| þ | Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934. |
| o | Transition report under Section 13 or 15(d) of the Exchange Act. |
| Indiana | 20-2327916 | |
|
(State or other jurisdiction of
incorporation or organization) |
(I.R.S. Employer Identification No.) |
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| Employment Agreement with Jeff Painter | ||||||||
| Owner/Contractor Agreement | ||||||||
| Certification | ||||||||
| Certification | ||||||||
| Section 1350 Certification | ||||||||
| Section 1350 Certification | ||||||||
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(A Development Stage Company)
Table of Contents
(A Development Stage Company)
Three Months Ended
Three Months Ended
From Inception
December 31,
December 31,
(February 7, 2005)
2006
2005
to December 31, 2006
(Unaudited)
(Unaudited)
(Unaudited)
$
—
$
—
$
—
222,789
12,026
559,586
144,125
16,650
442,521
366,914
28,676
1,002,107
(366,914
)
(28,676
)
(1,002,107
)
—
—
100,000
561,683
5,534
597,979
—
—
18,000
—
(760
)
(712
)
50
—
50
561,733
4,774
715,317
$
194,819
$
(23,902
)
$
(286,790
)
4,376
207
835
$
44.52
$
(115.47
)
$
(343.46
)
Table of Contents
(A Development Stage Company)
Period from February 7, 2005 (Date of Inception) to December 31, 2006
Accumulated
Other
Member
Retained
Comprehensive
Comprehensive
Contributions
Earnings
Income (Loss)
Loss
120,000
(43,886
)
120,000
(43,886
)
—
1,240,000
(24,652
)
(437,723
)
1,335,348
(481,609
)
—
—
70,210,000
(126,000
)
(613,135
)
194,819
194,819
(163,268
)
(163,268
)
$
70,806,213
$
(286,790
)
$
31,551
$
(163,268
)
Table of Contents
(A Development Stage Company)
Three Months Ended
Three Months Ended
From Inception
December 31,
December 31,
(February 7, 2005)
2006
2005
to December 31, 2006
(Unaudited)
(Unaudited)
(Unaudited)
$
194,819
$
(23,902
)
$
(286,790
)
703
259
2,658
—
760
712
(50
)
(50
)
—
—
(100,000
)
—
—
16,800
(152,528
)
(3,208
)
(153,820
)
12,805
103
(12,388
)
96,223
(7,216
)
228,953
—
595
—
(1,250
)
974
2,606
150,722
(31,635
)
(301,319
)
(115
)
(2,252
)
(17,148
)
(2,647,484
)
—
(2,647,484
)
(7,219,167
)
—
(7,219,167
)
—
—
(26,800
)
—
49,547
(712
)
(9,866,766
)
47,295
(9,911,311
)
—
—
100,000
(25,209
)
(3,924
)
—
(105,285
)
—
(125,285
)
—
(6,847
)
(637,787
)
70,084,000
1,240,000
71,444,000
69,953,506
1,229,229
70,780,928
60,237,462
1,244,889
60,568,298
330,836
5,295
—
$
60,568,298
$
1,250,184
$
60,568,298
$
802,876
$
—
$
802,876
$
618,098
$
—
$
618,098
$
—
$
19,880
$
—
$
—
$
3,442
$
—
$
—
$
5,000
$
—
$
613,185
$
24,652
$
637,787
$
10,000
$
—
$
10,000
$
163,268
$
—
$
163,268
Table of Contents
Table of Contents
(A Development Stage Company)
Condensed Notes to Financial Statements
Table of Contents
(A Development Stage Company)
Condensed Notes to Financial Statements
Table of Contents
(A Development Stage Company)
Condensed Notes to Financial Statements
Table of Contents
(A Development Stage Company)
Condensed Notes to Financial Statements
Table of Contents
(A Development Stage Company)
Condensed Notes to Financial Statements
Table of Contents
•
Changes in our business strategy, capital improvements or development plans;
•
Construction delays and technical difficulties in constructing the plant;
•
Changes in the environmental regulations that apply to our plant site and operations;
•
Changes in general economic conditions or the occurrence of certain events causing an
economic impact in the agriculture, oil or automobile industries;
•
Changes in the availability and price of natural gas and the market for distillers grains;
•
Changes in federal and/or state laws (including the elimination of any federal and/or
state ethanol tax incentives);
•
Changes and advances in ethanol production technology; and
•
Competition from alternative fuel additives.
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# Full-Time
Position
Personnel
1
1
1
1
1
2
3
4
1
1
6
23
45
Table of Contents
Sources of Funds
(1)
Percent
$
70,210,000
44.91
%
$
1,360,000
0.87
%
$
775,000
0.49
%
$
1,000,000
0.64
%
$
83,000,000
53.09
%
$
156,345,000
100.00
%
(1)
The amount of senior debt financing may be adjusted depending on the amount of
grants we are able to obtain.
(2)
We received subscriptions from investors for approximately $70,210,000 in our
registered offering.
(3)
We have issued a total of 496 units to our seed capital investors at a price of
$2,500.00 per unit. In addition, we have issued 72 units to our founders at a price of
$1,666.67 per unit. We have issued a total of 568 units in our two private placements in
exchange for proceeds of $1,360,000.
(4)
In December 2005, we were awarded a $100,000 Value-Added Producer Grant from the
United States Department of Agriculture (“USDA”). Pursuant to the term of the grant, we
have used the funds for our costs related to raising capital, marketing, risk management,
and operational plans. In September 2006 we were awarded a $300,000 Value-Added Producer
Grant from the USDA which we expect to use for working capital expenses. In addition, we
have been awarded but have not yet received funds for a $250,000 grant from Randolph
County and $125,000 from the city of Union City. The physical address of our plant site
is in Union City, Indiana.
(5)
On December 19, 2006, we closed our debt financing arrangement with First National
Bank of Omaha. Our credit facility is in the amount of $96,000,000, consisting of an
$83,000,000 construction note, a $10,000,000 revolving line of credit and $3,000,000 in
letters of credit. We also entered into an interest rate swap agreement for
$41,500,000 of the construction term loan.
Percent of
Use of Proceeds
Amount
Total
$
105,997,000
67.80
%
4,800,000
3.07
%
2,700,000
1.73
%
5,470,000
3.50
%
6,383,000
4.08
%
300,000
0.19
%
200,000
0.13
%
500,000
0.32
%
100,000
0.06
%
190,000
0.12
%
5,500,000
3.52
%
960,000
0.61
%
6,345,000
4.06
%
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23
24
25
26
Aggregate Price of the
Aggregate price of the
Amount Registered
amount registered
Amount sold
amount sold
$82,000,000
14,042
$70,210,000
1
(1)
As of December 31, 2006, we had a subscription receivable in the amount of $126,000.
$
69,596,865
(126,000
)
(2,646,989
)
(7,200,000
)
(81,635
)
$
59,542,241
Table of Contents
Exhibit
Method of
No.
Description
Filing
Articles of Organization of Indiana Ethanol, LLC, Indiana.
1
Name Change Amendment.
1
Second Amended & Restated Operating Agreement of the registrant.
1
Form of membership unit certificate.
1
Amended Form of Subscription Agreement.
3
Escrow Agreement dated April 21, 2006 between Cardinal Ethanol, LLC and First
Merchants Trust Company, N.A.
2
Opinion of Brown, Winick, Graves, Gross, Baskerville & Schoenebaum, P.L.C. as to
certain securities matters.
4
Opinion of Brown, Winick, Graves, Gross, Baskerville & Schoenebaum, P.L.C. as to
certain tax matters.
4
Letter of Intent dated June 13, 2005 between Cardinal Ethanol, LLC and Fagen, Inc.
1
Amendment Number One to Letter of Intent dated October 24, 2005 between Cardinal
Ethanol, LLC and Fagen, Inc.
1
Letter Agreement dated June 8, 2005 between Cardinal Ethanol, LLC and Planscape
Partners.
1
Commercial Lease dated August 15, 2005 between Cardinal Ethanol, LLC and OMCO
Mould, Inc.
1
Employment Agreement dated November 7, 2005 between Cardinal Ethanol, LLC and
Angela J. Armstrong.
1
Phase I and II Engineering Services Agreement with Fagen Engineering, LLC dated
December 19, 2005.
1
Letter Agreement dated January 13, 2006 between Cardinal Ethanol, LLC and
TerraTec Engineering, LLC.
1
Service Agreement dated January 17, 2006 between Cardinal Ethanol, LLC and RTP
Environmental Associates, Inc.
1
Energy Management Agreement dated January 23, 2006 between Cardinal Ethanol, LLC
and U.S. Energy Services, Inc.
1
Real Estate Option Agreement dated December 21, 2005 between the Rodgers Farms
LLC and Cardinal Ethanol, LLC.
1
Table of Contents
Exhibit
Method of
No.
Description
Filing
Real Estate Option Agreement dated January 10, 2005 between Timothy L. and Diana
S. Cheesman, the Lydia E. Harris Trust and the Mary Frances James Revocable Trust
Agreement dated September 18, 2003 and Cardinal Ethanol, LLC.
1
Real Estate Option Agreement dated January 11, 2006 between Dale and Bonnie
Bartels and Cardinal Ethanol, LLC.
1
Real Estate Option Agreement dated February 17, 2006 between Douglas R. and Mary
E. Stafford and Cardinal Ethanol, LLC.
2
Real Estate Option Agreement dated March 22, 2006 between Nelson E. Bateman and
Cardinal Ethanol, LLC.
2
Consulting Agreement dated March 27, 2006 between Cardinal Ethanol, LLC and Above
Zero Media, LLC.
2
Project Development Fee Agreement dated April 21, 2006 between Cardinal Ethanol,
LLC and Troy Prescott.
2
Real Estate Option Agreement dated May 11, 2006 between M.J.C.F. Farms, Inc. and
Cardinal Ethanol, LLC.
4
Project Development Fee Agreement dated December 13, 2006 between Cardinal
Ethanol, LLC and Spiceland Wood Products, Inc.
5
Distiller’s Grain Marketing Agreement dated December 13, 2006 between Cardinal
Ethanol, LLC and Commodity Specialist Company.
5
Lump Sum Design-Build Agreement dated December 14, 2006 between Cardinal Ethanol,
LLC and Fagen, Inc. +
5
Ethanol Purchase and Sale Agreement dated December 18, 2006 between Cardinal
Ethanol, LLC and Murex N.A., Ltd.
5
Construction Loan Agreement dated December 19, 2006 between Cardinal Ethanol, LLC
and First National Bank of Omaha.
5
Construction Note dated December 19, 2006 between Cardinal Ethanol, LLC and First
National Bank of Omaha.
5
Revolving Note dated December 19, 2006 between Cardinal Ethanol, LLC and First
National Bank of Omaha.
5
Letter of Credit Promissory Note and Continuing Letter of Credit Agreement dated
December 19, 2006 between Cardinal Ethanol, LLC and First National Bank of Omaha.
5
Construction Loan Mortgage, Security Agreement, Assignment of Leases and Rents
and Fixture Financing Statement dated December 19, 2006 between Cardinal Ethanol,
LLC and First National Bank of Omaha.
5
Security Agreement dated December 19, 2006 between Cardinal Ethanol, LLC and
First National Bank of Omaha.
5
Table of Contents
Exhibit
Method of
No.
Description
Filing
Master Agreement dated December 19, 2006 between Cardinal Ethanol, LLC and First
National Bank of Omaha.
5
Employment Agreement dated January 22, 2007 between Cardinal Ethanol, LLC and
Jeff Painter.
*
Owner/Contractor Agreement dated January 25, 2006 between Cardinal Ethanol, LLC
and Fleming Excavating, Inc.
*
Code of Ethics.
5
Certificate pursuant to 17 CFR 240 13a-14(a)
*
Certificate pursuant to 17 CFR 240 13a-14(a)
*
Certificate pursuant to 18 U.S.C. Section 1350
*
Certificate pursuant to 18 U.S.C. Section 1350
*
(1)
Incorporated by reference to the exhibit of the same number on our Registration Statement on
Form SB-2, No. 333-131749, originally filed on February 10, 2006.
