Quarterly Report (10-q)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 

For the quarterly period ended September 30, 2022

☐    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from                to

☒ COMMISSION FILE NO. 000-50253

 

SOUTH DAKOTA SOYBEAN PROCESSORS LLC
(Exact name of registrant as specified in its charter)

SD						46-0462968
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)
100 Caspian Ave; PO Box 500 Volga, SD						57071
(Address of Principal Executive Offices						(Zip Code)

[phone]
(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes   x     No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x     No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, accelerated filer or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

¨

Large Accelerated Filer

¨

Accelerated Filer

x

Non-Accelerated Filer

¨

Smaller Reporting Company

¨

Emerging Growth Company

(do not check if a smaller reporting company)

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for company with a new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). 

¨    Yes       x    No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court.     Yes   ¨  No   ¨

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: On November 10, 2022, the registrant had 30,411,500 capital units outstanding.

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Table of Contents  

									Page
Part I.			FINANCIAL INFORMATION						3
			Item I.			Financial Statements (Unaudited)			3
			Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			18
			Item 3.			Quantitative and Qualitative Disclosures about Market Risk			22
			Item 4.			Controls and Procedures			23
Part II.			OTHER INFORMATION						23
			Item 1.			Legal Proceedings			23
			Item 1A.			Risk Factors			23
			Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds			23
			Item 3.			Defaults among Senior Securities			23
			Item 4.			Mine Safety Disclosures			23
			Item 5.			Other Information			24
			Item 6.			Exhibits			24
Signatures									24

 

 

2

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PART I – FINANCIAL INFORMATION

Item 1.    Financial Statements

South Dakota Soybean Processors, LLC

Condensed Financial Statements

September 30, 2022 and 2021

3

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South Dakota Soybean Processors, LLC

Condensed Balance Sheets

			September 30, 2022						December 31, 2021
			(Unaudited)
Assets
Current assets
Cash and cash equivalents			$	534,154					$	833,738
Trade accounts receivable			47,378,877						36,571,001
Inventories			146,125,244						95,066,385
Commodity derivative instruments			13,430,846						11,933,759
Margin deposits			8,509,449						2,099,626
Prepaid expenses			1,410,218						2,692,338
Total current assets			217,388,788						149,196,847
Property and equipment			140,047,395						133,919,053
Less accumulated depreciation			(65,459,856)						(61,386,445)
Total property and equipment, net			74,587,539						72,532,608
Other assets
Investments in related parties			12,200,730						10,764,310
Investments in cooperatives			1,705,549						1,559,800
Right-of-use lease asset, net			17,516,498						11,232,558
Other assets			96,250						—
Total other assets			31,519,027						23,556,668
Total assets			$	323,495,354					$	245,286,123

(continued on following page)

4

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South Dakota Soybean Processors, LLC

Condensed Balance Sheets (continued)

			September 30, 2022						December 31, 2021
			(Unaudited)
Liabilities and Members' Equity
Current liabilities
Excess of outstanding checks over bank balance			$	24,719,394					$	10,698,239
Current maturities of long-term debt			4,000,000						2,902,473
Note payable - seasonal loan			39,484,093						—
Current operating lease liabilities			2,242,144						1,958,707
Accounts payable			2,134,899						1,931,911
Accrued commodity purchases			61,152,334						60,892,294
Commodity derivative instruments			13,502,792						27,644,858
Accrued expenses			4,996,163						4,305,749
Accrued interest			240,687						67,126
Deferred liabilities - current			1,147,752						1,347,409
Total current liabilities			153,620,258						111,748,766
Long-term liabilities
Long-term debt, net of current maturities and unamortized debt     issuance costs			9,995,119						13,991,458
Long-term operating lease liabilities			12,308,282						6,130,994
Total long-term liabilities			22,303,401						20,122,452
Commitments and contingencies (Notes 5, 6, 7, and 12)
Members' equity
Class A Units, no par value, 30,411,500 and 30,419,000 units issued and     outstanding at September 30, 2022 and December 31, 2021,     respectively			147,571,695						113,414,905
Total liabilities and members' equity			$	323,495,354					$	245,286,123

The accompanying notes are an integral part of these condensed financial statements.

5

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South Dakota Soybean Processors, LLC

Condensed Statements of Operations (Unaudited)

For the Three and Nine-Month Periods Ended September 30, 2022 and 2021

						Three Months Ended September 30,												Nine Months Ended September 30,
						2022						2021						2022						2021
Net revenues						$	184,725,873					$	147,796,292					$	531,698,305					$	431,696,940
Cost of revenues:
Cost of product sold						151,274,078						113,498,309						413,824,133						350,233,888
Production						9,419,838						8,314,321						27,361,405						23,087,341
Freight and rail						11,875,724						9,823,431						34,598,723						32,053,378
Brokerage fees						164,349						164,130						544,050						550,888
Total cost of revenues						172,733,989						131,800,191						476,328,311						405,925,495
Gross profit						11,991,884						15,996,101						55,369,994						25,771,445
Operating expenses:
Administration						1,249,945						1,220,595						4,124,844						3,295,243
Operating income						10,741,939						14,775,506						51,245,150						22,476,202
Other income (expense):
Interest expense						(638,690)						(470,522)						(1,574,020)						(1,280,832)
Other non-operating income (expense)						331,933						162,306						1,126,395						256,922
Patronage dividend income						—						—						699,595						365,147
Total other income (expense)						(306,757)						(308,216)						251,970						(658,763)
Net income						$	10,435,182					$	14,467,290					$	51,497,120					$	21,817,439
Basic and diluted earnings per capital unit						$	0.34					$	0.48					$	1.69					$	0.72
Weighted average number of capital units outstanding for calculation of basic and diluted earnings per capital unit						30,411,500						30,419,000						30,411,500						30,419,000

The accompanying notes are an integral part of these condensed financial statements.

