DEBT. (Details Narrative) - USD ($) $ in Thousands |
1 Months Ended | 12 Months Ended | |||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 16, 2019 |
Aug. 06, 2019 |
Sep. 15, 2017 |
Aug. 07, 2017 |
Jun. 30, 2017 |
May 20, 2017 |
Dec. 15, 2016 |
Dec. 15, 2016 |
Dec. 12, 2016 |
Mar. 20, 2020 |
Dec. 29, 2019 |
Dec. 22, 2019 |
Dec. 20, 2019 |
Nov. 15, 2019 |
Mar. 21, 2019 |
Feb. 28, 2019 |
Mar. 30, 2018 |
Dec. 31, 2019 |
Dec. 31, 2018 |
|
Debt maturity date | Dec. 15, 2019 | ||||||||||||||||||
Debt discount | $ (461) | $ 690 | |||||||||||||||||
Principal balance | 245,487 | 233,505 | |||||||||||||||||
Loss on debt extinguishment amount | $ (6,517) | ||||||||||||||||||
Working capital | 800 | ||||||||||||||||||
Shares issue | 5,500,000 | ||||||||||||||||||
Warrant [Member] | |||||||||||||||||||
Shares issue | 5,500,000 | ||||||||||||||||||
Credit Agreement [Member] | Illinois Corn Processing, LLC [Member] | |||||||||||||||||||
Unused facility fees | 3.75% | ||||||||||||||||||
Principal payments | $ 40,000 | ||||||||||||||||||
Description payment terms | Maintain working capital of not less than $8.0 million. In addition, ICP is required to maintain an annual debt service coverage ratio of not less than 1.50 to 1.00 beginning for the year ending December 31, 2018. | ||||||||||||||||||
Pekin revolving loan [Member] | Credit Agreement [Member] | Illinois Corn Processing, LLC [Member] | |||||||||||||||||||
Maximum borrowing capacity | $ 18,000 | ||||||||||||||||||
Unused facility fees | 0.75% | ||||||||||||||||||
Description of debt covenant | Pekin's lender also imposed cross-default terms such that, until Pekin's lender and ICP's lender receive $40.0 million | ||||||||||||||||||
Description of principal amount | ICP's prior scheduled principal payment of $1.5 million, originally due on December 20, 2019, was deferred to the maturity date of September 20, 2021. Scheduled quarterly principal payments of $1.5 million will resume March 20, 2020. | ||||||||||||||||||
Kinergy Marketing LLC [Member] | Line of Credit [Member] | |||||||||||||||||||
Maximum borrowing capacity | $ 100,000 | ||||||||||||||||||
Line of credit maturity date | Aug. 02, 2022 | ||||||||||||||||||
Description of interest rate | Interest accrues under the line of credit at a rate equal to (i) the three-month London Interbank Offered Rate ("LIBOR"), plus (ii) a specified applicable margin ranging between 1.50% and 2.00%. The applicable margin was 1.50%, for a total rate of 3.90% at December 31, 2019. | ||||||||||||||||||
Interest rate at end of period | 3.90% | ||||||||||||||||||
Interest margin rate | 1.50% | ||||||||||||||||||
Description of payment made to company | Payments that may be made by Kinergy to the Company as reimbursement for management and other services provided by the Company to Kinergy are limited under the terms of the credit facility to $1,500,000 per fiscal quarter. | ||||||||||||||||||
Line of credit | $ 78,338 | $ 57,057 | |||||||||||||||||
Kinergy Marketing LLC [Member] | Line of Credit [Member] | Maximum [Member] | |||||||||||||||||||
Unused facility fees | 0.375% | ||||||||||||||||||
Kinergy Marketing LLC [Member] | Line of Credit [Member] | Minimum [Member] | |||||||||||||||||||
Unused facility fees | 0.25% | ||||||||||||||||||
Pacific Ethanol Pekin, LLC [Member] | |||||||||||||||||||
Description of interest rate | The notes to extend the maturity date from December 15, 2019 to December 23, 2019 and amended the interest rate from the greater of 1% and the three-month LIBOR, plus 11% between December 15, 2018 through December 14, 2019, to 15% commencing on September 15, 2019. Under the amendment, Pacific Ethanol also agreed to pay the December 15, 2019 interest payment 50% in cash and 50% in-kind through the issuance of an additional note in the principal amount equal thereto. | ||||||||||||||||||
Interest rate at end of period | 15.00% | ||||||||||||||||||
Loss on debt extinguishment amount | $ 6,517 | ||||||||||||||||||
Pacific Ethanol Pekin, LLC [Member] | Credit Agreement [Member] | 1st Farm Credit Services [Member] | |||||||||||||||||||
Description of interest rate | Annual rate equal to the 30-day LIBOR plus 3.75%, payable monthly. | Annual rate equal to the 30-day LIBOR plus 5.00%. | |||||||||||||||||
Principal payments | $ 3,500 | $ 3,500 | |||||||||||||||||
Description of debt covenant | Under the terms of the Pekin Credit Agreement, Pekin is required to maintain not less than $20.0 million in working capital and an annual debt coverage ratio of not less than 1.25 to 1.0. | Maintain working capital of not less than $15.0 million from March 21, 2019 through July 15, 2019 and working capital of not less than $30.0 million from July 15, 2019 and continuing at all times thereafter. On July 15, 2019, Pekin and its lender agreed to a further amendment extending the aforementioned July 15, 2019 dates to November 15, 2019. | |||||||||||||||||