(2)
Incorporated by reference to the exhibit of the same number in Pre-Effective Amendment No. 1
filed on April 26, 2006 to our Registration Statement on Form SB-2, No. 333-131749, originally
filed on February 10, 2006.
(3)
Incorporated by reference to the exhibit of the same number in Pre-Effective Amendment No. 2
filed on May 12, 2006 to our Registration Statement on Form SB-2, No. 333-131749, originally
filed on February 10, 2006.
(4)
Incorporated by reference to the exhibit of the same number in Pre-Effective Amendment No. 3
filed on May 26, 2006 to our Registration Statement on Form SB-2, No. 333-131749, originally
filed on February 10, 2006.
(5)
Incoporated by reference to the exhibit of the same number on our Annual Report on Form
10-KSB filed on December 22, 2006
(*)
Filed herewith.
(+)
Material has been omitted pursuant to a request for confidential treatment and such materials
have been filed separately with the Securities and Exchange Commission.
Table of Contents
27
CARDINAL ETHANOL, LLC
Date:
February 14, 2007
/s/ Troy Prescott
Troy Prescott
Chairman and President (Principal Executive Officer)
Date:
February 14, 2007
/s/ Dale Schwieterman
Dale Schwieterman
Treasurer (Principal Financial and Accounting Officer)
1
| A. | Employee’s gross negligence, willful misconduct in the performance of the duties and services required of Employee pursuant to this Agreement or as assigned by Cardinal Ethanol’s board of directors; | ||
| B. | Employee’s conviction of a felony or serious misdemeanor; | ||
| C. | Employee’s material breach of any material provision of this Agreement which remains uncorrected for thirty (30) days following notice to Employee by Cardinal Ethanol for such breach; | ||
| D. | Misconduct in connection with the performance of any of Employee’s duties, including, without limitation, misappropriation of funds or property of the Company, securing or attempting to secure personally any profit in connection with any transaction entered into on behalf of the Company, misrepresentation to the Company, or any violation of law or regulations on Company premises or to which the Company is subject; | ||
| E. | Commission by Employee of dishonesty, theft, or unethical business conduct, or conduct that impairs or injures the reputation of, or harms the Company; | ||
| F. | Disloyalty by the Employee or failure to cooperate in any investigation by or on behalf of the Company. |
2
3
| a. | work for, promote or sell anywhere within: a one hundred (100) mile radius of Cardinal Ethanol’s plant located in Harrisville, Indiana (the “Territory”) any business which is similar to or directly in competition |
4
| with the Business of Cardinal Ethanol as then being conducted by Cardinal Ethanol, unless mutually agreed upon by both parties; or | |||
| b. | own, manage, operate, control, participate in, rendered advice to, or have any right to or interest in any other business which provides products or services anywhere in the Territory which compete in any way with the Business of Cardinal Ethanol as then being conducted by Cardinal Ethanol, unless mutually agreed upon by both parties. |
| a. | except in Employee’s official capacities with Cardinal Ethanol, divulge, communicate, use or disclose, or permit others to use or disclose, any non-public information concerning Cardinal Ethanol or the Business of Cardinal Ethanol, and, upon request by Cardinal Ethanol, Employee will return all Confidential Information to Cardinal Ethanol; | ||
| b. | interfere with the business relationships of or disparage the good name or reputation of Cardinal Ethanol. |
| a. | call upon, solicit, divert, take away or accept business from any of the customers or suppliers of Cardinal Ethanol in connection with any competitive enterprise operating in the Territory; or | ||
| b. | solicit for employment, retain or employ or become employed by any past or present employee of Cardinal Ethanol, or request, induce or advise any employee to leave the employ of or cease affiliation with Cardinal Ethanol in connection with any competitive enterprise operating in the Territory. |
5
6
7
| CARDINAL ETHANOL, LLC | EMPLOYEE: | |||||
|
|
||||||
|
By:
|
/s/ Troy Prescott | /s/ Jeffrey L. Painter | ||||
|
|
||||||
|
|
Troy Prescott, President | Jeff Painter | ||||
8
| 1. | Scope of Work . Contractor agrees to furnish all materials, supplies, tools, equipment, labor and other services for the construction of the site improvements for the Project to be completed per the construction drawings (the “Work”). The construction drawings are attached hereto as Exhibit A and by this reference made a part hereof. The referenced construction drawings are entitled; Civil and Site Work Grading Detail Design Package — Cardinal Ethanol, LLC — Harrisville, Indiana; Prepared by Fagen Engineering, LLC — Dated 12/15/06 — Sheets 200 Through 219. Said improvements shall be installed in the locations and at the grades and elevations in a manner to comply with the regulations and specification of Fagen Engineering, LLC (the “Engineer”). | ||
