##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
  þ
    
    Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
 For the quarterly period ended June 30, 2009
 or
 o
    
    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: 000-52420
 SIOUXLAND ETHANOL, LLC
  Nebraska
(State or other jurisdiction of 
incorporation or organization)
    
    22-3902184
(I.R.S. Employer Identification No.)
 1501 Knox Boulevard
Jackson, NE 68743
 (402) 632-2676
 þ o
 o þ
 o o
  Large accelerated filer o
Accelerated filer o
Non-accelerated
filer o(Do not mark if Smaller Reporting Company)
Smaller Reporting Company þ




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##### 



Page No.PART I. FINANCIAL INFORMATION
    
    
    1Item 1. Financial Statements
    
    
    1Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations
    
    
    15Item 4T. Controls and Procedures
    
    
    24PART II. OTHER INFORMATION
    
    
    25Item 1. Legal Proceedings
    
    
    25Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    25Item 3. Defaults Upon Senior Securities
    
    
    25Item 4. Submission of Matters to a Vote of Security Holders
    
    
    25Item 5. Other Information
    
    
    25Item 6. Exhibits
    
    
    26SIGNATURES
    
    
    27EX-31.1EX-31.2EX-32.1EX-32.2




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SIOUXLAND ETHANOL, LLC
  June 30,
    
    
    September 30,2009
    
    
    2008(Unaudited)ASSETSCurrent AssetsCash and equivalents
    
    $
    
    
    
    $
    4,130,632Restricted cash
    
    
    104,317
    
    
    
    4,430,581Accounts receivable
    
    
    2,788,327
    
    
    
    3,432,770Inventory
    
    
    4,023,514
    
    
    
    4,097,906Derivative instruments
    
    
    315,773
    
    
    
    Prepaid expenses
    
    
    509,285
    
    
    
    210,576Total current assets
    
    
    7,741,216
    
    
    
    16,302,465Property and EquipmentLand and land improvements
    
    
    9,740,984
    
    
    
    9,740,984Buildings
    
    
    8,508,565
    
    
    
    8,500,470Office equipment and furnishings
    
    
    224,004
    
    
    
    223,079Plant equipment and machinery
    
    
    61,402,176
    
    
    
    59,945,892Construction in progress
    
    
    
    
    
    
    603,33879,875,729
    
    
    
    79,013,763Less accumulated depreciation
    
    
    (11,434,893
    )
    
    
    (7,436,643
    )Net property and equipment
    
    
    68,440,836
    
    
    
    71,577,120Other AssetsRestricted cash
    
    
    403,000
    
    
    
    404,807Construction deposit
    
    
    500,000
    
    
    
    500,000Debt issuance costs, net of amortization
    
    
    341,812
    
    
    
    394,646Other
    
    
    455,280
    
    
    
    312,112Total other assets
    
    
    1,700,092
    
    
    
    1,611,565Total Assets
    
    $
    77,882,144
    
    
    $
    89,491,150LIABILITIES AND EQUITYCurrent LiabilitiesLine of credit
    
    $
    1,816,114
    
    
    $
    703,034Current maturities of long-term debt
    
    
    4,943,215
    
    
    
    4,992,970Checks written in excess of bank balance
    
    
    510,424
    
    
    
    Accounts payable
    
    
    1,933,428
    
    
    
    3,368,785Accrued expenses
    
    
    1,063,833
    
    
    
    2,860,884Derivative instruments
    
    
    
    
    
    
    3,747,589Construction payable
    
    
    122,610
    
    
    
    271,836Total current liabilities
    
    
    10,389,624
    
    
    
    15,945,098Long-Term Debt, net of current maturities
    
    
    29,184,230
    
    
    
    25,113,869Other Long-Term Liabilities
    
    
    266,868
    
    
    
    281,694Commitments and ContingenciesMembers Equity, 3,789 units issued and outstanding
    
    
    38,041,422
    
    
    
    48,150,489Total Liabilities and Members Equity
    
    $
    77,882,144
    
    
    $
    89,491,150
  1




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SIOUXLAND ETHANOL, LLC
  Three months ended
    
    
    Three months endedJune 30,
    
    
    June 30,2009
    
    
    2008(Unaudited)
    
    
    (Unaudited)Revenues
    
    $
    22,880,100
    
    
    $
    34,257,388Cost of Goods Sold
    
    
    21,309,140
    
    
    
    22,238,275Lower of Cost or Market Adjustment
    
    
    109,022
    
    
    
    Gross Profit
    
    
    1,461,938
    
    
    