Pacific Ethanol Pekin, LLC [Member] | Amendment Credit Agreement [Member] | 1st Farm Credit Services [Member] | |||||||||||||||||||
Description of interest rate | Increase the interest rate under the facilities by 25 basis points to an annual rate equal to the 30-day LIBOR plus 4.00%. | ||||||||||||||||||
Description of debt covenant | Maintain working capital of not less than $17.5 million from August 31, 2017 through December 31, 2017 and working capital of not less than $20.0 million from January 1, 2018 and continuing at all times thereafter. In addition, the required Debt Service Coverage Ratio was reduced to 0.15 to 1.00 for the fiscal year ending December 31, 2017. | ||||||||||||||||||
Description of debt covenant subsequent | Working capital covenant requirement to $13.0 million for the month ended February 28, 2018. | ||||||||||||||||||
Pacific Ethanol Pekin, LLC [Member] | Pekin revolving loan [Member] | |||||||||||||||||||
Principal payments | $ 3,500 | ||||||||||||||||||
Pacific Ethanol Pekin, LLC [Member] | Pekin revolving loan [Member] | Credit Agreement [Member] | PE Central [Member] | |||||||||||||||||||
Debt face amount | $ 250 | ||||||||||||||||||
Principal payments | $ 10,500 | ||||||||||||||||||
Description of debt covenant | Pekin in an amount equal to $30.0 million, minus the then-existing amount of Pekin’s working capital, plus the amount of any accounts receivable owed by PE Central to Pekin, plus $12.0 million, or the Parent Contribution Amount. | ||||||||||||||||||
Pacific Ethanol Pekin, LLC [Member] | Pekin revolving loan [Member] | Credit Agreement [Member] | 1st Farm Credit Services [Member] | |||||||||||||||||||
Maximum borrowing capacity | $ 32,000 | $ 32,000 | |||||||||||||||||
Line of credit maturity date | Feb. 01, 2022 | ||||||||||||||||||
Unused facility fees | 0.75% | ||||||||||||||||||
Description of collateral | Secured by a first-priority security interest in all of Pekin’s assets under the terms of a Security Agreement | ||||||||||||||||||
Principal payments | $ 3,500 | ||||||||||||||||||
Frequency of periodic payments | Quarterly | ||||||||||||||||||
Description payment terms | Principal payment of $4.5 million at maturity on August 20, 2021 | Principal payments in the amount of $3.5 million each due on February 20, 2019 and May 20, 2019. | |||||||||||||||||
Facilities and Plant Equipment [Member] | Line of Credit [Member] | |||||||||||||||||||
Description of payment made to company | Payments that may be made by PAP to the Company as reimbursement for management and other services provided by the Company to PAP are limited under the terms of the credit facility to $500,000 per fiscal quarter. | ||||||||||||||||||
Description of collateral | The credit facility also includes the accounts receivable of PAP as additional collateral. | ||||||||||||||||||
Term Loan [Member] | Illinois Corn Processing, LLC [Member] | |||||||||||||||||||
Description payment terms | The revolving term commitment in increments of $500,000 by giving CoBank ten days prior written notice. | ||||||||||||||||||
Term Loan [Member] | Credit Agreement [Member] | Illinois Corn Processing, LLC [Member] | |||||||||||||||||||
Debt face amount | $ 24,000 | ||||||||||||||||||
Description of interest rate | Accrues at a rate equal to 3.75% plus the one-month LIBOR | ||||||||||||||||||
Principal payments | $ 1,500 | $ 40,000 | $ 40,000 | ||||||||||||||||
Frequency of periodic payments | Quarterly | ||||||||||||||||||
Description payment terms | Principal payments in sixteen equal consecutive quarterly installments of $1,500,000 each until September 20, 2021. | ||||||||||||||||||
Term Loan [Member] | Pacific Ethanol Pekin, LLC [Member] | |||||||||||||||||||
Debt face amount | $ 3,500 | ||||||||||||||||||
Debt maturity date | Mar. 31, 2018 | ||||||||||||||||||
Description of debt covenant | Pekin amended its term loan facility by reducing the amount of working capital it is required to maintain to not less than $13.0 million from March 31, 2018 through November 30, 2018 and not less than $16.0 million from December 1, 2018 and continuing at all times thereafter. | ||||||||||||||||||
Term Loan [Member] | Pacific Ethanol Pekin, LLC [Member] | Credit Agreement [Member] | |||||||||||||||||||
Principal payments | $ 40,000 | ||||||||||||||||||
Term Loan [Member] | Pacific Ethanol Pekin, LLC [Member] | Credit Agreement [Member] | Illinois Corn Processing, LLC [Member] | |||||||||||||||||||