| 2. | Compensation and Payment . Contractor agrees to perform the Work for payment of the sum of THREE MILLION, FOUR HUNDRED THIRTY-FOUR THOUSAND, FIVE HUNDRED TWENTY-NINE & THIRTY NINE/100 dollars, ($3,434,529.39). Owner shall pay therefore the unit price as set forth on the “Estimate of Quantities”, attached hereto as Exhibit B and made a part hereof. Contractor shall submit a semi-monthly invoice for actual services rendered. Owner shall pay within 15 days after Owner’s receipt thereof, all sums due for Work installed during the previous pay period and inspected and approved by Owner and Contractor’s costs for all material stored on-site for that month actually delivered and verified by weight tickets. Materials invoiced without proof of delivery and weight ticket shall be rejected by Owner. At the time of any requisition, Contractor shall supply Owner with appropriate affidavits and release of waiver of liens as may be reasonably required by Owner. | ||
| 3. | Right to Retain; Payment of Retainage . Notwithstanding the foregoing, Owner shall have the right to retain out of any payment then due, or thereafter to become due, an amount of 5% of said payment amount (up to a maximum of $75,000.00). Upon completion of the Work, Contractor shall provide written notice of completion to Owner, and Owner shall thereafter have 15 days in which to inspect the Work to determine satisfactory compliance with specifications. In the absence of written delivery of notice of any deficiencies in the |
1 of 5
| Work, Final payment of retainage shall be due within Thirty (30) days of such inspection (and in no event later than Forty-five (45) days following Contractor’s delivery of notice of completion).” | |||
| 4. | Work Outside the Scope . All changes and deviations in the Work ordered by Owner must be in writing, the contract sum being increased or decreased accordingly by Contractor in accordance with Contractor’s current fee schedules. Any claims for increases in the cost of the Work must be presented by Contractor to Owner in writing, and written approval of Owner shall be obtained by Contractor before proceeding with the ordered change or revision. For any approved change, the contract sum shall be adjusted accordingly at the unit price as set forth on Exhibit B. In the event additional Work is ordered by Owner for which no price has been established, or should Contractor encounter sub-surface or latent conditions at the site, including but not limited to rock, or unsuitable sub-surface matter, the attention of the Engineer shall be called immediately to such condition and the price shall be adjusted as reasonable agreed upon between Contractor and Owner. | ||
| 5. | Permits and Licenses; Easements. Permits and licenses necessary for the prosecution of the Work shall be paid for by Owner. Any necessary easements shall be secured and paid for by Owner, unless otherwise specified. | ||
| 6. | Warranty . Contractor shall comply with the requirements of all applicable laws, rules or regulations. Contractor agrees to promptly re-execute any Work which Owner determines does not conform to the drawings and specifications without additional charge to Owner. Contractor warrants the Work to be performed in accordance with specifications and agrees to promptly remedy any defects attributable to Contractor without additional charge to Owner.” The warranty period is for one year from completion. This provision shall survive the expiration or termination of this Agreement. | ||
| 7. | Indemnification . To the fullest extent permitted by law, Contractor shall defend, indemnify and hold harmless the Owner, Owner’s officers, directors, members, consultants, agents and employees from all claims for bodily injury and property damage that may arise from the performance of Contractor’s Work. Contractor shall not be required to defend, indemnify or hold harmless the Owner, Owner’s officers, directors, members, consultants, agents and employees for any acts, omissions or negligence of Owner or any indemnified party. This provision shall survive the expiration or termination of this Agreement. | ||
| 8. | Delivery of the Work . Contractor agrees that the various portions of the above-described Work shall be completed as determined by Owner and the entire above-described Work shall be completed no later than April 18, 2007 in the facility area and the rail area to follow within 2 months. | ||
| 9. | Delays beyond Contractor’s Control . In the event Contractor is delayed in the prosecution of the Work by change orders, labor disputes, unavailable of materials orders of the public authorities having jurisdiction thereon, or other caused beyond the Contractor’s control, time for performance shall be extended accordingly. |
2 of 5
