SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Bunge LTD

(Last) (First) (Middle)
50 MAIN STREET

(Street)
WHITE PLAINS NY 10606

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Renewable Energy Group, Inc. [ REGI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/24/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/24/2012 J(1) V 480,156(2)(7) D (1) 0 I By Bunge North America, Inc.(3)
Class A Common Stock 01/24/2012 J(1) V 480,156(7) A (1) 480,156 I By Bunge North America, Inc.(3)
Class A Common Stock 01/24/2012 C 761,746 A (4) 1,241,902 I By Bunge North America, Inc.(3)
Class A Common Stock 01/24/2012 J(5) 1,494 A (5) 1,243,396 I By Bunge North America, Inc.(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock (4) 01/24/2012 C 1,361,723 (4) (4) Class A Common Stock 761,746 $0 0 I By Bunge North America, Inc.(3)
Series A Preferred Stock (4) 01/24/2012 C 1,361,723 (4) (4) Series B Preferred Stock 303,605 $0 0 I By Bunge North America, Inc.(3)
Series B Preferred Stock $2(6) 01/24/2012 C 303,605 07/18/2012 (6) Common Stock 289,418 $0 303,605 I By Bunge North America, Inc.(3)
Common Stock Warrant (Right to Buy) $11 01/24/2012 J(5) 9,090 02/26/2010 07/18/2015 Common Stock 9,090 (5) 0 I By Bunge North America, Inc.(3)
1. Name and Address of Reporting Person*
Bunge LTD

(Last) (First) (Middle)
50 MAIN STREET

(Street)
WHITE PLAINS NY 10606

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Bunge North America, Inc.

(Last) (First) (Middle)
11720 BORMAN DRIVE

(Street)
ST. LOUIS MO 63146

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Pursuant to a reclassification exemption under Rule 16b-7, each share of Common Stock was reclassified into one share of Class A Common Stock.
2. Reflects a 1-for-2.5 reverse stock split which became effective on January 3, 2012.
3. These securities are owned directly by Bunge North America, Inc., which is a wholly-owned subsidiary of Bunge Limited. Bunge North America, Inc. is a 10% Owner in respect of these securities.
4. The 1,361,723 shares of Series A Preferred Stock held by the reporting person converted into an aggregate 761,746 shares of Class A Common Stock and 303,605 shares of Series B Preferred Stock and had no expiration date.
5. The reporting person exchanged 9,090 Common Stock Warrants (Right to Buy) for 1,494 shares of Class A Common Stock, pursuant to a warrant exchange agreement.
6. The Series B Preferred Stock is convertible into Common Stock at a price of $2.00 for each $25.00 in value of each share of Series B Preferred Stock plus accumulated and unpaid dividends. The stated value of each share is $25.00. The Series B Preferred Stock has no expiration date.
7. The number of shares of Common Stock disposed of and the number of shares of Class A Common Stock acquired pursuant to the reclassification described in (1) above includes shares of Common Stock which were issuable upon conversion of 3,883 Restricted Stock Units and shares of Class A Common Stock issuable upon conversion of the Restricted Stock Units held by Bunge North America, Inc. As part of the reclassification of Common Stock into Class A Common Stock, the 3,883 Restricted Stock Units now represent the right to receive Class A Common Stock upon conversion. The new Restricted Stock Units will automatically convert upon vesting.
Bunge Limited, /s/ Carla Heiss 01/26/2012
Bunge North America, /s/ Eric Hakmiller 01/26/2012
** Signature of Reporting Person Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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