Description of payment made to company | Under the amendment, ICP, collectively with Pekin, agreed to pay the lenders an aggregate of $40.0 million on or before September 30, 2020 to reduce the outstanding balances of the term loans under the ICP credit agreement and the Pekin credit agreement. The $40.0 million is an aggregate amount payable to ICP's lender and Pekin's lender, and allocated between them. The $40.0 million is to be funded through asset sales, proceeds of any award, judgment or settlement of litigation, or, at the Company's election, from funds contributed to ICP by the Company. Following receipt by the lenders under the ICP credit agreement and the Pekin credit agreement, collectively, of $40.0 million in full, and once any loans corresponding to the particular midwestern asset sold are repaid, any additional proceeds from a sale of the Company's midwestern plant assets will generally be allocated 33/34/33% among ICP's lender and Pekin's lender, collectively, the selling security holders, and the Company, respectively. Proceeds from the sale of any of the Company's western assets will generally be allocated 33/34/33% among Pekin's lender and ICP's lender, collectively, the selling security holders, and the Company, respectively. | ||||||||||||||||||
Term Loan [Member] | Pacific Ethanol Pekin, LLC [Member] | Credit Agreement [Member] | 1st Farm Credit Services [Member] | |||||||||||||||||||
Debt face amount | $ 64,000 | 64,000 | |||||||||||||||||
Debt maturity date | Aug. 20, 2021 | ||||||||||||||||||
Term Loan [Member] | Pacific Ethanol Pekin, LLC [Member] | Pekin revolving loan [Member] | Credit Agreement [Member] | |||||||||||||||||||
Description of payment made to company | Under the amendment, Pekin, collectively with ICP, agreed to pay the lenders an aggregate of $40.0 million on or before September 30, 2020 to reduce the outstanding balances of the term loans under the Pekin credit agreement and the ICP credit agreement. The $40.0 million is an aggregate amount payable to ICP's lender and Pekin's lender, and allocated between them. The $40.0 million is to be funded through asset sales, proceeds of any award, judgment or settlement of litigation, or, at the Company's election, from funds contributed to Pekin by the Company. Following receipt by the lenders under the ICP credit agreement and the Pekin credit agreement, collectively, of $40.0 million in full, and once any loans corresponding to the particular midwestern asset sold are repaid, additional proceeds from the sale of any of the Company's midwestern plant assets will generally be allocated 33/34/33% among ICP's lender and Pekin's lender, collectively, the selling security holders, and the Company, respectively. Proceeds from the sale of any of the Company's western assets will generally be allocated 33/34/33% among Pekin's lender and ICP's lender, collectively, the selling security holders, and the Company, respectively. | ||||||||||||||||||
Debt face amount | $ 3,500 | ||||||||||||||||||
Principal payments | $ 3,500 | ||||||||||||||||||
ICP [Member] | Notes Payable [Member] | Subsequent Event [Member] | |||||||||||||||||||
Paid in kind interest | $ 300 | ||||||||||||||||||
Principal balance | 1,500 | ||||||||||||||||||
Interest payable | 2,500 | ||||||||||||||||||
Pekin [Member] | Notes Payable [Member] | Subsequent Event [Member] | |||||||||||||||||||
Interest payable | $ 1,000 | ||||||||||||||||||
Five Accredited Investors [Member] | Notes Payable [Member] | Second Note Purchase Agreement [Member] | |||||||||||||||||||
Debt face amount | $ 13,900 | ||||||||||||||||||
Principal payments | $ 68,900 | ||||||||||||||||||
Description of borrowing terms | Private offering for aggregate gross proceeds of 97% of the principal amount of the notes sold | ||||||||||||||||||
Five Accredited Investors [Member] | Notes Payable [Member] | Note Purchase Agreement [Member] | |||||||||||||||||||
Debt face amount | $ 55,000 | ||||||||||||||||||
Description of borrowing terms | Private offering for aggregate gross proceeds of 97% of the principal amount of the Notes sold. | ||||||||||||||||||
Five Accredited Investors [Member] | Total Notes Payable [Member] | Note Purchase Agreement [Member] | |||||||||||||||||||
Debt maturity date | Dec. 15, 2019 | ||||||||||||||||||
Description of interest rate | (i) the greater of 1% and the three-month LIBOR, plus 7.0% from the closing through December 14, 2017, (ii) the greater of 1% and LIBOR, plus 9% between December 15, 2017 and December 14, 2018, and (iii) the greater of 1% and LIBOR plus 11% between December 15, 2018 and the Maturity Date. | ||||||||||||||||||
Debt default interest rate | 2.00% |