| 10. | Insurance . Contractor, before commencing work hereunder, shall procure and maintain policies of insurance satisfactory to the Owner, covering the liabilities assumed by the Contractor herein. Contractor agrees to file with Owner certificates of such insurance before commencing work hereunder, which certificates shall contain a provision that no change in said insurance or termination thereof, shall take place without thirty (30) days written notice to Owner. The policy shall name Owner and their officers, employees and agents as Additional Insureds. | ||
| Such insurance shall be in the following minimum amounts as required by Owner: |
| • | Comprehensive General Liability Insurance in an amount not less than One Million Dollars ($1,000,000.00) each occurrence and Two Million Dollars ($2,000,000.00) annual aggregate. Said policy will include coverage for acts of subcontractors if engaged by Fleming Excavating, Inc. | ||
| • | Comprehensive Automobile Liability Insurance, with combined single limits of not less than $1,000,000. | ||
| • | Excess Liability Insurance in an amount not less than One Million Dollars ($1,000,000.00) each occurrence and Two Million Dollars ($2,000,000.00) annual aggregate. | ||
| • | Workers Compensation Insurance in an amount not less than One Million Dollars ($1,000,000.00) each accident and each employee and One Million Dollars ($1,000,000.00) policy limit. |
| 11. | Suspension and Termination . Owner may order Contractor to suspend delay or interrupt all or any part of the Work without cause and for such period of time as Owner determines to be appropriate but not longer than 60 days. Owner may terminate this Agreement for any reason. In this event, Owner shall pay Contractor for all Work and associated Profit executed through the date of termination. | ||
| 12. | Suspension of Work by Contractor . Should the Work be stopped by any public authority for a period of thirty days or more, through no fault of Contractor, or should the Work be stopped through act of neglect of the Owner for a period of seven days, or should the Owner fail to pay the Contractor any payment within seven days after it is due, the Contractor, upon seven days written notice to the Owner, may stop work or terminate the Agreement and recover from Owner payment for all Work executed. This provision does not limit Contractor’s damages from Owner’s breach. | ||
| 13. | Materials; Workers . Unless otherwise agreed by Owner, Contractor warrants that all materials shall be new and of good quality. In the prosecution of the Work, Contractor shall employ a sufficient number of workers skilled in their trades to suitably perform the Work. | ||
| 14. | Access by Owner and Public Authorities . Owner, Owner’s representatives and public authorities shall at all times have access to the Work. |
3 of 5
| 15. | Confidentiality . Contractor shall treat as confidential and not disclose to others or use for its own benefit any of Owner’s developments, confidential information, discoveries, or methods that may be disclosed to Contractor in connection with the Work. This provision shall survive the expiration or termination of this Agreement. | ||
| 16. | Assignment . Neither Owner nor Contractor shall have the right to assign any rights or interest occurring under this Agreement without the written consent of the other, nor shall Contractor assign any sums due, or to become due, to it under the provisions of this Agreement. | ||
| 17. | Entire Agreement; Amendments . This Agreement and the exhibits hereto set forth the entire understanding of the Parties and supersede any prior agreements, oral or written, as to the subject matter hereof. This Agreement may be amended or modified by, and only by, a written instrument executed by the Parties hereto. | ||
| 18. | Binding Effect . This Agreement shall inure to the benefit of and be binding upon the parties hereto, their respective successors, permitted assigns and personal representatives. This Agreement shall not be assigned by the Parties hereto except as permitted by its express terms or upon the written consent of the other Party. Nothing in this Agreement, express or implied, is intended to confer upon any other person any rights or remedies under or by reason of this Agreement. | ||
| 19. | Severability . Any term or provision of this Agreement which is invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms and provisions of this Agreement, or affecting the validity or enforceability of any of the terms or provisions of this Agreement in any other jurisdiction. | ||
| 20. | Waiver . The failure of any Party hereto to insist in any one of more instances upon performance of any term or condition of this Agreement shall not be construed as a waiver of future performance of any such term, covenant or condition, but the obligation of such party with respect thereto shall continue in full force and effect. | ||
