of common shares outstanding during each period. Diluted earnings per share are calculated using the treasury stock method and includes the effect of all dilutive securities, including stock options, restricted stock and Class B common shares. For those periods in which the Company incurred a net loss, the inclusion of the potentially dilutive shares in the computation of diluted weighted average shares outstanding would have been anti-dilutive to the Company’s loss per share, and, accordingly, all potentially dilutive shares have been excluded from the computation of diluted weighted average shares outstanding in those periods.

For the three months ended March 31, 2014 and March 31, 2013, 64,541 shares and 69,349 shares, respectively, issuable upon the exercise of stock options were excluded from the computation of diluted earnings per share as their effect would have been anti-dilutive. 

A summary of the reconciliation of basic weighted average shares outstanding to diluted weighted average shares outstanding follows:

	Three Months Ended March 31,
	2014			2013
Weighted average common shares outstanding – basic		5,442,104			5,308,161
Potentially dilutive common stock equivalents:
Class B common shares		795,479			795,479
Restricted stock		—			135,131
		795,479			930,610
		6,237,583			6,238,771
Less anti-dilutive common stock equivalents		(795,479	)		(930,610	)
Weighted average common shares outstanding – diluted		5,442,104			5,308,161

6. Stockholders’ Equity

Stock Repurchase Plan

On October 15, 2007, the Company announced the adoption of a stock repurchase plan authorizing the repurchase of up to $ 7.5 million of the Company’s common stock. Purchases will be funded out of cash on hand and made from time to time in the open market. From the inception of the buyback program through March 31, 2014, the Company had repurchased 40,481 shares at an average price of $ 106.62 per share, leaving $ 3,184,000 available under the repurchase plan. The shares repurchased are being held as treasury stock. As of March 31, 2014, there were no plans to repurchase any additional shares.

Cash Dividends

The Company has not declared any cash dividends on its common stock and does not anticipate paying cash dividends in the foreseeable future.  

Rights Agreement

On March 27, 2014, the Board of Directors (the “Board”) of the Company declared a dividend of one preferred share purchase right (a “Right”) for each outstanding share of common stock of the Company, to purchase from the Company one one-thousandth of a share of Series B Junior Participating Preferred Stock, par value $0.01 per share, of the Company at a price of $13.50 per one one-thousandth of a share of Preferred Stock, subject to adjustment as provided in the Rights Agreement. The Rights will expire upon the triggering of certain events, but in no event later than March 27, 2017. The Rights are initially not exercisable but will become exercisable upon certain triggering events occurring, such as any person or group becoming the beneficial owner of 4.99% or more of the outstanding common stock of the Company. The dividend was payable to stockholders of record at the close of business on April 7, 2014. The Board adopted the Rights Agreement to protect the Company from a possible limitation on the Company’s ability to use its net operating loss carryforwards and other future tax benefits, which may be used to reduce potential future income tax obligations.

10

BioFuel Energy Corp.

Notes to Consolidated Financial Statements

(Unaudited)

7. Stock-Based Compensation

The following table summarizes the stock-based compensation expense incurred by the Company (in thousands):

	Three Months Ended March 31,
	2014		2013
Stock options	$	—	$	90
Restricted stock		—		169
Total	$	—	$	259

2007 Equity Incentive Compensation Plan

Immediately prior to the Company’s initial public offering, the Company adopted the 2007 Equity Incentive Compensation Plan (“2007 Plan”). The 2007 Plan provides for the grant of options intended to qualify as incentive stock options, non-qualified stock options, stock appreciation rights or restricted stock awards and any other equity-based or equity-related awards. The 2007 Plan is administered by the Compensation Committee of the Board of Directors. Subject to adjustment for changes in capitalization, the aggregate number of shares that may be delivered pursuant to awards under the 2007 Plan is currently 355,000. The term of the 2007 Plan is ten years, expiring in June 2017.

Stock Options — Except as otherwise directed by the Compensation Committee, the exercise price for options cannot be less than the fair market value of our common stock on the grant date. Other than the stock options issued to Directors, the options will generally vest and become exercisable with respect to 30%, 30% and 40% of the shares of our common stock subject to such options on each of the first three anniversaries of the grant date. Compensation expense related to these options is expensed on a straight line basis over the three year service period. Options issued to Directors generally vest and become exercisable on the first anniversary of the grant date. All stock options have a five year term from the date of grant. During the three months ended March 31, 2014 and March 31, 2013, the Company did not issue any stock options under the 2007 Plan.

A summary of stock option activity under the 2007 Plan as of March 31, 2014, and the changes during the three months ended March 31, 2014 is as follows:

	Shares			Weighted Average Exercise Price		Weighted Average Remaining Life (years)		Aggregate Intrinsic Value
Options outstanding, January 1, 2014		65,481		$	58.94
Granted		—			—
Exercised		—			—
Forfeited		(940	)		55.20
Options outstanding, March 31,     2014		64,541		$	58.99		0.8	$	0.00
Options exercisable, March 31,     2014		64,541		$	58.99		0.8	$	0.00

Restricted Stock  — Other than restricted stock issued to Directors, the restricted stock issued will generally vest in equal increments of 25% on each of the first four anniversaries of the grant date. Compensation expense related to restricted stock issued is expensed on a straight line basis over the four year vesting period. Restricted stock issued to Directors generally vests on the first anniversary of the grant date with compensation expense being expensed on a straight line basis over the one year vesting period. During the three months ended March 31, 2014 and March 31, 2013, the Company did not grant any restricted stock shares under the 2007 Plan.

Under the Company’s Change of Control Plan, 97,852 shares of unvested restricted stock automatically vested due to the disposition of the Company’s ethanol plants therefore there is no restricted stock currently outstanding.  After considering the stock option and restricted stock awards issued and outstanding, the Company had 115,493 shares of common stock available for future grant under our 2007 Plan at March 31, 2014.

11

BioFuel Energy Corp.

Notes to Consolidated Financial Statements

(Unaudited)

8. Income Taxes

The Company has not recognized any income tax provision (benefit) for the three months ended March 31, 2014, and March 31, 2013 due to continuing losses from operations.

The U.S. statutory federal income tax rate is reconciled to the Company’s effective income tax rate as follows (in thousands):

	Three Months Ended March 31,
	2014			2013
Tax benefit at 35% federal statutory rate	$	282		$	1,865
State tax benefit, net of federal benefit		24			27
Noncontrolling interest		(36	)		(246	)
Valuation allowance		(1,454	)		(1,537	)
Other		1,184			(109	)
Total	$	—		$	—

The effects of temporary differences and other items that give rise to deferred tax assets and liabilities are presented below (in thousands):

	March 31, 2014			December 31, 2013
Deferred tax assets:
Capitalized start up costs	$	25		$	24
Stock-based compensation		622			622
Net operating loss carryover		62,642			62,372
Other		19			18
Deferred tax assets		63,308			63,036
Valuation allowance		(62,565	)		(61,111	)
Deferred tax liabilities:
Property, plant and equipment		(46	)		(11	)
Investment in partnership		(697	)		(1,914	)
Deferred tax liabilities		(743	)		(1,925	)
Net deferred tax asset	$	—		$	—

The Company assesses the recoverability of deferred tax assets and the need for a valuation allowance on an ongoing basis. In making this assessment, management considers all available positive and negative evidence to determine whether it is more likely than not that some portion or all of the deferred tax assets will be realized in future periods. This assessment requires significant judgment and estimates involving current and deferred income taxes, tax attributes relating to the interpretation of various tax laws, historical bases of tax attributes associated with certain assets and limitations surrounding the realization of deferred tax assets.

As of March 31, 2014, the net operating loss carryforward was $179.0 million, which will begin to expire if not used by December 31, 2029. The U.S. federal statute of limitations remains open for our 2010 and subsequent tax years.

9. Employee Benefits

401K Plan

The LLC sponsors a 401(k) profit sharing and savings plan for its employees. Employee participation in this plan is voluntary and the LLC matches 50% of eligible employee contributions, up to an amount equal to 3% of employee compensation, on a biweekly basis. For the three months ended March 31, 2014 and March 31, 2013, contributions to the plan by the LLC totaled $9,000 and $20,000, respectively.

Severance

The LLC adopted a Change of Control Plan (the “COC Plan”) in November 2006.  As a result of the disposition of the Company’s ethanol plants, a change of control under the COC Plan occurred, and therefore as of December 31, 2013 the Company accrued $4,180,000 in other current liabilities related to certain change of control severance payments owed to its corporate employees, which payments were made in the first quarter of 2014.

10. Commitments and Contingencies

In October 2013, the LLC entered into a ten month lease that began November 1, 2013 for office space for its corporate headquarters. The monthly rent expense of $11,000 is being recognized on a straight line basis over the term of the lease.

Rent expense totaled $46,000 and $63,000 for the three months ended March 31, 2014 and March 31, 2013, respectively.

The Company is not currently a party to any material legal, administrative or regulatory proceedings that have arisen in the ordinary course of business or otherwise that would result in loss contingencies.

12

BioFuel Energy Corp.

Notes to Consolidated Financial Statements

(Unaudited)

11. Noncontrolling Interest

Noncontrolling interest consists of equity issued to members of the LLC upon the Company’s initial public offering in June 2007. As provided in the LLC agreement, the exchange ratio of the various existing classes of equity of the LLC for the single class of equity at the time of the Company’s initial public offering was based on the Company’s initial public offering price of $ 210.00 per share and the resulting implied valuation of the Company. The exchange resulted in the issuance of 897,903 LLC membership units and Class B common shares. Each LLC membership unit combined with a share of Class B common stock is exchangeable at the holder’s option into one share of Company common stock. The LLC may make distributions to members as determined by the Company.

At the time of its initial public offering, the Company owned 28.9% of the LLC membership units of the LLC. At March 31, 2014, the Company owned 87.3% of the LLC membership units. The noncontrolling interest will continue to be reported until all Class B common shares and LLC membership units have been exchanged for the Company’s common stock.

The table below shows the effects of the changes in BioFuel Energy Corp.’s ownership interest in the LLC on the equity attributable to BioFuel Energy Corp.’s common stockholders for the three months ended March 31, 2014 and March 31, 2013 (in thousands):

Net Loss Attributable to BioFuel Energy Corp.’s Common Stockholders and

Transfers from the Noncontrolling Interest

	Three Months Ended March 31,
	2014			2013
Net loss attributable to BioFuel Energy Corp.	$	(711	)	$	(4,635	)
Increase in BioFuel Energy Corp. stockholders equity from     issuance of common shares in exchange for Class B     common shares and units of BioFuel Energy, LLC		—			—
Change in equity from net loss attributable to BioFuel Energy Corp. and transfers from noncontrolling interest	$	(711	)	$	(4,635	)

Tax Benefit Sharing Agreement

Membership units in the LLC combined with the related Class B common shares held by the historical equity investors may be exchanged in the future for shares of our common stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The LLC will make an election under Section 754 of the IRS Code effective for each taxable year in which an exchange of membership units and Class B shares for common shares occurs, which may result in an adjustment to the tax basis of the assets owned by the LLC at the time of the exchange. Increases in tax basis, if any, would reduce the amount of tax that the Company would otherwise be required to pay in the future, although the IRS may challenge all or part of the tax basis increases, and a court could sustain such a challenge. The Company has entered into tax benefit sharing agreements with its historical LLC investors that will provide for a sharing of these tax benefits, if any, between the Company and the historical LLC equity investors. Under these agreements, the Company will make a payment to an exchanging LLC member of 85% of the amount of cash savings, if any, in U.S. federal, state and local income taxes the Company actually realizes as a result of this increase in tax basis. The Company and its common stockholders will benefit from the remaining 15% of cash savings, if any, in income taxes realized. For purposes of the tax benefit sharing agreement, cash savings in income tax will be computed by comparing the Company’s actual income tax liability to the amount of such taxes the Company would have been required to pay had there been no increase in the tax basis in the assets of the LLC as a result of the exchanges. The term of the tax benefit sharing agreement commenced on the Company’s initial public offering in June 2007 and will continue until all such tax benefits have been utilized or expired, unless a change of control occurs and the Company exercises its resulting right to terminate the tax benefit sharing agreement for an amount based on agreed payments remaining to be made under the agreement.

13

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion in conjunction with the unaudited consolidated financial statements and the accompanying notes included in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements that involve risks and uncertainties. Specifically, forward-looking statements may be preceded by, followed by or may include such words as “estimate”, “plan”, “project”, “forecast”, “intend”, “expect”, “is to be”, “anticipate”, “goal”, “believe”, “seek”, “target” or other similar expressions. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this Form 10-Q, or in the case of a document incorporated by reference, as of the date of that document. Except as required by law, we undertake no obligation to publicly update or release any revisions to these forward-looking statements to reflect any events or circumstances after the date of this Form 10-Q or to reflect the occurrence of unanticipated events. Our actual results may differ materially from those discussed in or implied by any of the forward-looking statements as a result of various factors, including but not limited to those listed elsewhere in this Form 10-Q and those listed in our Annual Report on Form 10-K for the year ended December 31, 2013 or in any other documents we have filed with the Securities and Exchange Commission.

Overview

BioFuel Energy Corp. (“we” or “the Company”) was incorporated as a Delaware corporation on April 11, 2006 to invest solely in BioFuel Energy, LLC (the “LLC”), a limited liability company organized on January 25, 2006 to build and operate ethanol production facilities in the Midwestern United States. The Company’s headquarters are located in Denver, Colorado. We are a shell company under federal securities laws and a holding company with no operations of our own. We are the sole managing member of the LLC, which is itself a holding company and indirectly owned all of our former operating assets. As the sole managing member of the LLC, the Company operates and controls all of the business and affairs of the LLC and its subsidiaries.

The Company operated two dry-mill ethanol production facilities located in Wood River, Nebraska and Fairmont, Minnesota from June 2008 through November 22, 2013, which produced and sold ethanol and its related co-products, primarily distillers grain and corn oil. The Company’s ethanol plants were owned and operated by the operating subsidiaries of the LLC (“Operating Subsidiaries”). Those Operating Subsidiaries were party to a Credit Agreement (the “Senior Debt Facility”) with a group of lenders, and substantially all of the assets of the Operating Subsidiaries were pledged as collateral under the Senior Debt Facility. On November 22, 2013, the Company’s ethanol plants and all related assets were transferred to certain designees of the lenders (“Newco”) in full satisfaction of all outstanding obligations under the Senior Debt Facility. Newco simultaneously sold the ethanol plants to Green Plains Renewable Energy, Inc. The Company is currently providing engineering and/or business consulting services to a variety of next generation biofuel and bio-chemical companies.  These services are expected to provide a negligible amount of revenue in 2014.

On March 28, 2014, the Company received a preliminary non-binding proposal (the “Proposal”) from James R. Brickman (together with certain trusts and family members, the “Brickman Parties”) and Greenlight Capital, Inc. (together with affiliates, “Greenlight”), one of our principal stockholders and an investment management company co-founded by David Einhorn, one of our directors who serves as its President. Greenlight proposed a possible transaction pursuant to which one or more newly-formed, wholly-owned subsidiaries of ours would acquire all of the equity interests of JBGL Capital, LP and JBGL Builder Finance, LLC, and their direct and indirect subsidiaries (collectively, “JBGL”) for $275 million, payable in cash and shares of our common stock. JBGL is a series of real estate entities involved in the purchase and development of land for residential purposes, construction lending and home building operations. JBGL is currently owned and controlled by Greenlight and the Brickman Parties. The transactions set forth in the Proposal would result in Greenlight and the Brickman Parties owning 49.9% and 8.4%, respectively, of our outstanding common stock.

In response to the Proposal, our Board of Directors established a special committee consisting of independent directors to evaluate the Proposal and alternatives for the Company. The special committee is authorized to retain independent advisors. There can be no assurance that the Proposal or any other transaction will be approved or completed. No further public disclosure regarding the Proposal is expected to be made until the special committee has completed its deliberations and provided the Board with its recommendation in respect of the Proposal.

At March 31, 2014, the Company retained approximately $10.1 million in cash and cash equivalents on its consolidated balance sheet.  As of March 31, 2014, the Company also retained federal net operating loss (“NOL”) carryforwards in the amount of $179.0 million, which have been fully reserved against.

Basis for Consolidation

At March 31, 2014, the Company owned 87.3% of the LLC membership units with the remaining 12.7% owned by an individual and by certain investment funds affiliated with one of the original equity investors of the LLC. As a result, the Company consolidates the results of the LLC. The amount of income or loss allocable to the 12.7% holders is reported as noncontrolling interest in our consolidated statements of operations. The Class B common shares of the Company are held by the same individual and investment funds who held 795,479 membership units in the LLC as of March 31, 2014 that, together with the corresponding Class B shares, can be exchanged for newly issued shares of common stock of the Company on a one-for-one basis. The proportionate value of the LLC membership units held by the individual or investment funds other than the Company are recorded as noncontrolling interest on the consolidated balance sheets.

Revenues

Our primary source of revenue is engineering and/or business consulting services that the Company is providing to certain next generation biofuel and bio-chemical companies.

14

General and administrative expenses

General and administrative expenses consist of salaries and benefits paid to our management and administrative employees, expenses relating to third party services, travel, office rent, marketing and other expenses, including expenses associated with being a public company, such as fees paid to our independent auditors associated with our annual audit and quarterly reviews, directors’ fees, and listing and transfer agent fees. 

Results of operations

The following discussion summarizes the significant factors affecting the consolidated operating results of the Company for the three months ended March 31, 2014 and March 31, 2013. This discussion should be read in conjunction with the unaudited consolidated financial statements and notes to the unaudited consolidated financial statements contained in this Form 10-Q.

The following table sets forth general and administrative expenses, loss from continuing operations, and loss from discontinued operations (in thousands):

	Three Months Ended March 31,
	2014			2013
Revenues	$	100		$	—
General and administrative expenses:
Compensation expense		(442	)		(978	)
Other		(463	)		(342	)
Operating loss		(805	)		(1,320	)
Other income (expense)		—			1
Loss from continuing operations		(805	)		(1,319	)
Discontinued operations:
Loss from discontinued operations		—			(4,009	)
Loss on disposal of plants		—			—
Loss from discontinued operations		—			(4,009	)
Net loss		(805	)		(5,328	)
Less: Net loss from continuing operations attributable to noncontrolling interest		94			172
Less: Net loss from discontinued operations attributable to the noncontrolling interest		—			521
Net loss attributable to BioFuel Energy Corp. common stockholders	$	(711	)	$	(4,635	)

Three Months Ended March 31, 2014 Compared to the Three Months Ended March 31, 2013

Revenues:   Revenues were $0.1 million for the three months ended March 31, 2014 and related to engineering and/or business consulting services that the Company is providing to certain next generation biofuel and bio-chemical companies. There was no such revenue for the three months ended March 31, 2013.

General and administrative expenses:   General and administrative expenses decreased $0.4 million or 30.8%, to $0.9 million for the three months ended March 31, 2014, as compared to $1.3 million for the three months ended March 31, 2013. The decrease was primarily attributable to a decrease in stock compensation expense and salary expense, as the Company had fewer employees during the three months ended March 31, 2014 as compared to the three months ended March 31, 2013.

Loss from discontinued operations:   Loss from discontinued operations was $4.0 million for the three months ended March 31, 2013 and related to the loss incurred from the operation of the Company’s ethanol plants. There was no such loss for the three months ended March 31, 2014 as the ethanol plants were disposed of in November 2013.

Liquidity and capital resources

Our cash flows from operating, investing and financing activities during the three months ended March 31, 2014 and March 31, 2013 are summarized below (in thousands):

	Three Months Ended March 31,
	2014			2013
Cash provided by (used in):
Operating activities	$	(2,757	)	$	819
Investing activities		—			(499	)
Financing activities		—			(28	)
Net increase (decrease) in cash and cash equivalents	$	(2,757	)	$	292

15

Cash provided by (used in) operating activities.   Net cash used in operating activities was $2.8 million for the three months ended March 31, 2014, compared to net cash provided by operating activities of $0.8 million for the three months ended March 31, 2013.  For the three months ended March 31, 2014, the amount was primarily comprised of a net loss of $0.8 million and working capital uses of $2.0 million. Working capital uses were comprised of $2.2 million of working capital sources related to the collection of deposits, which were offset by working capital uses of $4.2 million related to the payment of severance under the Company’s COC Plan. For the three months ended March 31, 2013, the amount was primarily comprised of a net loss of $5.3 million that was offset by non-cash charges of $7.3 million, which was primarily depreciation and amortization.

Cash used in investing activities.   Net cash used in investing activities was $0.5 million for the three months ended March 31, 2013 and related to capital expenditures for various plant improvement projects. There were no such expenditures for the three months ended March 31, 2014.

Cash used in financing activities.   Net cash used in financing activities was nominal for the three months ended March 31, 2013 and related to payments on certain capital leases and notes payable. There were no such payments for the three months ended March 31, 2014.

The LLC’s principal source of liquidity at March 31, 2014 is its cash and cash equivalents of $10.1 million. Our principal liquidity needs are expected to be funding general corporate expenses.

Summary of critical accounting policies and significant estimates

The consolidated financial statements of BioFuel Energy Corp. included in this Form 10-Q have been prepared in conformity with accounting principles generally accepted in the United States. Note 3 to the consolidated financial statements contains a summary of our significant accounting policies, certain of which require the use of estimates and assumptions. Accounting estimates are an integral part of the preparation of financial statements and are based on judgments by management using its knowledge and experience about the past and current events and assumptions regarding future events, all of which we consider to be reasonable. These judgments and estimates reflect the effects of matters that are inherently uncertain and that affect the carrying value of our assets and liabilities, the disclosure of contingent liabilities and reported amounts of expenses during the reporting period.

The accounting estimates and assumptions discussed in this section are those that we believe involve significant judgments and the most uncertainty. Changes in these estimates or assumptions could materially affect our financial position and results of operations and are therefore important to an understanding of our consolidated financial statements.

Income Taxes

The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews historical and anticipated future pre-tax results of operations to determine whether the Company will be able to realize the benefit of its deferred tax assets. A valuation allowance is required to reduce the potential deferred tax asset when it is more likely than not that all or some portion of the potential deferred tax asset will not be realized due to the lack of sufficient taxable income. The Company establishes reserves for uncertain tax positions that reflect its best estimate of deductions and credits that may not be sustained on a more likely than not basis. As the Company has incurred tax losses since its inception and expects to continue to incur tax losses for the foreseeable future, we will continue to provide a valuation allowance against deferred tax assets until the Company believes that such assets will be realized.

Recent accounting pronouncements

From time to time, new accounting pronouncements are issued by standards setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, our management believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements upon adoption.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

At March 31, 2014, we had $10.1 million of cash and cash equivalents invested in standard cash accounts held at two financial institutions, which is in excess of FDIC insurance limits.

16

ITEM 4. CONTROLS AND PROCEDURES

Controls and Procedures

The Company’s management carried out an evaluation, as required by Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the “Exchange Act”), with the participation of our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of our disclosure controls and procedures, as of the end of the period covered by this report. Based upon this evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Quarterly Report on Form 10-Q, such that the information relating to the Company and its consolidated subsidiaries required to be disclosed in our Exchange Act reports filed with the SEC (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and (ii) is accumulated and communicated to the Company’s management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

In addition, the Company’s management carried out an evaluation, as required by Rule 13a-15(f) and 15d-15(f) of the Exchange Act, with the participation of our Chief Executive Officer and our Chief Financial Officer, of changes in the Company’s internal control over financial reporting. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that no change in internal control over financial reporting occurred during the quarter ended March 31, 2014, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

17

PART II.  OTHER INFORMATION

ITEM 6.       EXHIBITS

Number	Description
3.1.1	Form of Charter Amendment (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A filed April 13, 2012).
3.1.2	Terms of the Charter Amendment (incorporated by reference to Item 8.01 of the Company’s Current Report on Form 8-K filed May 25, 2012).
3.1.3	Certificate of Designation of Series B Junior Participating Preferred Stock of BioFuel Energy Corp. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed March 28, 2014).
3.2	Amended and Restated Bylaws of BioFuel Energy Corp dated March 20, 2009, (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed March 23, 2009).
31.1	Certification of the Company’s Chief Executive Officer Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241).
31.2	Certification of the Company’s Chief Financial Officer Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241).
32.1	Certification of the Company’s Chief Executive Officer Pursuant To Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350).
32.2	Certification of the Company’s Chief Financial Officer Pursuant To Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350).

* Pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended, confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission (“SEC”) pursuant to a Confidential Treatment Request filed with the SEC.,

18

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	BIOFUEL ENERGY CORP.
	(Registrant)
Date: May 8, 2014	By:	/s/ Scott H. Pearce
		Scott H. Pearce
		President, Chief Executive Officer and Director
Date: May 8, 2014	By:	/s/ Kelly G. Maguire
		Kelly G. Maguire
		Executive Vice President and Chief Financial Officer

19

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Scott H. Pearce, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of BioFuel Energy Corp.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 8, 2014	/s/ Scott H. Pearce
	Scott H. Pearce
	President and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002

I, Kelly G. Maguire, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of BioFuel Energy Corp.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors:

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  May 8, 2014	/s/ Kelly G. Maguire
	Kelly G. Maguire
	Executive Vice President and
	Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of BioFuel Energy, Corp. (the “Corporation”) on Form 10-Q for the quarterly period ended March 31, 2014 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Scott H. Pearce, President and Chief Executive Officer of the Corporation, certify to my knowledge, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation.

Date:  May 8, 2014	/s/ Scott H. Pearce
	Scott H. Pearce
	President and Chief Executive Officer

EX-32.2

EXHIBIT 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of BioFuel Energy, Corp. (the “Corporation”) on Form 10-Q for the quarterly period ended March 31, 2014 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Kelly G. Maguire, Executive Vice President and Chief Financial Officer of the Corporation, certify to my knowledge, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation.

Date:  May 8, 2014	/s/ Kelly G. Maguire
	Kelly G. Maguire
	Executive Vice President and
	Chief Financial Officer

XML

Income Taxes (Details Textual) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Income Taxes [Line Items]
Operating Loss Carryforwards	$ 179.0
Operating Loss Carryforwards, Expiration Date	Dec. 31, 2029
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate	35.00%	35.00%

XML

Stockholders' Equity (Details Textual) (USD $)	3 Months Ended	12 Months Ended
	Mar. 31, 2014	Dec. 31, 2007	Dec. 31, 2013	Mar. 27, 2014 Series B Junior Participating Preferred Stock [Member]
Schedule of Equity Method Investments [Line Items]
Treasury shares	40,481		40,481
Treasury Stock Acquired, Average Cost Per Share	$ 106.62
Amount Available Under Stock Repurchase Plan	$ 3,184,000	$ 7,500,000
Share Purchase Price				$ 13.50
Preferred Stock, Par or Stated Value Per Share	$ 0.01		$ 0.01	$ 0.01
Beneficial Ownership Percentage				4.99%

