SEC Comment Letter 0000000000-22-012810 to AEMETIS, INC (AMTX) (CIK 0000738214) (AMTX)
AEMETIS, INC (AMTX) (CIK 0000738214)
Date: Nov. 28, 2022 · CIK: 0000738214 · Accession: 0000000000-22-012810
AI Filing Summary & Sentiment
File numbers found in text: 001-36475
Letter
United States securities and exchange commission logo November 28, 2022 Todd Waltz Chief Financial Officer AEMETIS, INC 20400 Stevens Creek Blvd., Suite 700 Cupertino, CA 95014 Re:AEMETIS, INC Form 10-K filed March 10, 2022 Form 8-K filed November 3, 2022 File No. 001-36475 Dear Todd Waltz: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Item 2.02 Form 8-K dated November 3, 2022 Exhibit 99.1, page 1 1.In the heading to your press release, you disclose EPS was $(.46), Excluding Unitholder Redemption Charge related to Biogas Series A Preferred Unit Investor. Please revise your disclosures to: •Prominently present your GAAP earnings per share and present it before your non- GAAP EPS measure; •Appropriately label the adjusted EPS measure; and •Present a reconciliation of your GAAP EPS to your Non GAAP EPS. Refer to the guidance in Item 10(e)(1)(i)(A) and (B) of Regulation S-K, Regulation G and Question 102.10 of the non-GAAP C&DIs.
2.Please explain why the cash receipt of a grant of $14.2 million from the United States Department of Agriculture (“USDA”) Biofuel Producer Program is highlighted in a
FirstName LastNameTodd Waltz Comapany NameAEMETIS, INC November 28, 2022 Page 2 FirstName LastName Todd Waltz AEMETIS, INC November 28, 2022 Page 2 footnote to your reconciliation of net loss to Adjusted EBITDA rather than as an adjustment. Refer to Question 100.03 of the non-GAAP C&DIs. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Jeanne Baker at 202-551-3691or Terence O'Brien at 202-551-3355 with any questions. Sincerely, Division of Corporation Finance Office of Industrial Applications and Services
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United States securities and exchange commission logo
November 28, 2022
Todd Waltz
Chief Financial Officer
AEMETIS, INC
20400 Stevens Creek Blvd., Suite 700
Cupertino, CA 95014
Re:AEMETIS, INC
Form 10-K filed March 10, 2022
Form 8-K filed November 3, 2022
File No. 001-36475
Dear Todd Waltz:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comments. In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Item 2.02 Form 8-K dated November 3, 2022
Exhibit 99.1, page 1
1.In the heading to your press release, you disclose EPS was $(.46), Excluding Unitholder
Redemption Charge related to Biogas Series A Preferred Unit Investor. Please revise your
disclosures to:
•Prominently present your GAAP earnings per share and present it before your non-
GAAP EPS measure;
•Appropriately label the adjusted EPS measure; and
•Present a reconciliation of your GAAP EPS to your Non GAAP EPS.
Refer to the guidance in Item 10(e)(1)(i)(A) and (B) of Regulation S-K, Regulation G and
Question 102.10 of the non-GAAP C&DIs.
2.Please explain why the cash receipt of a grant of $14.2 million from the United States
Department of Agriculture (“USDA”) Biofuel Producer Program is highlighted in a
FirstName LastNameTodd Waltz
Comapany NameAEMETIS, INC
November 28, 2022 Page 2
FirstName LastName
Todd Waltz
AEMETIS, INC
November 28, 2022
Page 2
footnote to your reconciliation of net loss to Adjusted EBITDA rather than as an
adjustment. Refer to Question 100.03 of the non-GAAP C&DIs.
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Jeanne Baker at 202-551-3691or Terence O'Brien at 202-551-3355 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services