| 21. | Captions . The captions herein are inserted for convenience of reference only and shall be ignored in the construction or interpretation hereof. | ||
| 22. | Counterparts; Facsimile . This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, and may be executed by facsimile signature. |
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|
OWNER:
|
CONTRACTOR: | |
|
|
||
|
CARDINAL ETHANOL, LLC
|
FLEMING EXCAVATING, INC. | |
|
|
||
|
/s/ Troy Prescott
|
/s/ Gregory A. Fleming | |
|
|
||
|
Signature
|
Signature | |
|
|
||
|
President
|
President | |
|
|
||
|
Title
|
Title | |
|
|
||
|
1-25-07
|
1/25/07 | |
|
|
||
|
Date
|
Date |
5 of 5
| 1. | I have reviewed this quarterly report on Form 10-QSB of Cardinal Ethanol, LLC in accordance with Rule 15(d)-2 of the Securities Exchange Act of 1934; |
| 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 small business issuer, as of, and for, the periods presented in this report; |
| 4. | The small business issuer’s other certifying officers 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)) for the small business issuer, 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 small business issuer, 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) | Evaluated the effectiveness of the small business issuer’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 |
| c) | Disclosed in this report any changes in the small business issuer’s internal control over financial reporting that occurred during the small business issuer’s most recent fiscal year that has materially affected, or is reasonably likely to materially affect, the small business issuer’s internal control over financial reporting. |
| 5. | The small business issuer’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer’s auditors and the audit committee of the small business issuer’s board of directors (or persons performing the equivalent functions): |
| 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 small business issuer’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 small business issuer’s internal controls over financial reporting. |
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Date:
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February 14, 2007 | /s/ Troy Prescott | ||||
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Troy Prescott, (President and Principal Executive Officer) |
| 1. | I have reviewed this quarterly report on Form 10-QSB of Cardinal Ethanol, LLC in accordance with Rule 15(d)-2 of the Securities Exchange Act of 1934; |
| 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 small business issuer, as of, and for, the periods presented in this report; |
| 4. | The small business issuer’s other certifying officers 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)) for the small business issuer, and have: |
| d) | 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 small business issuer, 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; |
| e) | Evaluated the effectiveness of the small business issuer’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 |
| f) | Disclosed in this report any changes in the small business issuer’s internal control over financial reporting that occurred during the small business issuer’s most recent fiscal year that has materially affected, or is reasonably likely to materially affect, the small business issuer’s internal control over financial reporting. |
| 5. | The small business issuer’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer’s auditors and the audit committee of the small business issuer’s board of directors (or persons performing the equivalent functions): |
| 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 small business issuer’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 small business issuer’s internal controls over financial reporting. |
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Date:
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February 14, 2006 | /s/ Dale Schwieterman | ||||
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Dale Schwieterman, (Principal
Financial Officer) |
| 1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
| 2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
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/s/ Troy Prescott | |
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Troy Prescott, President and Principal Executive Officer | |
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Dated: February 14, 2006 |
| 1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
| 2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
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/s/ Dale Schwieterman | |
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Dale Schwieterman, Treasurer and Principal Financial and Accounting Officer | |
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Dated: February 14, 2006 |