XML

Organization, Nature of Business, and Basis of Presentation (Details Textual) (USD $)	3 Months Ended
	Mar. 31, 2014	Dec. 31, 2013	Mar. 31, 2013	Dec. 31, 2012	Mar. 28, 2014 Greenlight [Member]	Mar. 28, 2014 Brickman Parties [Member]	Mar. 31, 2014 Common Class B [Member]	Dec. 31, 2013 Common Class B [Member]
Organization Nature Of Business And Liquidity Considerations [Line Items]
Percentage Of Owned Of Subsidiaries Membership Units	87.30%
Remaining Percentage Of Owned By Investment Funds Affiliates	12.70%
Common stock, shares outstanding	5,482,585	5,482,585					795,479	795,479
Business Acquisition, Payable In Cash And Shares					$ 275,000,000
Common Stock, Owning Percentage					49.90%	8.40%
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations, Beginning Balance	10,115,000	12,872,000	9,615,000	9,323,000
Operating Loss Carryforwards	$ 179,000,000
Noncontrolling Interest, Ownership Percentage	12.70%

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Noncontrolling Interest (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Noncontrolling Interest [Line Items]
Net loss attributable to BioFuel Energy Corp.	$ (711)	$ (4,635)
Increase in BioFuel Energy Corp. stockholders equity from issuance of common shares in exchange for Class B common shares and units of BioFuel Energy, LLC	0	0
Change in equity from net loss attributable to BioFuel Energy Corp. and transfers from noncontrolling interest	$ (711)	$ (4,635)

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Income Taxes (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Income Taxes [Line Items]
Tax benefit at 35% federal statutory rate	$ 282	$ 1,865
State tax benefit, net of federal benefit	24	27
Noncontrolling interest	(36)	(246)
Valuation allowance	(1,454)	(1,537)
Other	1,184	(109)
Total	$ 0	$ 0

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Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2014

Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

3. Summary of Significant Accounting Policies

Principles of Consolidation and Noncontrolling Interest

The accompanying consolidated financial statements include the Company, the LLC and its wholly-owned subsidiaries: BFE Holdings, LLC; BFE Operating Company, LLC; Buffalo Lake Energy, LLC; and Pioneer Trail Energy, LLC. All inter-company balances and transactions have been eliminated in consolidation. The Company treats all exchanges of LLC membership units for Company common stock as equity transactions, with any difference between the fair value of the Company’s common stock and the amount by which the noncontrolling interest is adjusted being recognized in equity.

Use of Estimates

Preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosures in the accompanying notes at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

Our primary source of revenue is engineering and/or business consulting services that the Company is providing to certain next generation biofuel and bio-chemical companies. Consulting agreements are entered into which set forth the terms, including the rates charged, for all consulting services. Revenue is recognized and recorded at the time that the consulting services are performed and collectibility is reasonably assured.

General and administrative expenses

General and administrative expenses consist of salaries and benefits paid to our management and administrative employees, expenses relating to third party services, travel, office rent, marketing and other expenses, including certain expenses associated with being a public company, such as fees paid to our independent auditors associated with our annual audit and quarterly reviews, directors’ fees, and listing and transfer agent fees.

Cash and Cash Equivalents

Cash and cash equivalents include highly-liquid investments with an original maturity of three months or less. At March 31, 2014, we had $10.1 million of cash and cash equivalents invested in standard cash accounts held at two financial institutions, which is in excess of FDIC insurance limits.

Property, Plant and Equipment

Property, plant and equipment is comprised of office furniture and equipment at the Company’s headquarters and is recorded at cost. Depreciation on office furniture and equipment is computed by the straight line method over a range of three to ten years.

Stock-Based Compensation

Expense associated with stock-based awards and other forms of equity compensation is based on fair value at grant and recognized on a straight line basis in the financial statements over the requisite service period for those awards that are expected to vest. 

Income Taxes

The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews historical and anticipated future pre-tax results of operations to determine whether the Company will be able to realize the benefit of its deferred tax assets. A valuation allowance is required to reduce the potential deferred tax asset when it is more likely than not that all or some portion of the potential deferred tax asset will not be realized due to the lack of sufficient taxable income. The Company establishes reserves for uncertain tax positions that reflect its best estimate of deductions and credits that may not be sustained on a more likely than not basis. As the Company has incurred tax losses since its inception and expects to continue to incur tax losses for the foreseeable future, we will continue to provide a valuation allowance against deferred tax assets until the Company believes that such assets will be realized.

Fair Value of Financial Instruments

The Company’s financial instruments, including cash and cash equivalents, accounts receivable, deposits, accounts payable, and severance payable are carried at cost, which approximates their fair value because of the short-term maturity of these instruments.

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standards setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, our management believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements upon adoption.

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Noncontrolling Interest (Details Textual) (USD $)	3 Months Ended	12 Months Ended
	Mar. 31, 2014	Dec. 31, 2007
Noncontrolling Interest [Line Items]
Initial Public Offering Price Per Share		$ 210.00
Equity Method Investment, Ownership Percentage	28.90%
Percentage Of Owned Of Subsidiaries Membership Units	87.30%
Percentage Of Payment To Exchanging Llc Member In Cash Savings Under Tax Benefit Sharing Agreement	85.00%
Remaining Percentage Of Payment To Exchanging Llc Member In Cash Savings Under Tax Benefit Sharing Agreement	15.00%
Common Class B [Member]
Noncontrolling Interest [Line Items]
Membership Units To Be Issued	897,903

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Property, Plant and Equipment (Details) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Property, Plant and Equipment [Line Items]
Office furniture and equipment	$ 788	$ 788
Accumulated depreciation	(724)	(717)
Property, plant and equipment, net	$ 64	$ 71

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Summary of Significant Accounting Policies (Details Textual) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Accounting Policies [Line Items]
Cash and cash equivalents	$ 10,091	$ 12,605

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Property, Plant and Equipment (Details Textual) (Discontinued Operation [Member], USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Discontinued Operation [Member]
Property, Plant and Equipment [Line Items]
Depreciation	$ 7,000	$ 10,000

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Earnings Per Share (Details)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Earnings Per Share [Line Items]
Weighted average common shares outstanding - basic (in shares)	5,442,104	5,308,161
Potentially dilutive common stock equivalents:
Class B common shares	795,479	795,479
Restricted stock	0	135,131
Weighted Average Number Diluted Shares Outstanding Adjustment, Total	795,479	930,610
Weighted Average Number Of Shares Outstanding, Basic Including Potentially Dilutive Common Stock Equivalents	6,237,583	6,238,771
Less anti-dilutive common stock equivalents	(795,479)	(930,610)
Weighted average common shares outstanding - diluted (in shares)	5,442,104	5,308,161

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Discontinued Operations - Disposal of Ethanol Plants

3 Months Ended

Mar. 31, 2014

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

2. Discontinued Operations – Disposal of Ethanol Plants

On November 22, 2013, the Company disposed of its ownership in its two ethanol plants.  The operating loss for the three months ended March 31, 2013 is summarized as follows (in thousands):

Net sales	$	89,041
Cost of goods sold		90,912
Gross loss		(1,871)
General and administrative expenses		1,712
Operating loss		(3,583)
Other income (expense):
Other income		1,459
Interest expense		(1,885)
Loss before income taxes		(4,009)
Income tax provision (benefit)		—
Loss from discontinued operations	$	(4,009)

The carrying amounts of the assets and liabilities of the ethanol plants is summarized as follows (in thousands):

	March 31, 2014		December 31, 2013
Current assets:
Cash and cash equivalents	$	24	$	267
Prepaid expenses		—		1
Other current assets		—		164
Assets held for sale	$	24	$	432
Current liabilities:
Accounts payable	$	—	$	289
Liabilities held for sale	$	—	$	289

Revenue Recognition

During the time that the Company owned and operated its ethanol facilities, the Company sold its ethanol, distillers grain and corn oil products under the terms of marketing agreements. Revenue was recognized when risk of loss and title transferred upon shipment of ethanol, distillers grain or corn oil. In accordance with the marketing agreements, the Company recorded its revenues based on the amounts payable to us at the time of our sales of ethanol, distillers grain or corn oil. For our ethanol that was sold within the United States, the amount payable was equal to the average delivered price per gallon received by the marketing pool from Cargill Inc.’s (“Cargill”) customers, less average transportation and storage charges incurred by Cargill, and less a commission. We also sold a portion of our ethanol production to Cargill for export, which sales were shipped undenatured and were excluded from the marketing pool. For exported ethanol sales, the amount payable was equal to the contracted delivered price per gallon, less transportation and storage charges, and less a commission. The amount payable for distillers grain and corn oil was generally equal to the market price at the time of sale less a commission.

Cost of goods sold

During the time that the Company owned and operated its ethanol facilities, cost of goods sold primarily included costs of materials (primarily corn, natural gas, chemicals and denaturant), electricity, purchasing and receiving costs, inspection costs, shipping costs, lease costs, plant management, certain compensation costs and general facility overhead charges, including depreciation expense.

Concentrations of Credit Risk

During the time that the Company owned and operated its ethanol facilities, credit risk represented the accounting loss that would be recognized at the reporting date if counterparties failed completely to perform as contracted. Concentrations of credit risk, whether on- or off-balance sheet, that arose from financial instruments existed for groups of customers or counterparties when they had similar economic characteristics that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions described below.

During the three months ended March 31, 2013, the Operating Subsidiaries recorded sales to Cargill representing 73% of total net sales. The Operating Subsidiaries purchased corn, its largest cost component in producing ethanol, from Cargill. During the three months ended March 31, 2013, corn purchases from Cargill totaled $70.4 million.