    12,019,113Selling, General, and Administrative Expenses
    
    
    408,823
    
    
    
    420,391Operating Income
    
    
    1,053,115
    
    
    
    11,598,722Other Income (Expense)Interest income
    
    
    1,130
    
    
    
    20,258Interest expense
    
    
    (637,815
    )
    
    
    (652,719
    )Other income
    
    
    5,409
    
    
    
    2,500Total other expense, net
    
    
    (631,276
    )
    
    
    (629,961
    )Net Income
    
    $
    421,839
    
    
    $
    10,968,761Weighted Average Units Outstanding  Basic
and Diluted
    
    
    3,789
    
    
    
    3,789Net Income Per Unit  Basic and Diluted
    
    $
    111.33
    
    
    $
    2,894.90Distributions Per Unit  Basic and Diluted
    
    $
    
    
    
    $
    
  2




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SIOUXLAND ETHANOL, LLC
  Nine months ended
    
    
    Nine months endedJune 30,
    
    
    June 30,2009
    
    
    2008(Unaudited)
    
    
    (Unaudited)Revenues
    
    $
    67,877,417
    
    
    $
    93,889,327Cost of Goods Sold
    
    
    74,131,266
    
    
    
    63,442,277Lower of Cost or Market Adjustment
    
    
    1,187,725
    
    
    
    Gross Profit (Loss)
    
    
    (7,441,574
    )
    
    
    30,447,050Selling, General, and Administrative Expenses
    
    
    1,252,425
    
    
    
    1,363,058Operating Income (Loss)
    
    
    (8,693,999
    )
    
    
    29,083,992Other Income (Expense)Interest income
    
    
    15,947
    
    
    
    58,033Interest expense
    
    
    (1,820,346
    )
    
    
    (2,439,843
    )Other income
    
    
    389,331
    
    
    
    217,366Total other expense, net
    
    
    (1,415,068
    )
    
    
    (2,164,444
    )Net Income (Loss)
    
    $
    (10,109,067
    )
    
    $
    26,919,548Weighted Average Units Outstanding  Basic
and Diluted
    
    
    3,789
    
    
    
    3,789Net Income (Loss) Per Unit  Basic and Diluted
    
    $
    (2,668.00
    )
    
    $
    7,104.66Distributions Per Unit  Basic and Diluted
    
    $
    
    
    
    $
    
  3




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SIOUXLAND ETHANOL, LLC
  Nine months ended
    
    
    Nine months endedJune 30,
    
    
    June 30,2009
    
    
    2008(Unaudited)
    
    
    (Unaudited)Cash Flows from Operating ActivitiesNet income (loss)
    
    $
    (10,109,067
    )
    
    $
    26,919,548Adjustments to reconcile net income (loss) to net cash from (used
in) operations:Depreciation and amortization
    
    
    4,051,084
    
    
    
    4,063,627Change in fair value of derivative instruments
    
    
    (407,954
    )
    
    
    (1,899,181
    )Loss on lower of cost or market adjustment
    
    
    1,187,725
    
    
    
    Income earned on restricted cash and investments
    
    
    (2,138
    )
    
    
    (19,022
    )Other
    
    
    (143,168
    )
    
    
    Change in assets and liabilities:Restricted cash
    
    
    4,192,237
    
    
    
    (907,387
    )Accounts receivable
    
    
    644,443
    
    
    
    (94,388
    )Inventory
    
    
    (1,113,333
    )
    
    
    (3,411,779
    )Derivative instruments
    
    
    (3,655,408
    )
    
    
    (1,333,291
    )Deposits and prepaid expenses
    
    
    (298,709
    )
    
    
    1,163,489Accounts payable
    
    
    (1,435,357
    )
    
    
    (55,855
    )Accrued expenses and other liabilities
    
    
    (1,811,877
    )
    
    
    (51,464
    )Net cash from (used in) operating activities
    
    
    (8,901,522
    )
    
    
    24,374,297Cash Flows from Investing ActivitiesCapital expenditures
    
    
    (1,011,192
    )
    
    
    (775,383
    )Net cash used in investing activities
    
    
    (1,011,192
    )
    
    
    (775,383
    )Cash Flows from Financing ActivitiesProceeds from line of credit
    
    
    2,467,161
    
    
    
    771,000Payments on line of credit
    
    
    (1,354,081
    )
    
    
    (771,000
    )Checks written in excess of bank balance
    
    
    510,424
    
    
    
    Proceeds from revolving term note
    
    
    6,127,920
    
    
    
    1,000,000Payments on revolving term note
    
    
    (813,065
    )
    
    
    (7,353,691
    )Payments on long-term debt
    
    
    (1,294,249
    )
    
    
    (6,099,312
    )Net withdrawals from restricted cash
    
    
    137,972
    
    
    
    183,548Net cash from (used in) financing activities
    
    
    5,782,082
    
    
    
    (12,269,455
    )Net Decrease in Cash and Equivalents
    
    
    (4,130,632
    )
    
    
    11,329,459Cash and Equivalents  Beginning of Period
    
    
    4,130,632
    
    
    
    5,924,234Cash and Equivalents  End of Period
    
    $
    
    
    
    $
    17,253,693Supplemental Cash Flow InformationCash paid during the period for interest expensed
    
    $
    1,746,561
    
    
    $
    2,129,583Supplemental Disclosure of Noncash Investing and Financing ActivitiesCapital expenditures in construction payable
    
    $
    122,610
    
    
    $
    
  4




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SIOUXLAND
ETHANOL, LLC
   1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Basis of Presentation
   Nature of Business
  Accounting Estimates
  Revenue Recognition
  5




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SIOUXLAND
ETHANOL, LLC
   Fair Value of Financial Instruments
    Carrying Amount
    
    Fair ValueLong-term debt at June 30, 2009
    
    $
    34,127,445
    
    
    $
    33,299,000
 Reclassifications
  Recently Adopted Accounting Pronouncements
   6




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SIOUXLAND
ETHANOL, LLC
   Subsequent Events
  2. UNCERTAINTIES
  3. FAIR VALUE MEASUREMENTS
 Fair
Value Measurements The Fair Value Option for Financial Assets and Financial
Liabilities  Including an amendment of FASB Statement No. 115
  7




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SIOUXLAND
ETHANOL, LLC
     Fair Value as of
    
    Fair Value Measurement UsingJune 30, 2009
    
    Level 1
    
    Level 2
    
    Level 3Restricted Cash  current
    
    $
    104,317
    
    
    $
    104,317
    
    
    $
    
    
    
    $
    Restricted Cash  long-term
    
    $
    403,000
    
    
    $
    403,000
    
    
    $
    
    
    
    $
    Commodity derivative instruments
    
    $
    315,773
    
    
    $
    315,773
    
    
    $
    
    
    
    $
    
  4. INVENTORY
  June 30,
    
    
    September 30,2009
    
    
    2008*Raw materials
    
    $
    2,119,428
    
    
    $
    2,634,690Supplies
    
    
    342,470
    
    
    
    340,485Work in process
    
    
    548,180
    
    
    
    830,261Finished goods
    
    
    1,013,436
    
    
    
    292,470Total
    
    $
    4,023,514
    
    
    $
    4,097,906
 
 *
    
    Derived from audited financial statements.  5. DERIVATIVE INSTRUMENTS
 Disclosures about Derivative Instruments and Hedging
Activities, an amendment of FAS Statement No. 133
 8




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SIOUXLAND
ETHANOL, LLC
        Balance Sheet location
    
    Assets
    
    LiabilitiesCorn contracts
    
    Derivative instruments
    
    $
    315,773
    
    
    $
    
 9




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SIOUXLAND
ETHANOL, LLC
    Statement of
    
    
    Three Months Ended June 30,Operations location
    
    
    2009
    
    
    2008Corn contracts
    
    Cost of goods sold
    
    $
    164,000
    
    
    $
    9,515,000Natural gas contracts
    
    Cost of goods sold
    
    
    
    
    
    
    30,000Totals
    
    
    
    
    
    $
    164,000
    
    
    $
    9,545,000Statement of
    
    
    Nine Months Ended June 30,Operations location
    
    
    2009
    
    
    2008Corn contracts
    
    Cost of goods sold
    
    $
    (6,202,000
    )
    
    $
    20,875,000Natural gas contracts
    
    Cost of goods sold
    
    
    (141,000
    )
    
    
    30,000Totals
    
    
    
    
    
    $
    (6,343,000
    )
    
    $
    20,905,000
 6. LINE OF CREDIT
   10




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SIOUXLAND
ETHANOL, LLC
   7. LONG-TERM DEBT
  June 30,
    
    
    September 30,2009
    
    
    2008*Term note payable, see terms below
    
    $
    24,826,875
    
    
    $
    26,015,000Revolving promissory note, see terms below
    
    
    5,314,855
    
    
    
    Tax increment financing
    
    
    3,950,000
    
    
    
    4,025,000Equipment note
    
    
    35,715
    
    
    
    66,839Total
    
    
    34,127,445
    
    
    
