Gevo Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On April 7, 2025, Gevo Net-Zero 1, LLC (“Gevo”), a subsidiary of Gevo, Inc., entered into a SAF Scope 1 and Scope 3 Credit Supply Agreement (the “Agreement”) with Future Energy Capital Limited (T/A Future Energy Global) (“Future Energy” and, together with Gevo, the “Parties” and, each, a “Party”), pursuant to which Gevo agreed to supply the Scope 1 Credits and Scope 3 credits associated with ten million gallons per year of sustainable aviation fuel (“Fuel”) to Future Energy. Under the Agreement, Gevo expects to deliver to Future Energy Scope 1 and Scope 3 Credits associated with the Fuel produced at Gevo’s Fuel production facilities in Lake Preston, South Dakota. Future Energy will pay Gevo based on a fixed price per tonne of CO2 emission reduction, as well as revenue sharing with respect to subsequent sales of Scope 1 and Scope 3 credits above a specified threshold.
The Agreement became effective on April 7, 2025, and will continue in full force and effect until the fifth anniversary of the date upon which Gevo notifies Future Energy that Gevo’s production facility has achieved commercial operation and is able to produce and deliver the Fuel (unless earlier terminated pursuant to its terms).
The Parties may terminate the Agreement in the event that certain conditions precedent related to the financing and development of the Fuel production facilities are not met or if certain customary events of default occur and are not cured within a certain time period. Upon the termination of the Agreement due to an event of default, the non-defaulting Party will be entitled to remedies at law or equity, subject to customary limitations on liability contained in the Agreement. Such remedies may include cover damages for replacement Scope 1 and Scope 3 credits.
The Agreement contains certain customary representations, warranties, covenants and confidentiality provisions, and also contains mutual indemnification obligations.
The foregoing description of the Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Agreement, a copy of which is attached hereto as Exhibits 10.1 to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
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Exhibit No. |
Description | |
| 10.1† | SAF Scope 1 and Scope 3 Credit Supply Agreement, dated April 7, 2025, by and between Gevo Net-Zero 1, LLC and Future Energy Capital Limited (T/A Future Energy Global). | |
| 104 | Cover Page Interactive Data File (embedded as Inline XBRL document) |
† Certain portions of the exhibit have been omitted pursuant to Rule 601(b)(10) of Regulation S-K. The omitted information is not material and is the type of information that the registrant treats as private or confidential. Information that was omitted has been noted in this document with a placeholder identified by the mark “[*****]”.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GEVO, INC. | ||
| Dated: April 9, 2025 | By: | /s/ E. Cabell Massey |
| E. Cabell Massey | ||
| Vice President, Legal and Corporate Secretary | ||