6

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South Dakota Soybean Processors, LLC

Condensed Statements of Changes in Members' Equity (Unaudited)

For the Nine Months Ended September 30, 2022 and 2021

			Class A Units
			Units						Amount
Balances, December 31, 2020			30,419,000						$	94,836,880
Net income			—						21,817,439
Distribution to members			—						(9,429,890)
Balances, September 30, 2021			30,419,000						$	107,224,429
Balances, December 31, 2021			30,419,000						$	113,414,905
Net income			—						51,497,120
Distribution to members			—						(17,338,830)
Liquidation of members' equity			(7,500)						(1,500)
Balances, September 30, 2022			30,411,500						$	147,571,695

The accompanying notes are an integral part of these condensed financial statements.

7

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South Dakota Soybean Processors, LLC

Condensed Statements of Cash Flows (Unaudited)

For the Nine Months Ended September 30, 2022 and 2021

			2022						2021
Operating activities
Net income			$	51,497,120					$	21,817,439
Charges and credits to net income not affecting cash:
Depreciation and amortization			4,158,335						3,786,317
Net (gain) loss recognized on derivative activities			(12,864,652)						(1,919,827)
Loss (gain) on sale of property and equipment			23,793						(89,150)
Non-cash patronage dividends			(145,749)						(75,411)
Forgiveness of Paycheck Protection Program loan			—						(10,000)
Change in current assets and liabilities			(69,902,728)						(63,409,164)
Net cash provided by (used for) operating activities			(27,233,881)						(39,899,796)
Investing activities
Retirement of patronage dividends			—						54,904
Proceeds from sales of property and equipment			5,900						126,060
Increase in other assets			(96,250)						—
Purchase of property and equipment			(6,239,298)						(7,185,750)
Net cash provided by (used for) investing activities			(6,329,648)						(7,004,786)
Financing activities
Change in excess of outstanding checks over bank balances			14,021,155						3,932,394
Net proceeds (payments) from seasonal borrowings			39,484,093						48,589,449
Distributions to members			(17,338,830)						(9,429,890)
Proceeds from long-term debt			4,224,724						11,839,877
Principal payments on long-term debt			(7,127,197)						(11,343,167)
Net cash provided by (used for) financing activities			33,263,945						43,588,663
Net change in cash and cash equivalents			(299,584)						(3,315,919)
Cash and cash equivalents, beginning of period			833,738						3,650,950
Cash and cash equivalents, end of period			$	534,154					$	335,031
Supplemental disclosures of cash flow information
Cash paid during the period for:
Interest			$	1,400,459					$	1,188,709
Income taxes			$	—					$	—
Noncash investing activities:
Soybean meal contributed as investment in related party			$	1,436,420					—

The accompanying notes are an integral part of these condensed financial statements. 

8

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

Note 1 -         Principal Activity and Significant Accounting Policies

The unaudited condensed financial statements contained herein have been prepared pursuant to the rules and regulations of the Securities Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although South Dakota Soybean Processors, LLC (the “Company”, “LLC”, “we”, “our”, or “us”) believes that the disclosures made are adequate to make the information not misleading.

In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included in the accompanying condensed financial statements. The results of operations and cash flows for interim periods are not necessarily indicative of results for a full year due in part to the seasonal nature of some of the Company’s businesses. The balance sheet data as of December 31, 2021 has been derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America.

These statements should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2021, included in the Company’s annual report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on March 18, 2022 and amended on Form 10-K/A filed with the SEC on April 27, 2022.

Use of estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue

The Company accounts for all of its revenues from contracts with customers under ASC 606, Revenue from Contracts with Customers.

The Company principally generates revenue from merchandising and transporting manufactured agricultural products used as ingredients in food, feed, energy and industrial products. Revenue is measured based on the consideration specified in the contract with a customer, and excludes any amounts collected on behalf of third parties (e.g. - taxes). The Company follows a policy of recognizing revenue at a single point in time when it satisfies its performance obligation by transferring control over a product to a customer. Control transfer typically occurs when goods are shipped from our facilities or at other predetermined control transfer points (for instance, destination terms). Shipping and handling costs related to contracts with customers for sale of goods are accounted for as a fulfillment activity and are included in cost of revenues. Accordingly, amounts billed to customers for such costs are included as a component of revenues.

Payments received in advance to the transfer of goods, or "contract liabilities", are included in "Deferred liabilities - current" on the Company's condensed balance sheets. These customer prepayments totaled $1,147,752 and $1,347,409 as of September 30, 2022 and December 31, 2021, respectively. Of the $1,347,409 balance as of December 31, 2021, the Company recognized $0 and $1,342,478 as revenues for the three and nine months ended September 30, 2022, respectively. Of the $1,728,407 customer prepayments as of December 31, 2020, the Company recognized $414,729 and $1,309,540 of contract liabilities as revenues during the three and nine months ended September 30, 2021, respectively.

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

The following table presents a disaggregation of revenue from contracts with customers for the three and nine month periods ended September 30, 2022 and 2021, by product type:

			Three Months Ended September 30,												Nine Months Ended September 30,
			2022						2021						2022						2021
Soybean meal and hulls			$	96,159,809					$	81,331,885					$	271,565,755					$	252,047,044
Soybean oil and oil byproducts			88,566,064						66,464,407						260,132,550						179,649,896
Totals			$	184,725,873					$	147,796,292					$	531,698,305					$	431,696,940

Recent accounting pronouncements

Any recent accounting pronouncements are not expected to have a material impact on our condensed financial statements.

Note 2 -         Accounts Receivable

Accounts receivable are considered past due when payments are not received on a timely basis in accordance with the Company’s credit terms, which is generally 30 days from invoice date. Accounts considered uncollectible are written off. The Company’s estimate of the allowance for doubtful accounts is based on historical experience, its evaluation of the current status of receivables, and unusual circumstances, if any.

The following table presents the aging analysis of trade receivables as of September 30, 2022 and December 31, 2021:

			September 30, 2022						December 31, 2021
Past due:
Less than 30 days past due			$	11,700,775					$	11,431,358
30-60 days past due			682,273						693,286
60-90 days past due			242,603						56,831
Greater than 90 days past due			27,947						144,572
Total past due			12,653,598						12,326,047
Current			34,725,279						24,244,954
Totals			$	47,378,877					$	36,571,001

The following table provides information regarding the Company's allowance for doubtful accounts receivable as of September 30, 2022 and December 31, 2021:

			September 30, 2022						December 31, 2021
Balances, beginning of period			$	—					$	—
Amounts charged (credited) to costs and expenses			(115,208)						258,747
Additions (deductions)			115,208						(258,747)
Balances, end of period			$	—					$	—

In general, cash received is applied to the oldest outstanding invoice first, unless payment is for a specified invoice. The Company, on a case by case basis, may charge a late fee of 1.5% per month on past due receivables.

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

Note 3 -           Inventories

The Company’s inventories consist of the following at September 30, 2022 and December 31, 2021:

			September 30, 2022						December 31, 2021
Finished goods			$	66,090,142					$	60,233,567
Raw materials			79,449,891						34,501,561
Supplies & miscellaneous			585,211						331,257
Totals			$	146,125,244					$	95,066,385

Finished goods and raw materials are valued at estimated market value, which approximates net realizable value. Supplies and other inventories are stated at the lower of cost or net realizable value.

Note 4 -         Property and Equipment

The following is a summary of the Company's property and equipment at September 30, 2022 and December 31, 2021:

			2022																		2021
			Cost						Accumulated Depreciation						Net						Net
Land			$	516,326					$	—					$	516,326					$	516,326
Land improvements			2,538,645						(1,029,415)						1,509,230						1,628,203
Buildings and improvements			25,996,808						(11,121,721)						14,875,087						15,361,423
Machinery and equipment			92,252,573						(51,657,194)						40,595,379						42,737,783
Railroad cars			10,679,356						(425,245)						10,254,111						5,587,237
Company vehicles			151,682						(121,283)						30,399						42,919
Furniture and fixtures			1,387,880						(1,104,998)						282,882						335,665
Construction in progress			6,524,125						—						6,524,125						6,323,052
Totals			$	140,047,395					$	(65,459,856)					$	74,587,539					$	72,532,608

Depreciation of property and equipment was $1,389,920 and $1,254,004 for the three months ended September 30, 2022 and 2021, respectively, and $4,154,674 and $3,782,656 for the nine months ended September 30, 2022 and 2021, respectively.

Note 5 -         Note Payable – Seasonal Loan

The Company has entered into a revolving credit agreement with CoBank which expires December 1, 2022. The purpose of the credit agreement is to finance the operating needs of the Company. Under this agreement, the Company could borrow up to $85 million, and advances on the revolving credit agreement are secured. Interest accrues at a variable rate (5.24% at September 30, 2022). The Company pays a 0.20% annual commitment fee on any funds not borrowed. There were advances outstanding of $39,484,093 and $0 at September 30, 2022 and December 31, 2021, respectively. The remaining available funds to borrow under the terms of the revolving credit agreement were $45.5 million as of September 30, 2022.

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

Note 6 -         Long-Term Debt

The following is a summary of the Company's long-term debt at September 30, 2022 and December 31, 2021:

			September 30, 2022						December 31, 2021
Revolving term loan from CoBank, interest at variable rates (5.54% and 2.56% at September 30, 2022 and December 31, 2021, respectively), secured by substantially all property and equipment. Loan matures March 20, 2026.			$	14,000,000					$	16,902,473
Less current maturities			(4,000,000)						(2,902,473)
Less debt issuance costs, net of amortization of $19,119 and $15,458 as of September 30, 2022 and December 31, 2021, respectively			(4,881)						(8,542)
Total long-term debt			$	9,995,119					$	13,991,458

The Company entered into an agreement as of April 27, 2022 with CoBank to amend and restate its Credit Agreement, which includes both the revolving term and seasonal loans. Under the terms and conditions of the Credit Agreement, CoBank agreed to make advances to the Company for up to $16,000,000 on the revolving term loan with a variable effective interest rate of 5.54%. The amount available for borrowing on the revolving term loan will decrease by $2,000,000 every six months until the loan's maturity date of March 20, 2026. The Company pays a 0.40% annual commitment fee on any funds not borrowed. The debt issuance costs of $24,000 paid by the Company will be amortized over the term of loan. The principal balance outstanding on the revolving term loan was $14,000,000 and $16,902,473 as of September 30, 2022 and December 31, 2021, respectively. There were no remaining commitments available to borrow on the revolving term loan as of September 30, 2022.

Under this agreement, the Company is subject to compliance with standard financial covenants and the maintenance of certain financial ratios. The Company was in compliance with all covenants and conditions with CoBank as of September 30, 2022.

The following are minimum principal payments on long-term debt obligations for the twelve-month periods ended September 30:

2023			$	4,000,000
2024			4,000,000
2025			4,000,000
2026			2,000,000
Total			$	14,000,000

Note 7 -        Operating Leases

The Company has several operating leases for railcars. These leases have terms ranging from 3-18 years and most do not have renewal terms provided. The leases require the Company to maintain the condition of the railcars, restrict the use of the railcars to specified products, such as soybean meal, hulls or oil, limit usage to the continental United States, Canada or Mexico, require approval to sublease to other entities, and require the Company's submission of its financial statements. Lease expense for all railcars was $755,494 and $765,469 for the three months ended September 30, 2022 and 2021, respectively, and $2,101,770 and $2,309,436 for the nine months ended September 30, 2022 and 2021, respectively.

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

The following is a schedule of the Company's operating leases for railcars as of September 30, 2022:

Lessor						Quantity of Railcars						Commencement Date						Maturity Date						Monthly Payment
American Railcar Leasing						13						6/1/2021						5/31/2024						$	7,150
Andersons Railcar Leasing Co.						10						7/1/2018						6/30/2023						5,000
Andersons Railcar Leasing Co.						20						7/1/2019						6/30/2026						11,300
Andersons Railcar Leasing Co.						15						11/1/2021						10/31/2026						8,250
Farm Credit Leasing						87						9/1/2020						8/31/2032						34,929
Farm Credit Leasing						8						6/1/2021						5/31/2033						5,966
Farm Credit Leasing						9						10/1/2021						9/30/2033						4,624
Farm Credit Leasing						23						7/1/2022						6/30/2034						13,863
Farm Credit Leasing						30						8/1/2022						7/31/2034						30,422
GATX Corporation						14						7/1/2020						6/30/2024						4,200
Trinity Capital						29						11/1/2020						10/31/2023						17,255
Trinity Capital						20						11/1/2020						10/31/2023						11,900
Trinity Capital						2						6/1/2021						5/31/2026						980
Wells Fargo Rail						109						3/1/2022						2/28/2027						51,775
Wells Fargo Rail						107						1/1/2018						12/31/2022						35,845
Wells Fargo Rail						7						5/1/2022						4/30/2027						2,765
Wells Fargo Rail						15						5/1/2022						4/30/2027						5,925
						518																		$	252,149

The Company also has a number of other operating leases for machinery and equipment. These leases have terms ranging from 3-7 years; however, most of these leases have automatic renewal terms. These leases require monthly payments of $3,779. Rental expense under these other operating leases was $9,446 and $109,311 for the three months ended September 30, 2022 and 2021, respectively, and $70,521 and $128,629 for the nine-month periods ended September 30, 2022 and 2021, respectively.

On March 19, 2020, the Company entered into an agreement with an entity in the western United States to provide storage and handling services for the Company's soybean meal. The Company paid the entity $3,300,000 after the entity's construction of additional storage and handling facilities. The agreement began May 1, 2021 and will mature on April 30, 2027 but includes an additional seven-year renewal period at the sole discretion of the Company. Rental expense under this agreement was $58,929 and $58,928 for the three months ended September 30, 2022 and 2021, respectively, and $176,796 and $98,214 for the nine months ended September 30, 2022 and 2021, respectively.

Operating leases are included in right-to-use lease assets, current operating lease liabilities, and long-term lease liabilities on the Company's condensed balance sheets. These assets and liabilities are recognized at the commencement date based on the present value of remaining lease payments over the lease term using the Company's secured incremental borrowing rates or implicit rates, when readily determinable. Short-term operating leases, which have an initial term of 12 months or less, are not recorded on the condensed balance sheet.

Lease expense for these operating leases is recognized on a straight-line basis over the lease terms. The components of lease costs recognized within our condensed statements of operations for the three and nine-month periods ended September 30, 2022 and 2021 were as follows:

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

			Three Months Ended September 30,												Nine Months Ended September 30,
			2022						2021						2022						2021
Cost of revenues - Freight and rail			$	755,494					$	765,469					$	2,101,770					$	2,309,436
Cost of revenues - Production			62,411						165,856						230,155						219,693
Administration expenses			5,964						2,383						17,162						7,150
Total operating lease costs			$	823,869					$	933,708					$	2,349,087					$	2,536,279

The following summarizes the supplemental cash flow information for the three and nine-month periods ended September 30, 2022 and 2021:

			Three Months Ended September 30,												Nine Months Ended September 30,
			2022						2021						2022						2021
Cash paid for amounts included in measurement of lease liabilities			$	667,523					$	689,988					$	1,948,114					$	5,485,025
Supplemental non-cash information:
Right-of-use assets obtained in exchange for lease liabilities			$	3,511,694					$	—					$	8,440,866					$	1,250,115

The following summarizes the weighted-average remaining lease term and weighted-average discount rate as of September 30, 2022:

Weighted-average remaining lease-term - operating leases (in years)						8.9
Weighted-average discount rate - operating leases						3.3		%

The following is a maturity analysis of the undiscounted cash flows of the operating lease liabilities as of September 30, 2022:

						Railcars						Other						Total
Twelve-month periods ended September 30:
2023						$	2,688,185					$	275,355					$	2,963,540
2024						2,173,744						258,597						2,432,341
2025						2,049,590						242,722						2,292,312
2026						2,011,769						236,918						2,248,687
2027						1,405,605						235,714						1,641,319
Thereafter						6,416,948						1,787,500						8,204,448
Total lease payments						16,745,841						3,036,806						19,782,647
Less amount of lease payments representing interest						(2,262,514)						(3,635)						(2,266,149)
Total present value of lease payments						$	14,483,327					$	3,033,171					$	17,516,498

Note 8 -        Member Distribution

On February 1, 2022, the Company’s Board of Managers approved a cash distribution of approximately $17.3 million, or 57.0¢ per capital unit. The distribution was paid in accordance with the Company’s operating agreement and distribution policy on February 3, 2022.

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

Note 9 -         Derivative Instruments and Hedging Activities

In the ordinary course of business, the Company enters into contractual arrangements as a means of managing exposure to changes in commodity prices and, occasionally, foreign exchange and interest rates. The Company’s derivative instruments primarily consist of commodity futures, options and forward contracts, and interest rate swaps, caps and floors. Although these contracts may be effective economic hedges of specified risks, they are not designated as, nor accounted for, as hedging instruments. These contracts are recorded on the Company’s condensed balance sheets at fair value as discussed in Note 10, Fair Value.

As of September 30, 2022 and December 31, 2021, the value of the Company’s open futures, options and forward contracts was approximately $(71,946) and $(15,711,099), respectively.

									As of September 30, 2022
			Balance Sheet Classification						Asset Derivatives						Liability Derivatives
Derivatives not designated as hedging instruments:
Commodity contracts			Current Assets/Liabilities						$	12,146,705					$	13,320,338
Foreign exchange contracts			Current Assets/Liabilities						111,130						54,822
Interest rate caps and floors			Current Assets/Liabilities						1,173,011						127,632
Totals									$	13,430,846					$	13,502,792

									As of December 31, 2021
			Balance Sheet Classification						Asset Derivatives						Liability Derivatives
Derivatives not designated as hedging instruments:
Commodity contracts			Current Assets/Liabilities						$	11,584,595					$	27,141,888
Foreign exchange contracts			Current Assets/Liabilities						58,673						68,683
Interest rate caps and floors			Current Assets/Liabilities						290,491						434,287
Totals									$	11,933,759					$	27,644,858

During the three and nine-month periods ended September 30, 2022 and 2021, net realized and unrealized gains (losses) on derivative transactions were recognized in the condensed statements of operations as follows:

			Net Gain (Loss) Recognized  on Derivative Activities for the												Net Gain (Loss) Recognized  on Derivative Activities for the
			Three Months Ended September 30,												Nine Months Ended September 30,
			2022						2021						2022						2021
Derivatives not designated as hedging instruments:
Commodity contracts			$	5,265,221					$	14,581,706					$	12,094,077					$	1,749,894
Foreign exchange contracts			(21,642)						5,892						(363,180)						35,013
Interest rate swaps, caps and floors			348,001						62,763						1,133,755						134,920
Totals			$	5,591,580					$	14,650,361					$	12,864,652					$	1,919,827

The Company recorded gains (losses) in cost of goods sold related to its commodity derivative instruments of $5,591,580 and $14,650,361 during the three months ended September 30, 2022 and 2021, respectively, and $12,864,652 and $1,919,827 for the nine-month periods ended September 30, 2022 and 2021, respectively.

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

Note 10 -       Fair Value

ASC 820, Fair Value Measurements and Disclosures, defines fair value, establishes a comprehensive framework for measuring fair value and expands disclosures which are required about fair value measurements. Specifically, this guidance establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. The three levels of hierarchy and examples are as follows:

•Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reported date. The types of assets and liabilities included in Level 1 are highly liquid and actively traded instruments with quoted prices, such as equities listed on the New York Stock Exchange and commodity derivative contracts listed on the Chicago Board of Trade (“CBOT”).

•Level 2 – Pricing inputs are other than quoted prices in active markets, but are either directly or indirectly observable as of the reported date. The types of assets and liabilities in Level 2 are typically either comparable to actively traded securities or contracts, or priced with models using highly observable inputs, such as commodity prices using forward future prices.

•Level 3 – Significant inputs to pricing that are unobservable as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as complex and subjective models and forecasts used to determine the fair value of financial transmission rights.

The following tables set forth financial assets and liabilities measured at fair value in the condensed balance sheets and the respective levels to which fair value measurements are classified within the fair value hierarchy as of September 30, 2022 and December 31, 2021:

			Fair Value as of September 30, 2022
			Level 1						Level 2						Level 3						Total
Financial assets:
Inventory			$	—					$	145,316,164					$	—					$	145,316,164
Commodity derivative instruments			$	(71,946)					$	—					$	—					$	(71,946)
Margin deposits (deficits)			$	8,509,449					$	—					$	—					$	8,509,449

			Fair Value as of December 31, 2021
			Level 1						Level 2						Level 3						Total
Financial assets:
Inventory			$	—					$	94,508,520					$	—					$	94,508,520
Commodity derivative instruments			$	(15,711,099)					$	—					$	—					$	(15,711,099)
Margin deposits			$	2,099,626					$	—					$	—					$	2,099,626

The Company enters into various commodity derivative instruments, including futures, options, swaps and other agreements. The fair value of the Company’s commodity derivatives is determined using unadjusted quoted prices for identical instruments on the CBOT. The Company estimates the fair market value of their finished goods and raw materials inventories using the market price quotations of similar forward future contracts listed on the CBOT and adjusts for the local market adjustments derived from other grain terminals in our area.

The Company considers the carrying amount of significant classes of financial instruments on the balance sheets, including cash, accounts receivable, and accounts payable, to be reasonable estimates of fair value due to their length or maturity. The fair value of the Company’s long-term debt approximates the carrying value. The interest rates on the long-term debt are similar to rates the Company would be able to obtain currently in the market.

The Company has patronage investments in other cooperatives and common and preferred stock holdings in privately held entities. There is no market for their patronage credits or the entity’s common and preferred holdings,

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South Dakota Soybean Processors, LLC

Notes to Condensed Financial Statements

and it is impracticable to estimate the fair value of the Company’s investments. These investments are carried on the balance sheet at original cost plus the amount of patronage earnings allocated to the Company, less any cash distributions received.

Note 11 -       Related Party Transactions

The Company has equity investments in Prairie AquaTech, LLC, Prairie AquaTech Manufacturing, LLC and Prairie AquaTech Investments, LLC. The Company sold soybean products to Prairie AquaTech, LLC and Prairie AquaTech Manufacturing, LLC totaling $4,976,885 and $1,885,669 during the three months ended September 30, 2022 and 2021, respectively, and $13,126,037 and $3,837,003 during the nine months ended September 30, 2022 and 2021, respectively. As of September 30, 2022 and December 31, 2021, Prairie AquaTech, LLC and Prairie AquaTech Manufacturing, LLC owed the Company $1,629,516 and $776,767, respectively.

Note 12 -       Commitments and Contingencies

As of September 30, 2022, the Company had unpaid commitments of approximately $4,744,000 for construction and acquisition of property and equipment, all of which is expected to be incurred by December 31, 2023.

The Company has entered into an agreement with High Plains Partners, LLC (“HPP”) to commit $75.0 million into HPP to facilitate the construction of a multi-seed processing facility near Mitchell, South Dakota. The funding of the commitment is subject to several conditions.

From time to time in the ordinary course of our business, the Company may be named as a defendant in legal proceedings related to various issues, including without limitation, workers’ compensation claims, tort claims, or contractual dispute. The Company carries insurance that provides protection against general commercial liability claims, claims against our directors, officer and employees, business interruption, automobile liability, and workers' compensation. The Company is not currently involved in any material legal proceedings and are not aware of any potential claims.

Note 13 -       Subsequent Event

The Company evaluated all of its activities and concluded that no subsequent events have occurred that would require recognition in its financial statements or disclosed in the notes to its financial statements.

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Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Forward-Looking Statements

The information in this quarterly report on Form 10-Q for the nine-month period ended September 30, 2022, (including reports filed with the Securities and Exchange Commission (the “SEC” or “Commission”), contains “forward-looking statements” that deal with future results, expectations, plans and performance, and should be read in conjunction with the financial statements and Annual Report on Form 10-K for the year ended December 31, 2021. Forward-looking statements may include statements which use words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “predict,” “hope,” “will,” “should,” “could,” “may,” “future,” “potential,” or the negatives of these words, and all similar expressions. Forward-looking statements involve numerous assumptions, risks and uncertainties. Actual results or actual business or other conditions may differ materially from those contemplated by any forward-looking statements. Factors that could cause actual results to differ materially from the forward-looking statements are identified in our Form 10-K for the year ended December 31, 2021.

We are not under any duty to update the forward-looking statements contained in this report, nor do we guarantee future results or performance or what future business conditions will be like. We caution you not to put undue reliance on any forward-looking statements, which speak only as of the date of this report.

Executive Overview and Summary

Crush margins, which remained above average during the third quarter of 2022, contributed significantly to our record net profit of $51.5 million for the nine months ended September 30, 2022. The oil markets continued to serve as the main driving factor for strong margins, as high demand for oil from the food, fuel and export sectors increased margins to record levels. The meal markets pushed margins even higher during the quarter as markets were exceptionally strong due to high domestic and export demand. Demand for soybean hulls was very strong because drought conditions in the south and west elevated hay prices which caused producers to seek alternative feed products. Our plants also operated well. The annual maintenance shutdown at our Volga plant, which was originally scheduled for eight full days, was completed in just four days. Strong margins at the time of the shutdown forced management and operational staff to work around the clock to get the plant up and running again to ensure optimal performance for 2023.

As we look ahead, we anticipate above-average processing margins for the remainder of 2022 and into 2023. The market continues to provide opportunities to secure above average returns. Strong demand for oil is likely to continue in the near future as additional renewable diesel plants in Western U.S. are scheduled to begin production in late 2022. In addition, the new crop beans appear to contain above average oil and protein content and are easier to process than last year’s crop. Transportation issues, however, will most likely provide the greatest challenges moving forward which could affect our operations and financial performance. High diesel fuel costs are having a crippling effect in every sector. The potential for a railroad strike and other operating challenges also loom on the horizon for the railroads. Lastly, extremely low water levels in the major U.S. river systems are contributing to the overall transportation and supply chain issues, causing disruptions never seen before in the U.S. Long term, we continue to take additional steps toward the plan of building a crushing plant near Mitchell, South Dakota.

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RESULTS OF OPERATIONS

Comparison of the three months ended September 30, 2022 and 2021

			Three Months Ended September 30, 2022												Three Months Ended September 30, 2021
			$						% of Revenue						$						% of Revenue
Revenue			$	184,725,873					100.0						$	147,796,292					100.0
Cost of revenues			(172,733,989)						(93.5)						(131,800,191)						(89.2)
Gross profit			11,991,884						6.5						15,996,101						10.8
Operating expenses			(1,249,945)						(0.7)						(1,220,595)						(0.8)
Interest expense			(638,690)						(0.3)						(470,522)						(0.3)
Other non-operating income (expense)			331,933						0.2						162,306						0.1
Net income			$	10,435,182					5.6						$	14,467,290					9.8

Revenue – Revenue increased $36.9 million, or 25.0%, for the three-month period ended September 30, 2022, compared to the same period in 2021. The increase in revenue was primarily due to increases in the average sales price of refined soybean oil and soybean meal. The average sales price of soybean oil increased approximately 17% in the three months ended September 30, 2022 from the same period in 2021, due to surging demand from the renewable diesel and food sectors. The average sales price of soybean meal increased 19% during the three months ended September 30, 2022, compared to the same period in 2021, due to drought conditions in Argentina as well as North America. A severe drought in Argentina, which is responsible for almost 30% of the world's soybean meal exports, shifted demand for meal to the U.S., allowing producers like us to benefit from increased export opportunities.

Gross Profit/Loss – Gross profit decreased $4.0 million, or 25.0%, for the three months ended September 30, 2022, compared to the same period in 2021. The decrease in gross profit was primarily due to a $9.2 million decrease in net gains (loss) recognized on derivative activities and a $1.1 million increase in production costs. During the three-month period ended September 30, 2022, we recognized $5.6 million in net gains (losses) on derivative activities, compared to $14.8 million during the same period in 2021. The increase in production costs was largely due to increased maintenance expenses in 2022. Partially offsetting the decrease in net gains on derivatives and increase in production costs was an increase in profitability due to surging oil demand from the renewable diesel sector as more diesel plants open.

Operating Expenses – Administrative expenses, including all selling, general and administrative expenses, remained relatively constant during the three-month period ended September 30, 2022, compared to the same period in 2021.

Interest Expense – Interest expense increased $168,000, or 35.7%, during the three months ended September 30, 2022, compared to the same period in 2021. The increase in interest expense was due to an increase in interest rates on our senior debt with CoBank and borrowings from our lines of credit. As of September 30, 2022, the interest rate on our revolving long-term loan was 5.54%, compared to 2.54% as of September 30, 2021. Partially offsetting the increase in interest rates was a $13.6 million (19.0%) decrease in borrowings from our lines of credit. The average debt level during the three-month period ended September 30, 2021 was approximately $58.0 million, compared to $71.6 million during the same period in 2021.

Other Non-Operating Income – Other non-operating income (expense), including patronage dividend income, improved $170,000 during the three months ended September 30, 2022, compared to the same period in 2021. The increase in other non-operating income was due to a $285,000 improvement in gains (losses) on our interest rate hedge instruments. During the three-month period ended September 30, 2022, gains on interest rate hedges totaled $348,000, compared to $63,000 during the same period in 2021. The increase in gains on our interest rate hedges was partially offset by a decrease in gains from the sales of property and equipment. For the three months ended September 30, 2021, we recorded gains on the sales of property and equipment of $94,000, compared to $0 during the same period in 2022.

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Net Income/Loss – During the three-month period ended September 30, 2022, we generated a net income of $10.4 million, compared to $14.5 million for the same period in 2021. The $4.1 million decrease was primarily attributable to a decrease in gross profit.

Comparison of the nine months ended September 30, 2022 and 2021

			Nine Months Ended September 30, 2022												Nine Months Ended September 30, 2021
			$						% of Revenue						$						% of Revenue
Revenue			$	531,698,305					100.0						$	431,696,940					100.0
Cost of revenues			(476,328,311)						(89.6)						(405,925,495)						(94.0)
Gross profit			55,369,994						10.4						25,771,445						6.0
Operating expenses			(4,124,844)						(0.8)						(3,295,243)						(0.8)
Interest expense			(1,574,020)						(0.3)						(1,280,832)						(0.3)
Other non-operating income (expense)			1,825,990						0.3						622,069						0.1
Net income			$	51,497,120					9.7						$	21,817,439					5.1

Revenue – Revenue increased $100.0 million, or 23.2%, for the nine-month period ended September 30, 2022, compared to the same period in 2021. The increase in revenues was primarily due to an increase in the average sales price of refined soybean oil. The average sales price of soybean oil increased approximately 38% in the nine months ended September 30, 2022 from the same period in 2021, due to surging demand from the renewable diesel and food sectors.

Gross Profit/Loss – Gross profit increased $29.6 million, or 114.9%, for the nine months ended September 30, 2022, compared to the same period in 2021. The increase in gross profit was primarily due to increased demand for oil from the renewable diesel sector as more diesel plants were opened in the U.S.

Operating Expenses – Administrative expenses, including all selling, general and administrative expenses, increased approximately $830,000, or 25.2%, during the nine-month period ended September 30, 2022, compared to the same period in 2021. The increase was primarily due to increases in personnel costs.

Interest Expense – Interest expense increased $293,000, or 22.9%, during the nine months ended September 30, 2022, compared to the same period in 2021. The increase in interest expense was due to an increase in interest rates on our senior debt with CoBank. As of September 30, 2022, the interest rate on our revolving long-term loan was 5.54%, compared to 2.94% as of September 30, 2021.

Other Non-Operating Income – Other non-operating income (expense), including patronage dividend income, increased $1,204,000 during the nine-month period ended September 30, 2022, compared to the same period in 2021. The increase in other non-operating income was due to a $999,000 increase in gains on our interest rate hedge instruments and a $335,000 increase in patronage dividend income. During the nine-month period ended September 30, 2022, gains on interest rate hedges totaled $1,134,000, compared to $135,000 during the same period in 2021. We also received $700,000 in patronage distributions from CoBank, a cooperative lender of which we are a member, during the nine months ended September 30, 2022, compared to $365,000 during the same period in 2021.

Net Income/Loss – During the nine-month period ended September 30, 2022, we generated a net income of $51.5 million, compared to $21.8 million for the same period in 2021. The $29.7 million increase was primarily attributable to an increase in gross profit and other non-operating income.

LIQUIDITY AND CAPITAL RESOURCES

Our primary sources of liquidity are cash provided by operations and borrowings under our two revolving lines of credit which are discussed below under “Indebtedness.” On September 30, 2022, we had working capital, defined as current assets less current liabilities, of approximately $63.8 million, compared to $37.5 million on September 30, 2021. Working capital increased $26.3 million between periods primarily due to increases in net income during that

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period. Based on current plans, we will continue funding our capital and operating needs from cash from operations and revolving lines of credit.

Comparison of the Nine Months Ended September 30, 2022 and 2021

			2022						2021
Net cash provided by (used for) operating activities			$	(27,233,881)					$	(39,899,796)
Net cash provided by (used for) investing activities			(6,329,648)						(7,004,786)
Net cash provided by (used for) financing activities			33,263,945						43,588,663

Cash Flows Used For Operations

The $12.7 million decrease in cash flows used for operating activities was largely due to a $29.7 million increase in net income and an $8.0 million decrease in inventory. During the nine-month period ended September 30, 2022, our inventories increased by $51.1 million, compared to a $59.1 million increase during the same period in 2021. Partially offsetting the changes in net income and inventory was a $14.5 million decrease in accrued commodity purchases and an $11.0 million increase in net gains on derivative activities. Accrued commodity purchases increased $0.3 million during the nine-month period ended September 30, 2022, compared to $14.8 million during the same period in 2021. During the nine months ended September 30, 2022, we recognized $12.9 million in gains on derivative activities, compared to $1.9 million during the same period in 2021.

Cash Flows Used For Investing Activities

The $0.7 million decrease in cash flows used for investing activities during the nine-month period ended September 30, 2022, compared to the same period in 2021, was due to a $1.0 million decrease in capital improvements. During the nine months ended September 30, 2022, we spent $6.2 million on capital improvements, compared to $7.2 million during the same period in 2021.

Cash Flows Provided By (Used For) Financing Activities

The $10.3 million decrease in cash flows provided by financing activities was principally due to a $12.5 million decrease in net proceeds on borrowings and a $7.9 million increase in cash distributions to our members during the nine-month period ended September 30, 2022, compared to the same period in 2021. During the nine months ended September 30, 2022, net proceeds on borrowings increased $36.6 million, compared to $49.1 million during the same period in 2021. Partially offsetting the increase was a $10.1 million increase in the excess of outstanding checks over the bank balance during the nine months ended September 30, 2022. The change in the excess of outstanding checks over bank balance increased $14.0 million during the nine-month period ended September 30, 2022, compared to $3.9 million in the same period in 2021.

Indebtedness

We have two lines of credit with CoBank, our primary lender, to meet the short and long-term needs of our operations. The first credit line is a revolving long-term loan. Under this loan, we may borrow funds as needed up to the credit line maximum, or $14.0 million, and then pay down the principal whenever excess cash is available. Repaid amounts may be borrowed up to the available credit line. The available credit line decreases by $2.0 million every six months until the credit line’s maturity on March 20, 2026. We pay a 0.40% annual commitment fee on any funds not borrowed. The principal balance outstanding on the revolving term loan was $14.0 million and $16.9 million as of September 30, 2022 and December 31, 2021, respectively. Under this loan, there were no additional funds available to borrow as of September 30, 2022.

The second credit line is a revolving working capital (seasonal) loan. The primary purpose of this loan is to finance our operating needs. The maximum we may borrow under this line is $85.0 million until the loan's maturity on December 1, 2022. We pay a 0.20% annual commitment fee on any funds not borrowed; however, we have the option to reduce the credit line during any given commitment period listed in the credit agreement to avoid the commitment fee. As of September 30, 2022 and December 31, 2021, the principal balance outstanding on this credit line was $39.5 million and $0, respectively, allowing us to borrow an additional $45.5 million as of September 30, 2022.

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Both the revolving and seasonal loans with CoBank are set up with a variable rate option. The variable rate is set daily by CoBank. We also have a fixed rate option on both loans, allowing us to fix rates for any period between one day and the entire commitment period. The annual interest rate on the revolving term loan was 5.54% and 2.56% as of September 30, 2022 and December 31, 2021, respectively. As of September 30, 2022 and December 31, 2021, the interest rate on the seasonal loan was 5.24% and 2.31%, respectively. We were in compliance with all covenants and conditions under the loans as of September 30, 2022.

OFF BALANCE SHEET FINANCING ARRANGEMENTS

We do not utilize variable interest entities or other off-balance sheet financial arrangements.

Contractual Obligations

The following table shows our contractual obligations for the periods presented:

						Payment due by period
CONTRACTUAL OBLIGATIONS						Total						Less than 1 year						1-3 years						3-5 years						More than 5 years
Long-Term Debt Obligations (1)						$	15,475,000					$	4,720,000					$	8,700,000					$	2,055,000					$	—
Operating Lease Obligations						19,783,000						2,964,000						4,725,000						3,890,000						8,204,000
Totals						$	35,258,000					$	7,684,000					$	13,425,000					$	5,945,000					$	8,204,000

(1)    Represents principal and interest payments on our notes payable, which are included on our Balance Sheet.

RECENT ACCOUNTING PRONOUNCEMENTS

See Note 1 of our Financial Statements under Part I, Item 1, for a discussion on the impact, if any, of the recently pronounced accounting standards.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

There have been no material changes to our critical accounting policies and estimates from those set forth in our Annual Report on Form 10-K for the year ended December 31, 2021.

Item 3.    Quantitative and Qualitative Disclosures About Market Risk.

Commodities Risk & Risk Management. To reduce the price change risks associated with holding fixed price commodity positions, we generally take opposite and offsetting positions by entering into commodity futures contracts (either a straight or options futures contract) on a regulated commodity futures exchange, the Chicago Board of Trade. While hedging activities reduce the risk of loss from changing market prices, such activities also limit the gain potential which otherwise could result from these significant fluctuations in market prices. Our policy is generally to maintain a hedged position within limits, but we can be long or short at any time. Our profitability is primarily derived from margins on soybeans processed, not from hedging transactions. Our management does not anticipate that hedging activities will have a significant impact on future operating results or liquidity. Hedging arrangements do not protect against nonperformance of a cash contract.

At any one time, our inventory and purchase contracts for delivery to our facility may be substantial. We have risk management policies and procedures that include net position limits. They are defined by commodity, and include both trader and management limits. This policy and procedure triggers a review by management when any trader is outside of position limits. The position limits are reviewed at least annually with the board of managers. We monitor current market conditions and may expand or reduce the limits in response to changes in those conditions.

An adverse change in market prices would not materially affect our profitability since we generally take opposite and offsetting positions by entering into commodity futures and forward contracts as economic hedges of price risk.

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Foreign Currency Risk. We conduct essentially all of our business in U.S. dollars and have minimal direct risk regarding foreign currency fluctuations. Foreign currency fluctuations do, however, impact the ability of foreign buyers to purchase U.S. agricultural products and the competitiveness of and demand for U.S. agricultural products compared to the same products offered by foreign suppliers.

An adverse change in market prices would not materially affect our profitability since we generally take opposite and offsetting positions by entering into commodity futures and forward contracts as economic hedges of price risk.

Interest Rate Risk. We manage exposure to interest rate changes by using variable rate loan agreements with fixed rate options. Long-term loan agreements can utilize the fixed option through maturity; however, the revolving ability to pay down and borrow back would be eliminated once the funds were fixed.

As of September 30, 2022, we had $0 in fixed rate debt outstanding and $99.0 million of variable rate lines of credit. Interest rate changes impact the amount of our interest payments and, therefore, our future earnings and cash flows. Assuming other variables remain constant, a 1.0% increase in interest rates on our variable rate debt could have an estimated impact on profitability of approximately $990,000 per year.

Item 4.    Controls and Procedures.

Evaluation of Disclosure Controls and Procedures. Based on their evaluation as of the end of the period covered by this quarterly report on Form 10-Q, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934) are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms.

Changes in Internal Control Over Financial Reporting. There were no changes to our internal controls over financial reporting that materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting during the quarter ended September 30, 2022.

PART II – OTHER INFORMATION

Item 1.    Legal Proceedings.

From time to time in the ordinary course of our business, we may be named as a defendant in legal proceedings related to various issues, including without limitation, workers’ compensation claims, tort claims, or contractual dispute. We carry insurance that provides protection against general commercial liability claims, claims against our directors, officer and employees, business interruption, automobile liability, and workers' compensation. We are not currently involved in any material legal proceedings and are not aware of any potential claims.

Item 1A. Risk Factors.

During the quarter ended September 30, 2022, there were no material changes to the Risk Factors disclosed in Item 1A (Part I) of our 2021 Annual Report on Form 10-K.

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3.    Defaults Upon Senior Securities.

None.

Item 4.    Mine Safety Disclosures.

None.

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Item 5.    Other Information.

None.

Item 6.    Exhibits. 

Exhibit Number						Description
3.1(i)						Articles of Organization (1)
3.1(ii)						Operating Agreement, as amended (2)
3.1(iii)						Articles of Amendment to Articles of Organization (3)
4.1						Form of Class A Unit Certificate (4)
31.1						Rule 13a-14(a)/15d-14(a) Certification by Chief Executive Officer
31.2						Rule 13a-14(a)/15d-14(a) Certification by Chief Financial Officer
32.1						Section 1350 Certification by Chief Executive Officer
32.2						Section 1350 Certification by Chief Financial Officer

____________________________________________________________________________

(1) Incorporated by reference from Appendix B to the information statement/prospectus filed as a part of the issuer’s Registration Statement on Form S-4 (File No. 333-75804).

(2) Incorporated by reference from the same numbered exhibit to the issuer’s Form 8-K filed on June 21, 2022.

(3) Incorporated by reference from the same numbered exhibit to the issuer’s Form 10-Q filed on August 14, 2002.

(4) Incorporated by reference from the same numbered exhibit to the issuer’s Registration Statement on Form S-4 (File No. 333-75804).

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

									SOUTH DAKOTA SOYBEAN PROCESSORS, LLC
Dated:			November 10, 2022			By			/s/ Thomas Kersting
									Thomas Kersting, Chief Executive Officer
									(Principal Executive Officer)
Dated:			November 10, 2022			By			/s/ Mark Hyde
									Mark Hyde, Chief Financial Officer
									(Principal Financial Officer)

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