    30,106,839Less amounts due within one year
    
    
    4,943,215
    
    
    
    4,992,970Net long-term debt
    
    $
    29,184,230
    
    
    $
    25,113,869
 
 *
    
    Derived from audited financial statements. Term Note
  Revolving Promissory Note
  11




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SIOUXLAND ETHANOL, LLC
      12




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SIOUXLAND ETHANOL, LLC
   Maturities
  2010
    
    $
    4,943,2152011
    
    
    4,922,5002012
    
    
    4,937,5002013
    
    
    4,957,5002014
    
    
    4,977,500Thereafter
    
    
    9,389,230Total long-term debt
    
    $
    34,127,445
 8. COMMITMENTS AND CONTINGENCIES
 Purchase and Sales Commitments
   Ethanol Sales Agreement
  13




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SIOUXLAND ETHANOL, LLC
     9. RELATED PARTY TRANSACTIONS
  Three Months Ended
    
    2009
    
    2008Corn purchases
    
    $
    648,000
    
    
    $
    446,000Distillers grain sales
    
    
    198,000
    
    
    
    264,000
 Nine Months Ended
    
    2009
    
    2008Corn purchases
    
    $
    2,451,000
    
    
    $
    1,774,000Distillers grain sales
    
    
    787,000
    
    
    
    698,000
 
 14




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Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operation
  Disclosure Regarding Forward-Looking Statements
  
    
    Changes in the availability and costs of products and raw materials, particularly corn
and natural gas;
    
    Changes in the production capacity of the ethanol industry, advances in ethanol
technologies and other competitive factors;
    
    Fluctuations in the price and market for ethanol and distillers grains;
    
    Financial impact of our hedging strategies;
    
    Our ability to market and our reliance on third parties to market our products;
    
    Changes in plant production capacity, variations in actual ethanol and distillers
grains production from expectations or technical difficulties in operating the plant;
    
    Changes in interest rates and the availability of credit to support capital
improvements and operations;
    
    Changes in or elimination of governmental mandates for the use of ethanol or other
laws, tariffs, trade or other controls or enforcement practices affecting the ethanol
markets;
    
    Fluctuations in U.S. petroleum consumption and in petroleum and gasoline prices;
    
    The availability and adequacy of cash flow to meet our working capital requirements;
    
    Competition from alternative fuels and alternative fuel additives;
    
    Changes in general economic conditions or the occurrence of certain events causing an
economic impact in the agriculture, oil or automobile industries;
    
    Lack of transport, storage and blending infrastructure preventing ethanol from reaching
markets;
    
    The loss of, or inability to obtain, any license or permit needed to operate our plant;
    
    The loss of available loan funding due to our inability to comply with loan covenants;
    
    Unanticipated liability resulting from litigation or regulatory actions.
  15




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Overview
    16




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Results of Operations
 Comparison of the three month periods ended June 30, 2009 and 2008.
 Three Months Ended
    
    
    Three Months EndedJune 30, 2009
    
    
    June 30, 2008(Unaudited)
    
    
    (Unaudited)Statement of Operations Data
    
    Amount
    
    
    % of Revenues
    
    
    Amount
    
    
    % of RevenuesRevenues
    
    $
    22,880,100
    
    
    
    100.0
    %
    
    $
    34,257,388
    
    
    
    100.0
    %Cost of Goods Sold
    
    
    21,418,162
    
    
    
    93.6
    %
    
    
    22,238,275
    
    
    
    64.9
    %Gross Profit
    
    
    1,461,938
    
    
    
    6.4
    %
    
    
    12,019,113
    
    
    
    35.1
    %SG&A Expenses
    
    
    408,823
    
    
    
    1.8
    %
    
    
    420,391
    
    
    
    1.2
    %Operating Income
    
    
    1,053,115
    
    
    
    4.6
    %
    
    
    11,598,722
    
    
    
    33.9
    %Other Expense, net
    
    
    (631,276
    )
    
    
    (2.8
    )%
    
    
    (629,961
    )
    
    
    (1.9
    )%Net Income
    
    $
    421,839
    
    
    
    1.8
    %
    
    $
    10,968,761
    
    
    
    32.0
    %
 Revenues
  Cost of Goods Sold
 17




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Selling, General and Administrative Expenses
 Other Income (Expense).
 18




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Comparison of the nine-month periods ended June 30, 2009 and 2008.
 Nine Months Ended
    
    
    Nine Months EndedJune 30, 2009
    
    
    June 30, 2008(Unaudited)
    
    
    (Unaudited)Statement of Operations Data
    
    Amount
    
    
    % of Revenues
    
    
    Amount
    
    
    % of RevenuesRevenues
    
    $
    67,877,417
    
    
    
    100.0
    %
    
    $
    93,889,327
    
    
    
    100.0
    %Cost of Goods Sold
    
    
    75,318,991
    
    
    
    111.0
    %
    
    
    63,442,277
    
    
    
    67.6
    %Gross Profit (Loss)
    
    
    (7,441,574
    )
    
    
    (11.0
    )%
    
    
    30,447,050
    
    
    
    32.4
    %SG&A Expenses
    
    
    1,252,425
    
    
    
    1.8
    %
    
    
    1,363,058
    
    
    
    1.4
    %Operating Income (loss)
    
    
    (8,693,999
    )
    
    
    (12.8
    )%
    
    
    29,083,992
    
    
    
    31.0
    %Other Expense, net
    
    
    (1,415,068
    )
    
    
    (2.1
    )%
    
    
    (2,164,444
    )
    
    
    (2.3
    )%Net Income (loss)
    
    $
    (10,109,067
    )
    
    
    (14.9
    )%
    
    $
    26,919,548
    
    
    
    28.7
    %
 Revenues
  Cost of Goods Sold
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Selling, General and Administrative Expenses
 Other Income (Expense).
 20




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Liquidity and Capital Resources
          21




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22




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Application of Critical Accounting Estimates
  Off-Balance Sheet Arrangements
  23




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Item 4T. Controls and Procedures
   24




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PART II. OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  
 Item 3. Defaults Upon Senior Securities
  
 Item 4. Submission of Matters to a Vote of Security Holders
  
 Item 5. Other Information
  25




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Item 6. Exhibits
  Exhibit No.
    
    Exhibit3.1
    
    Articles of Organization of Siouxland Ethanol, LLC. Filed as Exhibit 3.1 to
the Companys Registration Statement on Form SB-2 (Commission File No.
333-123473) and incorporated by reference herein.3.2
    
    Amended and Restated Operating Agreement of Siouxland Ethanol, LLC. Filed as
Exhibit 3.2 to the Companys Registration Statement on Form SB-2 (Commission
File No. 333-123473) and incorporated by reference herein.4.1
    
    Form of Membership Certificate. Filed as Exhibit 4.1 to the Companys
Registration Statement on Form SB-2 (Commission File No. 333-123473) and
incorporated by reference herein.10.1
    
    Eighth Amendment to Credit Agreement, made and entered into effective April
13, 2009, by and between the Company and Farm Credit Services of America,
FLCA and Farm Credit Services of America, PCA. Filed as Exhibit 10.1 to the
Companys Current Report on Form 8-K filed April 14, 2009 (Commission File
No. 000-52420) and incorporated by reference herein.10.2
    
    Ninth Amendment to Credit Agreement, made and entered into effective May 15,
2009, by and between the Company and Farm Credit Services of America, FLCA
and Farm Credit Services of America, PCA. Filed as Exhibit 10.4 to the
Companys Quarterly Report on Form 10-Q filed May 20, 2009 (Commission File
No. 000-52420) and incorporated by reference herein.10.3
    
    Tenth Amendment to Credit Agreement, made and entered into effective June 30,
2009, by and between the Company and Farm Credit Services of America, FLCA
and Farm Credit Services of America, PCA. Filed as Exhibit 10.1 to the
Companys Current Report on Form 8-K filed July 1, 2009 (Commission File No.
000-52420) and incorporated by reference herein.10.4
    
    Ethanol Product Off-Take Agreement, dated May 1, 2009, by and between the
Company and Gavilon, LLC. Filed as Exhibit 10.3 to the Companys Quarterly
Report on Form 10-Q filed May 20, 2009 (Commission File No. 000-52420) and
incorporated by reference herein.31.1
    
    Certification of Principal Executive Officer pursuant to 17 CFR 240.13a-14(a).31.2
    
    Certification of Principal Financial Officer pursuant to 17 CFR 240.13a-14(a).32.1
    
    Certification of Principal Executive Officer pursuant to 18 U.S.C. § 1350.32.2
    
    Certification of Principal Financial Officer pursuant to 18 U.S.C. § 1350.
 26




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##### Table of Contents



SIGNATURES
  SIOUXLAND ETHANOL, LLCDate:      August 14, 2009
    /s/ Charles HoflandCharles HoflandPresident and Chief Executive
Officer
(Principal Executive Officer)Date:      August 14, 2009
    /s/ Mark RolfesMark RolfesTreasurer and Chief Financial
Officer
(Principal Financial and Accounting Officer) 27