Acquisitions

3 Months Ended

Mar. 31, 2016

Business Combinations [Abstract]

Acquisitions

ACQUISITIONS

Sanimax Energy, LLC

On March 15, 2016, the Company acquired fixed assets and inventory from Sanimax Energy, including the 20 mmgy nameplate capacity biomass-based refinery in DeForest, Wisconsin. The Company has not completed its initial accounting of this business combination as the valuation of the real and personal property has not been finalized.

The following table summarizes the consideration paid for Sanimax Energy:

	March 15, 2016
Consideration at fair value for Sanimax:
Cash	$	12,541
Common stock	4,050
Contingent consideration	4,500
Total	$	21,091

The fair value of the 500,000 shares of Common Stock issued was determined using the closing market price of the Company's common shares at the date of acquisition.

REG Madison may pay contingent consideration of up to $5,000 (Earnout Payments) over a seven-year period after the acquisition, subject to achievement of certain milestones related to the biomass-based diesel gallons produced and sold by REG Madison. The Earnout Payments will be payable in cash and cannot exceed $1,700 in any one year period and $5,000 in aggregate. As of March 31, 2016, the Company has recorded a contingent liability of $4,500, approximately $1,231 of which has been classified as current on the Condensed Consolidated Balance Sheets.

The following table summarizes the estimated fair values of the assets acquired at the acquisition date.

	March 15, 2016
Assets acquired from Sanimax Energy:
Inventory	$	1,591
Property, plant and equipment	19,500
Net identifiable assets acquired	$	21,091

The following pro forma condensed combined results of operations assume that the Sanimax Energy acquisition was completed as of January 1, 2015.

	Three Months   Ended   March 31,   2016		Three Months   Ended   March 31,   2015
Revenues	$	314,020	$	237,242
Net income (loss)	1,701		(38,118		)
Basic net income (loss) per share	$	0.04	$	(0.85	)