Depreciation Expense

Depreciation expense related to the property, plant and equipment at the ethanol plants and included in loss from discontinued operations was $6,831,000 for the three months ended March 31, 2013.

Rent Expense

Rent expense related to the ethanol plants and included in loss from discontinued operations totaled $2,798,000 for the three months ended March 31, 2013.

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Earnings Per Share (Details Textual)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	64,541	69,349

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Employee Benefits (Details Textual) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Dec. 31, 2013
Employee Benefits [Line Items]
Description Of Employee Participation In Employee Benefit Plans	The LLC sponsors a 401(k) profit sharing and savings plan for its employees. Employee participation in this plan is voluntary and the LLC matches 50% of eligible employee contributions, up to an amount equal to 3% of employee compensation, on a biweekly basis.
Defined Benefit Plan, Contributions by Plan Participants	$ 9,000	$ 20,000
Accrued Liabilities and Other Liabilities, Total			$ 4,180,000

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Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Current assets:
Cash and cash equivalents	$ 10,091	$ 12,605
Accounts receivable	38	39
Prepaid expenses	84	124
Deposits	82	2,361
Total current assets	10,295	15,129
Non-current assets:
Property, plant and equipment, net	64	71
Other assets	0	22
Total non-current assets	64	93
Assets held for sale	24	432
Total assets	10,383	15,654
Current liabilities:
Accounts payable	33	50
Other current liabilities	102	4,262
Total current liabilities	135	4,312
Liabilities held for sale	0	289
Total liabilities	135	4,601
Commitments and contingencies
Equity
Preferred stock, $0.01 par value; 5,000,000 shares authorized and no shares outstanding at March 31, 2014 and December 31, 2013	0	0
Common Stock Value	54	54
Less common stock held in treasury, at cost, 40,481 shares at March 31, 2014 and December 31, 2013	(4,316)	(4,316)
Additional paid-in capital	191,197	191,197
Accumulated deficit	(169,039)	(168,328)
Total BioFuel Energy Corp. stockholders' equity	17,904	18,615
Noncontrolling interest	(7,656)	(7,562)
Total equity	10,248	11,053
Total liabilities and equity	10,383	15,654
Common Class B [Member]
Equity
Common Stock Value	$ 8	$ 8

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Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Cash flows from operating activities
Net loss	$ (805)	$ (5,328)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	7	7,090
Stock-based compensation expense	0	259
Changes in operating assets and liabilities:
Accounts receivable	1	(6,290)
Inventories	0	1,403
Prepaid expenses	41	(72)
Accounts payable	(306)	2,151
Other current liabilities	(4,160)	1,617
Other assets and liabilities	2,465	(11)
Net cash provided by (used in) operating activities	(2,757)	819
Cash flows from investing activities
Purchases of property, plant and equipment	0	(499)
Net cash used in investing activities	0	(499)
Cash flows from financing activities
Repayment of notes payable and capital leases	0	(28)
Net cash used in financing activities	0	(28)
Net increase (decrease) in cash and cash equivalents	(2,757)	292
Cash and cash equivalents, beginning of period	12,872	9,323
Cash and cash equivalents, end of period	10,115	9,615
Cash paid for interest	$ 0	$ 104

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Stock-Based Compensation (Details 1) (USD $)	3 Months Ended
	Mar. 31, 2014
Share Based Compensation Stock Options Activity [Line Items]
Shares Options outstanding, January 1, 2014 (in shares)	65,481
Shares Granted (in shares)	0
Shares Exercised (in shares)	0
Shares Forfeited (in shares)	(940)
Shares Options outstanding, March 31, 2014 (in shares)	64,541
Shares Options exercisable, March 31, 2014 (in shares)	64,541
Weighted Average Exercise Price Options outstanding, January 1, 2014 (in dollars per share)	$ 58.94
Weighted Average Exercise Price Granted (in dollars per share)	$ 0
Weighted Average Exercise Price Exercised (in dollars per share)	$ 0
Weighted Average Exercise Price Forfeited (in dollars per share)	$ 55.20
Weighted Average Exercise Price Options outstanding, March 31, 2014 (in dollars per share)	$ 58.99
Weighted Average Exercise Price Options exercisable, March 31, 2014 (in dollars per share)	$ 58.99
Weighted Average Remaining Life (years) Options outstanding, March 31, 2014	9 months 18 days
Weighted Average Remaining Life (years) Options exercisable, March 31, 2014	9 months 18 days
Aggregate Intrinsic Value Options outstanding, March 31, 2014	$ 0.00
Aggregate Intrinsic Value Options exercisable, March 31, 2014	$ 0.00

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Stock-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2014

Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]

Schedule of Share-based Compensation, Activity [Table Text Block]

The following table summarizes the stock-based compensation expense incurred by the Company (in thousands):

	Three Months Ended March 31,
	2014		2013
Stock options	$	—	$	90
Restricted stock		—		169
Total	$	—	$	259

Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]

A summary of stock option activity under the 2007 Plan as of March 31, 2014, and the changes during the three months ended March 31, 2014 is as follows:

	Shares		Weighted Average Exercise Price		Weighted Average Remaining Life (years)		Aggregate Intrinsic Value
Options outstanding, January 1, 2014		65,481	$	58.94
Granted		—		—
Exercised		—		—
Forfeited		(940)		55.20
Options outstanding, March 31, 2014		64,541	$	58.99		0.8	$	0.00
Options exercisable, March 31, 2014		64,541	$	58.99		0.8	$	0.00

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Stock-Based Compensation (Details Textual) (USD $)	3 Months Ended
	Mar. 31, 2014
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award	five year
Percentage Of Stock Options Vested Of Common Stock On First Anniversaries Of Grant Date	30.00%
Percentage Of Stock Options Vested Of Common Stock On Second Anniversaries Of Grant Date	30.00%
Percentage Of Stock Options Vested Of Common Stock On Third Anniversaries Of Grant Date	40.00%
Equity Incentive Compensation Plan 2007 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	355,000
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award	ten years
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant	115,493
Share-based Compensation Arrangement by Share-based Payment Award, Description	June 2017
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award	four year
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized	$ 97,852
Percentage Of Restricted Stock Vest In Equal Increments On Each Of First Four Anniversaries	25.00%
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	1 year

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Noncontrolling Interest (Tables)

3 Months Ended

Mar. 31, 2014

Noncontrolling Interest [Abstract]

Schedule Of Net Income Loss Attributable To Parent And Transfers From Noncontrolling Interest [Table Text Block]

The table below shows the effects of the changes in BioFuel Energy Corp.’s ownership interest in the LLC on the equity attributable to BioFuel Energy Corp.’s common stockholders for the three months ended March 31, 2014 and March 31, 2013 (in thousands):

Net Loss Attributable to BioFuel Energy Corp.’s Common Stockholders and

Transfers from the Noncontrolling Interest

	Three Months Ended March 31,
	2014		2013
Net loss attributable to BioFuel Energy Corp.	$	(711)	$	(4,635)
Increase in BioFuel Energy Corp. stockholders equity from     issuance of common shares in exchange for Class B     common shares and units of BioFuel Energy, LLC		—		—
Change in equity from net loss attributable to BioFuel Energy Corp. and transfers from noncontrolling interest	$	(711)	$	(4,635)

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Organization, Nature of Business, and Basis of Presentation

3 Months Ended

Mar. 31, 2014

Organization, Nature Of Business, and Liquidity Considerations [Abstract]

Organization Nature Of Business And Liquidity Considerations [Text Block]

1. Organization, Nature of Business, and Basis of Presentation

Organization, Nature of Business, and Basis of Presentation

BioFuel Energy Corp. (“we” or “the Company”) was incorporated as a Delaware corporation on April 11, 2006 to invest solely in BioFuel Energy, LLC (the “LLC”), a limited liability company organized on January 25, 2006 to build and operate ethanol production facilities in the Midwestern United States. The Company’s headquarters are located in Denver, Colorado. We are a shell company under federal securities laws and a holding company with no operations of our own. We are the sole managing member of the LLC, which is itself a holding company and indirectly owned all of our former operating assets. As the sole managing member of the LLC, the Company operates and controls all of the business and affairs of the LLC and its subsidiaries.

The Company operated two dry-mill ethanol production facilities located in Wood River, Nebraska and Fairmont, Minnesota from June 2008 through November 22, 2013, which produced and sold ethanol and its related co-products, primarily distillers grain and corn oil. The Company’s ethanol plants were owned and operated by the operating subsidiaries of the LLC (“Operating Subsidiaries”). Those Operating Subsidiaries were party to a Credit Agreement (the “Senior Debt Facility”) with a group of lenders, and substantially all of the assets of the Operating Subsidiaries were pledged as collateral under the Senior Debt Facility. On November 22, 2013, the Company’s ethanol plants and all related assets were transferred to certain designees of the lenders (“Newco”) in full satisfaction of all outstanding obligations under the Senior Debt Facility. Newco simultaneously sold the ethanol plants to Green Plains Renewable Energy, Inc. The Company is currently providing engineering and/or business consulting services to a variety of next generation biofuel and bio-chemical companies.  These services are expected to provide a negligible amount of revenue in 2014.

On March 28, 2014, the Company received a preliminary non-binding proposal (the “Proposal”) from James R. Brickman (together with certain trusts and family members, the “Brickman Parties”) and Greenlight Capital, Inc. (together with affiliates, “Greenlight”), one of our principal stockholders and an investment management company co-founded by David Einhorn, one of our directors who serves as its President. Greenlight proposed a possible transaction pursuant to which one or more newly-formed, wholly-owned subsidiaries of ours would acquire all of the equity interests of JBGL Capital, LP and JBGL Builder Finance, LLC, and their direct and indirect subsidiaries (collectively, “JBGL”) for $275 million, payable in cash and shares of our common stock. JBGL is a series of real estate entities involved in the purchase and development of land for residential purposes, construction lending and home building operations. JBGL is currently owned and controlled by Greenlight and the Brickman Parties. The transactions set forth in the Proposal would result in Greenlight and the Brickman Parties owning 49.9% and 8.4%, respectively, of our outstanding common stock.

In response to the Proposal, our Board of Directors established a special committee consisting of independent directors to evaluate the Proposal and alternatives for the Company. The special committee is authorized to retain independent advisors. There can be no assurance that the Proposal or any other transaction will be approved or completed. No further public disclosure regarding the Proposal is expected to be made until the special committee has completed its deliberations and provided the Board with its recommendation in respect of the Proposal.

At March 31, 2014, the Company retained approximately $10.1 million in cash and cash equivalents on its consolidated balance sheet.  As of March 31, 2014, the Company also retained federal net operating loss (“NOL”) carryforwards in the amount of $179.0 million, which have been fully reserved against.

The accompanying consolidated financial statements have accounted for the disposition of the ethanol plants as discontinued operations. Prior year amounts have been reclassified to reflect the disposition of the ethanol plants being accounted for as discontinued operations.

At March 31, 2014, the Company owned 87.3% of the LLC membership units with the remaining 12.7% owned by an individual and by certain investment funds affiliated with one of the original equity investors of the LLC. As a result, the Company consolidates the results of the LLC. The amount of income or loss allocable to the 12.7% holders is reported as noncontrolling interest in our consolidated statements of operations. The Class B common shares of the Company are held by the same individual and investment funds who held 795,479 membership units in the LLC as of March 31, 2014 that, together with the corresponding Class B shares, can be exchanged for newly issued shares of common stock of the Company on a one-for-one basis. The proportionate value of the LLC membership units held by the individual or investment funds other than the Company are recorded as noncontrolling interest on the consolidated balance sheets.

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Consolidated Balance Sheets [Parenthetical] (USD $)	Mar. 31, 2014	Dec. 31, 2013
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	10,000,000	10,000,000
Common stock, shares outstanding	5,482,585	5,482,585
Treasury shares	40,481	40,481
Common Class B [Member]
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	3,750,000	3,750,000
Common stock, shares outstanding	795,479	795,479

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Noncontrolling Interest

3 Months Ended

Mar. 31, 2014

Noncontrolling Interest [Abstract]

Noncontrolling Interest Disclosure [Text Block]

11. Noncontrolling Interest

Noncontrolling interest consists of equity issued to members of the LLC upon the Company’s initial public offering in June 2007. As provided in the LLC agreement, the exchange ratio of the various existing classes of equity of the LLC for the single class of equity at the time of the Company’s initial public offering was based on the Company’s initial public offering price of $ 210.00 per share and the resulting implied valuation of the Company. The exchange resulted in the issuance of 897,903 LLC membership units and Class B common shares. Each LLC membership unit combined with a share of Class B common stock is exchangeable at the holder’s option into one share of Company common stock. The LLC may make distributions to members as determined by the Company.

At the time of its initial public offering, the Company owned 28.9% of the LLC membership units of the LLC. At March 31, 2014, the Company owned 87.3% of the LLC membership units. The noncontrolling interest will continue to be reported until all Class B common shares and LLC membership units have been exchanged for the Company’s common stock.

The table below shows the effects of the changes in BioFuel Energy Corp.’s ownership interest in the LLC on the equity attributable to BioFuel Energy Corp.’s common stockholders for the three months ended March 31, 2014 and March 31, 2013 (in thousands):

Net Loss Attributable to BioFuel Energy Corp.’s Common Stockholders and

Transfers from the Noncontrolling Interest

	Three Months Ended March 31,
	2014		2013
Net loss attributable to BioFuel Energy Corp.	$	(711)	$	(4,635)
Increase in BioFuel Energy Corp. stockholders equity from     issuance of common shares in exchange for Class B     common shares and units of BioFuel Energy, LLC		—		—
Change in equity from net loss attributable to BioFuel Energy Corp. and transfers from noncontrolling interest	$	(711)	$	(4,635)

Tax Benefit Sharing Agreement

Membership units in the LLC combined with the related Class B common shares held by the historical equity investors may be exchanged in the future for shares of our common stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The LLC will make an election under Section 754 of the IRS Code effective for each taxable year in which an exchange of membership units and Class B shares for common shares occurs, which may result in an adjustment to the tax basis of the assets owned by the LLC at the time of the exchange. Increases in tax basis, if any, would reduce the amount of tax that the Company would otherwise be required to pay in the future, although the IRS may challenge all or part of the tax basis increases, and a court could sustain such a challenge. The Company has entered into tax benefit sharing agreements with its historical LLC investors that will provide for a sharing of these tax benefits, if any, between the Company and the historical LLC equity investors. Under these agreements, the Company will make a payment to an exchanging LLC member of 85% of the amount of cash savings, if any, in U.S. federal, state and local income taxes the Company actually realizes as a result of this increase in tax basis. The Company and its common stockholders will benefit from the remaining 15% of cash savings, if any, in income taxes realized. For purposes of the tax benefit sharing agreement, cash savings in income tax will be computed by comparing the Company’s actual income tax liability to the amount of such taxes the Company would have been required to pay had there been no increase in the tax basis in the assets of the LLC as a result of the exchanges. The term of the tax benefit sharing agreement commenced on the Company’s initial public offering in June 2007 and will continue until all such tax benefits have been utilized or expired, unless a change of control occurs and the Company exercises its resulting right to terminate the tax benefit sharing agreement for an amount based on agreed payments remaining to be made under the agreement.

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Document And Entity Information	3 Months Ended
	Mar. 31, 2014	May 07, 2014
Document Information [Line Items]
Entity Registrant Name	BioFuel Energy Corp.
Entity Central Index Key	0001373670
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	BIOF
Entity Common Stock, Shares Outstanding		5,442,104
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2014
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2014

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2014

Accounting Policies [Abstract]

Principles Of Consolidation and Noncontrolling Interest [Policy Text Block]

Principles of Consolidation and Noncontrolling Interest

The accompanying consolidated financial statements include the Company, the LLC and its wholly-owned subsidiaries: BFE Holdings, LLC; BFE Operating Company, LLC; Buffalo Lake Energy, LLC; and Pioneer Trail Energy, LLC. All inter-company balances and transactions have been eliminated in consolidation. The Company treats all exchanges of LLC membership units for Company common stock as equity transactions, with any difference between the fair value of the Company’s common stock and the amount by which the noncontrolling interest is adjusted being recognized in equity.

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

Preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosures in the accompanying notes at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition, Policy [Policy Text Block]

Revenue Recognition

Our primary source of revenue is engineering and/or business consulting services that the Company is providing to certain next generation biofuel and bio-chemical companies. Consulting agreements are entered into which set forth the terms, including the rates charged, for all consulting services. Revenue is recognized and recorded at the time that the consulting services are performed and collectibility is reasonably assured.

Selling, General and Administrative Expenses, Policy [Policy Text Block]

General and administrative expenses

General and administrative expenses consist of salaries and benefits paid to our management and administrative employees, expenses relating to third party services, travel, office rent, marketing and other expenses, including certain expenses associated with being a public company, such as fees paid to our independent auditors associated with our annual audit and quarterly reviews, directors’ fees, and listing and transfer agent fees.

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents

Cash and cash equivalents include highly-liquid investments with an original maturity of three months or less. At March 31, 2014, we had $10.1 million of cash and cash equivalents invested in standard cash accounts held at two financial institutions, which is in excess of FDIC insurance limits.

Property, Plant and Equipment, Policy [Policy Text Block]

Property, Plant and Equipment

Property, plant and equipment is comprised of office furniture and equipment at the Company’s headquarters and is recorded at cost. Depreciation on office furniture and equipment is computed by the straight line method over a range of three to ten years.

Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]

Stock-Based Compensation

Expense associated with stock-based awards and other forms of equity compensation is based on fair value at grant and recognized on a straight line basis in the financial statements over the requisite service period for those awards that are expected to vest.

Income Tax, Policy [Policy Text Block]

Income Taxes

The Company accounts for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company regularly reviews historical and anticipated future pre-tax results of operations to determine whether the Company will be able to realize the benefit of its deferred tax assets. A valuation allowance is required to reduce the potential deferred tax asset when it is more likely than not that all or some portion of the potential deferred tax asset will not be realized due to the lack of sufficient taxable income. The Company establishes reserves for uncertain tax positions that reflect its best estimate of deductions and credits that may not be sustained on a more likely than not basis. As the Company has incurred tax losses since its inception and expects to continue to incur tax losses for the foreseeable future, we will continue to provide a valuation allowance against deferred tax assets until the Company believes that such assets will be realized.

Fair Value of Financial Instruments, Policy [Policy Text Block]

Fair Value of Financial Instruments

The Company’s financial instruments, including cash and cash equivalents, accounts receivable, deposits, accounts payable, and severance payable are carried at cost, which approximates their fair value because of the short-term maturity of these instruments.

Recent Accounting Pronouncements [Policy Text Block]

Recent Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standards setting bodies that are adopted by us as of the specified effective date. Unless otherwise discussed, our management believes that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements upon adoption.

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Consolidated Statements of Operations (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Revenues	$ 100	$ 0
General and administrative expenses:
Compensation expense	(442)	(978)
Other	(463)	(342)
Operating loss	(805)	(1,320)
Other income (expense)	0	1
Loss from continuing operations before income taxes	(805)	(1,319)
Income tax provision (benefit)	0	0
Loss from continuing operations	(805)	(1,319)
Discontinued operations:
Loss from discontinued operations	0	(4,009)
Income tax provision (benefit)	0	0
Loss from discontinued operations	0	(4,009)
Net loss	(805)	(5,328)
Less: Net loss from continuing operations attributable to noncontrolling interest	94	172
Less: Net loss from discontinued operations attributable to the noncontrolling interest	0	521
Net loss attributable to BioFuel Energy Corp. common stockholders	(711)	(4,635)
Amounts attributable to BioFuel Energy Corp.:
Loss from continuing operations	(711)	(1,147)
Loss from discontinued operations	0	(3,488)
Net loss attributable to BioFuel Energy Corp.	$ (711)	$ (4,635)
Basic and fully diluted loss per share attributable to BioFuel Energy Corp.:
Continuing operations (in dollars per share)	$ (0.13)	$ (0.21)
Discontinued operations (in dollars per share)	$ 0	$ (0.66)
Total Earnings Per Share, Basic and Diluted (in dollars per share)	$ (0.13)	$ (0.87)
Weighted average shares outstanding-basic and fully diluted (in shares)	5,442	5,308

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Stockholders' Equity

3 Months Ended

Mar. 31, 2014

Stockholders Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

6. Stockholders’ Equity

Stock Repurchase Plan

On October 15, 2007, the Company announced the adoption of a stock repurchase plan authorizing the repurchase of up to $ 7.5 million of the Company’s common stock. Purchases will be funded out of cash on hand and made from time to time in the open market. From the inception of the buyback program through March 31, 2014, the Company had repurchased 40,481 shares at an average price of $ 106.62 per share, leaving $ 3,184,000 available under the repurchase plan. The shares repurchased are being held as treasury stock. As of March 31, 2014, there were no plans to repurchase any additional shares.

Cash Dividends

The Company has not declared any cash dividends on its common stock and does not anticipate paying cash dividends in the foreseeable future.  

Rights Agreement

On March 27, 2014, the Board of Directors (the “Board”) of the Company declared a dividend of one preferred share purchase right (a “Right”) for each outstanding share of common stock of the Company, to purchase from the Company one one-thousandth of a share of Series B Junior Participating Preferred Stock, par value $0.01 per share, of the Company at a price of $13.50 per one one-thousandth of a share of Preferred Stock, subject to adjustment as provided in the Rights Agreement. The Rights will expire upon the triggering of certain events, but in no event later than March 27, 2017. The Rights are initially not exercisable but will become exercisable upon certain triggering events occurring, such as any person or group becoming the beneficial owner of 4.99% or more of the outstanding common stock of the Company. The dividend was payable to stockholders of record at the close of business on April 7, 2014. The Board adopted the Rights Agreement to protect the Company from a possible limitation on the Company’s ability to use its net operating loss carryforwards and other future tax benefits, which may be used to reduce potential future income tax obligations.

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Earnings Per Share

3 Months Ended

Mar. 31, 2014

Earnings Per Share [Abstract]

Earnings Per Share [Text Block]

5. Earnings Per Share

Basic earnings per share are computed by dividing net income by the weighted average number of common shares outstanding during each period. Diluted earnings per share are calculated using the treasury stock method and includes the effect of all dilutive securities, including stock options, restricted stock and Class B common shares. For those periods in which the Company incurred a net loss, the inclusion of the potentially dilutive shares in the computation of diluted weighted average shares outstanding would have been anti-dilutive to the Company’s loss per share, and, accordingly, all potentially dilutive shares have been excluded from the computation of diluted weighted average shares outstanding in those periods.

For the three months ended March 31, 2014 and March 31, 2013, 64,541 shares and 69,349 shares, respectively, issuable upon the exercise of stock options were excluded from the computation of diluted earnings per share as their effect would have been anti-dilutive. 

A summary of the reconciliation of basic weighted average shares outstanding to diluted weighted average shares outstanding follows:

	Three Months Ended March 31,
	2014		2013
Weighted average common shares outstanding – basic		5,442,104		5,308,161
Potentially dilutive common stock equivalents:
Class B common shares		795,479		795,479
Restricted stock		—		135,131
		795,479		930,610
		6,237,583		6,238,771
Less anti-dilutive common stock equivalents		(795,479)		(930,610)
Weighted average common shares outstanding – diluted		5,442,104		5,308,161

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Income Taxes (Tables)

3 Months Ended

Mar. 31, 2014

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]

The U.S. statutory federal income tax rate is reconciled to the Company’s effective income tax rate as follows (in thousands):

	Three Months Ended March 31,
	2014		2013
Tax benefit at 35% federal statutory rate	$	282	$	1,865
State tax benefit, net of federal benefit		24		27
Noncontrolling interest		(36)		(246)
Valuation allowance		(1,454)		(1,537)
Other		1,184		(109)
Total	$	—	$	—

Schedule of Deferred Tax Assets and Liabilities [Table Text Block]

The effects of temporary differences and other items that give rise to deferred tax assets and liabilities are presented below (in thousands):

	March 31, 2014		December 31, 2013
Deferred tax assets:
Capitalized start up costs	$	25	$	24
Stock-based compensation		622		622
Net operating loss carryover		62,642		62,372
Other		19		18
Deferred tax assets		63,308		63,036
Valuation allowance		(62,565)		(61,111)
Deferred tax liabilities:
Property, plant and equipment		(46)		(11)
Investment in partnership		(697)		(1,914)
Deferred tax liabilities		(743)		(1,925)
Net deferred tax asset	$	—	$	—

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Discontinued Operations - Disposal of Ethanol Plants (Tables)

3 Months Ended

Mar. 31, 2014

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block]

The operating loss for the three months ended March 31, 2013 is summarized as follows (in thousands):

Net sales	$	89,041
Cost of goods sold		90,912
Gross loss		(1,871)
General and administrative expenses		1,712
Operating loss		(3,583)
Other income (expense):
Other income		1,459
Interest expense		(1,885)
Loss before income taxes		(4,009)
Income tax provision (benefit)		—
Loss from discontinued operations	$	(4,009)

The carrying amounts of the assets and liabilities of the ethanol plants is summarized as follows (in thousands):

	March 31, 2014		December 31, 2013
Current assets:
Cash and cash equivalents	$	24	$	267
Prepaid expenses		—		1
Other current assets		—		164
Assets held for sale	$	24	$	432
Current liabilities:
Accounts payable	$	—	$	289
Liabilities held for sale	$	—	$	289

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Employee Benefits

3 Months Ended

Mar. 31, 2014

Compensation and Retirement Disclosure [Abstract]

Pension and Other Postretirement Benefits Disclosure [Text Block]

9. Employee Benefits

401K Plan

The LLC sponsors a 401(k) profit sharing and savings plan for its employees. Employee participation in this plan is voluntary and the LLC matches 50% of eligible employee contributions, up to an amount equal to 3% of employee compensation, on a biweekly basis. For the three months ended March 31, 2014 and March 31, 2013, contributions to the plan by the LLC totaled $9,000 and $20,000, respectively.

Severance

The LLC adopted a Change of Control Plan (the “COC Plan”) in November 2006.  As a result of the disposition of the Company’s ethanol plants, a change of control under the COC Plan occurred, and therefore as of December 31, 2013 the Company accrued $4,180,000 in other current liabilities related to certain change of control severance payments owed to its corporate employees, which payments were made in the first quarter of 2014.

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Stock-Based Compensation

3 Months Ended

Mar. 31, 2014

Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

7. Stock-Based Compensation

The following table summarizes the stock-based compensation expense incurred by the Company (in thousands):

	Three Months Ended March 31,
	2014		2013
Stock options	$	—	$	90
Restricted stock		—		169
Total	$	—	$	259

2007 Equity Incentive Compensation Plan

Immediately prior to the Company’s initial public offering, the Company adopted the 2007 Equity Incentive Compensation Plan (“2007 Plan”). The 2007 Plan provides for the grant of options intended to qualify as incentive stock options, non-qualified stock options, stock appreciation rights or restricted stock awards and any other equity-based or equity-related awards. The 2007 Plan is administered by the Compensation Committee of the Board of Directors. Subject to adjustment for changes in capitalization, the aggregate number of shares that may be delivered pursuant to awards under the 2007 Plan is currently 355,000. The term of the 2007 Plan is ten years, expiring in June 2017.

Stock Options — Except as otherwise directed by the Compensation Committee, the exercise price for options cannot be less than the fair market value of our common stock on the grant date. Other than the stock options issued to Directors, the options will generally vest and become exercisable with respect to 30%, 30% and 40% of the shares of our common stock subject to such options on each of the first three anniversaries of the grant date. Compensation expense related to these options is expensed on a straight line basis over the three year service period. Options issued to Directors generally vest and become exercisable on the first anniversary of the grant date. All stock options have a five year term from the date of grant. During the three months ended March 31, 2014 and March 31, 2013, the Company did not issue any stock options under the 2007 Plan.

A summary of stock option activity under the 2007 Plan as of March 31, 2014, and the changes during the three months ended March 31, 2014 is as follows:

	Shares		Weighted Average Exercise Price		Weighted Average Remaining Life (years)		Aggregate Intrinsic Value
Options outstanding, January 1, 2014		65,481	$	58.94
Granted		—		—
Exercised		—		—
Forfeited		(940)		55.20
Options outstanding, March 31, 2014		64,541	$	58.99		0.8	$	0.00
Options exercisable, March 31, 2014		64,541	$	58.99		0.8	$	0.00

Restricted Stock  — Other than restricted stock issued to Directors, the restricted stock issued will generally vest in equal increments of 25% on each of the first four anniversaries of the grant date. Compensation expense related to restricted stock issued is expensed on a straight line basis over the four year vesting period. Restricted stock issued to Directors generally vests on the first anniversary of the grant date with compensation expense being expensed on a straight line basis over the one year vesting period. During the three months ended March 31, 2014 and March 31, 2013, the Company did not grant any restricted stock shares under the 2007 Plan.

Under the Company’s Change of Control Plan, 97,852 shares of unvested restricted stock automatically vested due to the disposition of the Company’s ethanol plants therefore there is no restricted stock currently outstanding.  After considering the stock option and restricted stock awards issued and outstanding, the Company had 115,493 shares of common stock available for future grant under our 2007 Plan at March 31, 2014.

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Income Taxes

3 Months Ended

Mar. 31, 2014

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

8. Income Taxes

The Company has not recognized any income tax provision (benefit) for the three months ended March 31, 2014, and March 31, 2013 due to continuing losses from operations.

The U.S. statutory federal income tax rate is reconciled to the Company’s effective income tax rate as follows (in thousands):

	Three Months Ended March 31,
	2014		2013
Tax benefit at 35% federal statutory rate	$	282	$	1,865
State tax benefit, net of federal benefit		24		27
Noncontrolling interest		(36)		(246)
Valuation allowance		(1,454)		(1,537)
Other		1,184		(109)
Total	$	—	$	—

The effects of temporary differences and other items that give rise to deferred tax assets and liabilities are presented below (in thousands):

	March 31, 2014		December 31, 2013
Deferred tax assets:
Capitalized start up costs	$	25	$	24
Stock-based compensation		622		622
Net operating loss carryover		62,642		62,372
Other		19		18
Deferred tax assets		63,308		63,036
Valuation allowance		(62,565)		(61,111)
Deferred tax liabilities:
Property, plant and equipment		(46)		(11)
Investment in partnership		(697)		(1,914)
Deferred tax liabilities		(743)		(1,925)
Net deferred tax asset	$	—	$	—

The Company assesses the recoverability of deferred tax assets and the need for a valuation allowance on an ongoing basis. In making this assessment, management considers all available positive and negative evidence to determine whether it is more likely than not that some portion or all of the deferred tax assets will be realized in future periods. This assessment requires significant judgment and estimates involving current and deferred income taxes, tax attributes relating to the interpretation of various tax laws, historical bases of tax attributes associated with certain assets and limitations surrounding the realization of deferred tax assets.

As of March 31, 2014, the net operating loss carryforward was $179.0 million, which will begin to expire if not used by December 31, 2029. The U.S. federal statute of limitations remains open for our 2010 and subsequent tax years.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2014

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies Disclosure [Text Block]

10. Commitments and Contingencies

In October 2013, the LLC entered into a ten month lease that began November 1, 2013 for office space for its corporate headquarters. The monthly rent expense of $11,000 is being recognized on a straight line basis over the term of the lease.

Rent expense totaled $46,000 and $63,000 for the three months ended March 31, 2014 and March 31, 2013, respectively.

The Company is not currently a party to any material legal, administrative or regulatory proceedings that have arisen in the ordinary course of business or otherwise that would result in loss contingencies.

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Stock-Based Compensation (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options	$ 0	$ 90
Restricted stock	0	169
Total	$ 0	$ 259

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Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2014

Earnings Per Share [Abstract]

Weighted Average Number Of Shares Outstanding Reconciliation [Table Text Block]

A summary of the reconciliation of basic weighted average shares outstanding to diluted weighted average shares outstanding follows:

	Three Months Ended March 31,
	2014		2013
Weighted average common shares outstanding – basic		5,442,104		5,308,161
Potentially dilutive common stock equivalents:
Class B common shares		795,479		795,479
Restricted stock		—		135,131
		795,479		930,610
		6,237,583		6,238,771
Less anti-dilutive common stock equivalents		(795,479)		(930,610)
Weighted average common shares outstanding – diluted		5,442,104		5,308,161

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Discontinued Operations - Disposal of Ethanol Plants (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2014	Dec. 31, 2013
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net sales	$ 89,041
Cost of goods sold	90,912
Gross loss	(1,871)
General and administrative expenses	1,712
Operating loss	(3,583)
Other income (expense):
Other income	1,459
Interest expense	(1,885)
Loss before income taxes	(4,009)
Income tax provision (benefit)	0
Loss from discontinued operations	(4,009)
Current assets:
Cash and cash equivalents		24	267
Prepaid expenses		0	1
Other current assets		0	164
Assets held for sale		24	432
Current liabilities:
Accounts payable		0	289
Liabilities held for sale		$ 0	$ 289

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Commitments and Contingencies (Details Textual) (USD $)	3 Months Ended		12 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Dec. 31, 2013
Commitments and Contingencies [Line Items]
Operating Leases, Rent Expense	$ 46,000	$ 63,000
Monthly Lease And Rental Expense			$ 11,000

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Consolidated Statement of Changes in Equity (USD $) In Thousands, except Share data	Total	Common Stock [Member]	Common Class B [Member]	Treasury Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Parent [Member]	Noncontrolling Interest [Member]
Balance at Dec. 31, 2012	$ 55,110	$ 54	$ 8	$ (4,316)	$ 189,604	$ (129,120)	$ 56,230	$ (1,120)
Balance (in Shares) at Dec. 31, 2012		5,483,773	795,479
Stock-based compensation	1,593	0	0	0	1,593	0	1,593	0
Issuance of restricted stock, (net of forfeitures)	0	0	0	0	0	0	0	0
Issuance of restricted stock, (net of forfeitures) (in shares)		(1,188)	0
Net loss	(45,650)	0	0	0	0	(39,208)	(39,208)	(6,442)
Balance at Dec. 31, 2013	11,053	54	8	(4,316)	191,197	(168,328)	18,615	(7,562)
Balance (in shares) at Dec. 31, 2013		5,482,585	795,479
Net loss	(805)	0	0	0	0	(711)	(711)	(94)
Balance at Mar. 31, 2014	$ 10,248	$ 54	$ 8	$ (4,316)	$ 191,197	$ (169,039)	$ 17,904	$ (7,656)
Balance (in shares) at Mar. 31, 2014		5,482,585	795,479

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Property, Plant and Equipment

3 Months Ended

Mar. 31, 2014

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment Disclosure [Text Block]

4. Property, Plant and Equipment

Property, plant and equipment, stated at cost, consist of the following at March 31, 2014 and December 31, 2013 (in thousands):

	March 31, 2014		December 31, 2013
Office furniture and equipment	$	788	$	788
Accumulated depreciation		(724)		(717)
Property, plant and equipment, net	$	64	$	71

Depreciation expense related to property, plant and equipment was $7,000 and $10,000 for the three months ended March 31, 2014 and March 31, 2013, respectively.

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Discontinued Operations - Disposal of Ethanol Plants (Details Textual) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Operating Leases, Rent Expense	$ 46,000	$ 63,000
Ethanol Plants [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Depreciation		6,831,000
Operating Leases, Rent Expense		2,798,000
Sales Revenue, Goods, Net [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Concentration Risk Percentage During Period		73.00%
Cargill [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cost of Purchased Oil and Gas		$ 70,400,000

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Income Taxes (Details 1) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Deferred tax assets:
Capitalized start up costs	$ 25	$ 24
Stock-based compensation	622	622
Net operating loss carryover	62,642	62,372
Other	19	18
Deferred tax assets	63,308	63,036
Valuation allowance	(62,565)	(61,111)
Deferred tax liabilities:
Property, plant and equipment	(46)	(11)
Investment in partnership	(697)	(1,914)
Deferred tax liabilities	(743)	(1,925)
Net deferred tax asset	$ 0	$ 0

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Property, Plant and Equipment (Tables)

3 Months Ended

Mar. 31, 2014

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment [Table Text Block]

Property, plant and equipment, stated at cost, consist of the following at March 31, 2014 and December 31, 2013 (in thousands):

	March 31, 2014		December 31, 2013
Office furniture and equipment	$	788	$	788
Accumulated depreciation		(724)		(717)
Property, plant and equipment, net	$	64	$	71