North Dakota Soybean Processors, LLC Announces Private Placement Offering of Units
17 Aug 2017
SPIRITWOOD, NORTH DAKOTA – July 6, 2017 – North Dakota Soybean Processors, LLC (“NDSP” or the “Company”) announced today that it has initiated a $120,000,000 non-brokered private placement offering of units of the Company (the “Offering”) at a price of $10,000 per unit, for a minimum $40,000 investment (4 units) and in increments of $10,000 (1 unit) thereafter solely to verified “accredited investors” pursuant to Rule 506(c) of Regulation D promulgated by the United States Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”). The price per unit will increase to $10,500 per unit after September 1 for a minimum $42,000 investment (4 units).
NDSP is offering a minimum of 9,000 total units and maximum of 12,000 total units in the Offering with an anticipated close of the subscription period on August 31, 2017. The subscription period may be extended in one or more times in NDSP’s sole discretion to no later than March 31, 2018. Minnesota Soybean Processors, currently NDSP’s sole member and 100% owner, will be making a $60,000,000 investment to purchase 6,000 units in the Offering and is and will serve as the Company’s managing member.
NDSP intends to use the net proceeds of the Offering to pay for a portion of the construction and start-up costs of a 125,000 bushel per day soybean crush and refinery facility to be located near Spiritwood, North Dakota.
The Company has arranged the following meetings in North Dakota, available for attendance only by “accredited investors”:
August 22, 2017, Tuesday • 7:00 PM • Clemens Farm • 10020 19th St SE Wimbledon, ND 58492
August 23, 2017, Wednesday • 7:00 PM • Appert's Shop • 755 Highway 34 Hazelton, ND 58544
August 23, 2017, Wednesday • 7:30 AM • JSDC-Lower Level • 120 2nd St SE Jamestown, ND 58401
August 24, 2017, Thursday • 7:30 AM • Pingree Cafe • 1760 ND Hwy 281 Pingree, ND 58476
August 24, 2017, Thursday • 7:00 PM • Chiefton Conference Center • 60 4th Ave S Carrington, ND 58421
Additional details of the Offering are available for viewing by “accredited investors” at: www.ndsoy.com.
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The units offered in the Offering have not been registered under the Securities Act or the securities laws of any state of the United States and may not be offered or sold absent such registration or an applicable exemption from such registration requirements. The units may be sold only to “accredited investors” (as defined in Rule 501(a) under Regulation D of the Securities Act), which for natural persons, are investors who meet certain minimum annual income or net worth thresholds. The units are being offered in reliance on the exemption from the registration requirements of the Securities Act provided by Rule 506(c) and the Company is not required to comply with specific disclosure requirements that apply to registration under the Securities Act.
The United States Securities and Exchange Commission has not passed upon the merits of or given its approval to the units, the terms of the Offering, or the accuracy or completeness of any offering materials.
The units are subject to legal restrictions on transfer and resale and investors should not assume they will be able to resell their units. Investing in the units involves risk, and investors should be able to bear the loss of their investment.
This press release does not constitute an offer to sell or a solicitation of an offer to buy securities nor shall there be any sale of the units referenced herein in any state or other jurisdiction in which such offer, solicitation or sale is not permitted. The units referenced herein have not been approved or disapproved by any regulatory authority.