Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On March 12, 2020, Advanced BioEnergy, LLC, ("ABE" or the "Company") and Richard
Peterson agreed that Mr. Peterson's last day of employment would be March 13,
2020 and Mr. Peterson resigned from all positions with the Company, including
Chief Executive Officer and Chief Financial Officer, effective as of that date.
Mr. Peterson had previously resigned as an ABE director effective January 31,
2020. In connection with his resignation, the Company agreed to pay Mr. Peterson
(i) $142,500 pursuant to the previously disclosed Stay Bonus Plan adopted by the
Board and (ii) a lump sum payment of $28,800 for future health care coverage.
The Company and Mr. Peterson also entered into a consulting agreement under
which Mr. Peterson agree to provide the Company with consulting service between
March 14, 2020 and July 31, 2021, or such later date as the parties agreed, at a
rate of $150.00 per hour, as an independent contractor, for any work reasonably
requested by the Board of Directors with respect to (i) the liquidation of and
winding up of the Company, including any matters related to the December 19,
2019 Asset Sale to Glacial Lakes Energy and the funds in escrow pursuant to the
that asset sale including any real estate, environmental, contract or other
matters, or any other government inquiry; and (ii) any filings or other
disclosures required to be made with the United States Securities and Exchange
Commission. Any hours in excess of ten hours a month must be expressly approved
by the ABE Board. The consulting agreement also states that on July 31, 2021, or
such later date as the parties agree, assuming continued cooperation by Mr
Peterson under the consulting agreement, Mr. Peterson would receive a cash
payment of $25,000. A copy of the consulting agreement is attached as Exhibit
10.1 and incorporated herein by reference.
Item 8.01. Other Events.
As of March 13, 2020, after giving effect to the events described in Item 5.02
of this Form 8-K,the Company had no employees.
Further, as previously disclosed, as of December 19, 2019, the holders of ABE
units, or Members ceased to have any rights in respect of these units except the
right to receive distributions, if any, pursuant to and in accordance with the
Plan of Liquidation, the Company's Operating Agreement and Delaware law. As of
December 19, 2020, ABE is deemed dissolved under Delaware law and continues to
exist for the sole purpose of converting its assets into cash, paying or making
provision for the payment of its liabilities and after this is completed,
distributing its remaining assets to its Members.
2
--------------------------------------------------------------------------------
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit
Number Exhibit Name
10.1 Consulting Agreement, dated As of March 12, 2020, between Advanced
BioEnergy, LLC and Richard Peterson.
3
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses