1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Put Option (Right to Sell)
(3)
|
10/16/2008 |
10/31/2008 |
Common Stock
|
554,879
|
$
12.1145
|
I
|
Bioverda US Holdings LLC and NTR plc
(5)
|
Call Option (Obligation to Sell)
(3)
|
10/16/2008 |
11/15/2008 |
Common Stock
|
554,879
|
$
12.1145
|
I
|
Bioverda US Holdings LLC and NTR plc
(5)
|
Put Option (Right to Sell)
(4)
|
10/16/2008 |
10/31/2008 |
Common Stock
|
766,000
|
$
10
|
I
|
Bioverda US Holdings LLC and NTR plc
(5)
|
Call Option (Obligation to Sell)
(4)
|
10/16/2008 |
11/15/2008 |
Common Stock
|
766,000
|
$
10
|
I
|
Bioverda US Holdings LLC and NTR plc
(5)
|
* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
Includes 11,227,653 shares held directly by Bioverda International Holdings Limited and 1,320,879 shares held directly by Bioverda US Holdings LLC. |
(2) |
Bioverda International Holdings Limited and Bioverda US Holdings LLC are wholly owned subsidiaries of NTR plc. NTR plc is an indirect beneficial owner of the securities. Mr. Walsh is a director of Bioverda US Holdings LLC and Bioverda International Holdings Limited. As a result Mr. Walsh may be deemed to have an indirect beneficial ownership of the securities. Mr. Walsh disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(3) |
Pursuant to the Put and Call Agreement (VBV), dated April 1, 2008, by and among Bioverda US Holdings LLC, Bioverda International Holdings Limited and Wilon Holdings S.A. Prior to October 16, 2008, the put and call options were exercisable for up to 74 common units of VBV LLC held by Bioverda US Holdings LLC. The put and call options became exercisable for the securities reported upon the acquisition of VBV LLC by the issuer in a reverse triangular merger. |
(4) |
Pursuant to the Put and Call Agreement (GPRE), dated April 1, 2008, by and among Bioverda US Holdings LLC, Bioverda International Holdings Limited and Wilon Holdings S.A. |
(5) |
Held directly by Bioverda US Holdings LLC. Bioverda US Holdings LLC is a wholly owned subsidiary of NTR plc. NTR plc is an indirect beneficial owner of the securities. Mr. Walsh is a director of Bioverda US Holdings LLC. As a result Mr. Walsh may be deemed to have an indirect beneficial ownership of the securities. Mr. Walsh disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |