8-K
Andersons, Inc. (ANDE)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________
FORM 8-K
______________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
| Date of Report (Date of Earliest Event Reported): | February 17, 2026 |
|---|
__________________________________________
The Andersons, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| Ohio | 000-20557 | 34-1562374 |
|---|---|---|
| (State of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
1947 Briarfield Boulevard
Maumee, Ohio 43537
(Address of principal executive offices) (Zip Code)
(419) 893-5050
(Registrant’s telephone number, including area code)
__________________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[☐] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[☐] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[☐] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[☐] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
__________________________________________
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | Trading Symbol | Name of each exchange on which registered: |
|---|---|---|
| Common stock, $0.00 par value, $0.01 stated value | ANDE | The NASDAQ Stock Market LLC |
__________________________________________
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
[☐] Emerging growth company
[☐] If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 2.02 Results of Operations and Financial Condition
The Andersons, Inc. issued a press release announcing its fourth quarter 2025 earnings. This press release is attached as exhibit 99.1 to this filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits:
| Exhibit No. | Description |
|---|---|
| 99.1 | Fourth Quarter 2025 Earnings Release |
| 104 | Inline XBRL for the cover page of this Current Report on Form 8-K |
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.
| The Andersons, Inc. | ||
|---|---|---|
| February 17, 2026 | By: | /s/ Brian A. Valentine |
| Brian A. Valentine | ||
| Executive Vice President <br>and Chief Financial Officer |
Document
Exhibit 99.1
NEWS RELEASE
The Andersons, Inc. Reports Fourth Quarter and Full Year Results
MAUMEE, OHIO, February 17, 2026 - The Andersons, Inc. (Nasdaq: ANDE) announces financial results for the fourth quarter ended December 31, 2025.
Financial Highlights:
•Fourth quarter net income attributable to The Andersons of $67 million, or $1.97 per diluted share, and $70 million, or $2.04 per diluted share, a record on an adjusted basis
•Full year net income attributable to The Andersons of $96 million, or $2.79 per diluted share, and $111 million, or $3.23 per diluted share, on an adjusted basis
•Adjusted EBITDA of $137 million for the fourth quarter and $337 million for the year
•Renewables fourth quarter pretax income was $54 million on record production, solid merchandising, and benefits from biofuels policy
•Agribusiness fourth quarter pretax income was $46 million on solid operations through record corn harvest
"Our record fourth quarter results reflect solid execution in both Renewables and Agribusiness. Recent investments in both businesses, including full ownership of the ethanol plants, contributed to this quarter's financial performance. Our Skyland locations were able to accumulate large corn and sorghum positions at favorable values and saw the return of sorghum exports through our Houston port elevator. Eastern assets realized seasonally high elevation margins on higher volumes from increased corn demand, while over-supplied markets continued to limit merchandising opportunities," said President and CEO Bill Krueger. "In this very busy quarter for our grain elevators and ethanol plants, I'm pleased with our ability to serve our customers."
"We have a number of strategic capital investments at various stages of completion. In the quarter, we began operations at our mineral processing facility in Carlsbad, New Mexico. Several other projects including our multi-year expansion at the Port of Houston and recently announced $60 million investment to increase capacity at our Clymers, Indiana ethanol production facility, are progressing," added Krueger. "We also expect to begin operating a bio-based diesel feedstock storage and blending facility at one of the Skyland locations later this quarter. We continue to add corn and wheat cleaning operations throughout our asset footprint in response to food and pet food customer demand. We intend to actively pursue additional growth projects, including lowering the carbon intensity of our ethanol plants as well as evaluating process improvements and further expansion and acquisition opportunities."
| in millions, except per share amounts | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Q4 2024 | Variance | YTD 2025 | YTD 2024 | Variance | |||||||
| Pretax Income | 87.6 | $ | 67.3 | $ | 20.3 | $ | 141.5 | $ | 200.8 | $ | (59.3) |
| Pretax Income Attributable to the Company1 | 58.2 | 25.7 | 117.9 | 144.1 | (26.2) | ||||||
| Adjusted Pretax Income (Loss) Attributable to the Company1 | 60.6 | 26.8 | 136.6 | 146.7 | (10.1) | ||||||
| Agribusiness1 | 56.0 | (11.0) | 64.2 | 113.3 | (49.1) | ||||||
| Renewables1 | 17.1 | 37.2 | 125.5 | 80.0 | 45.5 | ||||||
| Other1 | (12.5) | 0.5 | (53.1) | (46.6) | (6.5) | ||||||
| Net Income Attributable to the Company | 45.1 | 22.3 | 95.7 | 114.0 | (18.3) | ||||||
| Adjusted Net Income Attributable to the Company1 | 46.9 | 23.1 | 111.0 | 116.7 | (5.7) | ||||||
| Diluted Earnings Per Share (EPS) | 1.31 | 0.66 | 2.79 | 3.32 | (0.53) | ||||||
| Adjusted EPS1 | 1.36 | 0.68 | 3.23 | 3.40 | (0.17) | ||||||
| EBITDA1 | 113.7 | 19.2 | 322.0 | 360.3 | (38.3) | ||||||
| Adjusted EBITDA1 | 136.5 | $ | 116.5 | $ | 20.0 | $ | 337.3 | $ | 363.4 | $ | (26.1) |
All values are in US Dollars. 1 Non-GAAP financial measures; see appendix for explanations and reconciliations.
Cash, Liquidity, and Long-Term Debt Management
"Our businesses generated solid operating cash flows into the fourth quarter on improved earnings, allowing us to continue to fund growth projects," said Executive Vice President and CFO Brian Valentine. "Our long-term debt to adjusted EBITDA ratio of 1.8 times remains well below our stated target of less than 2.5 times. We are pleased with the strength of our balance sheet and the flexibility it provides as we execute against our strategy."
The company used $6 million and generated $269 million in cash from operating activities for the fourth quarters of 2025 and 2024, respectively, and generated $110 million and $100 million in cash from operations before working capital changes for the same periods, respectively.
For the full years of 2025 and 2024, the company generated $177 million and $332 million in cash from operating activities, respectively. Cash from operations before working capital changes for the same years was $278 million and $323 million, even with the challenging ag markets in 2025.
Fourth Quarter Segment Overview
Agribusiness Posts Solid Fourth Quarter on a Record Corn Harvest
Agribusiness recorded pretax income of $46 million and adjusted pretax income attributable to the company of $45 million for the quarter, compared to pretax income of $55 million and adjusted pretax income attributable of $56 million in the fourth quarter of the prior year.
The robust fall harvest helped drive solid earnings in the quarter, with different fundamentals in the east and west. The western footprint, including Skyland Grain, saw improved performance as it saw strong basis appreciation in corn and sorghum. Increased corn demand from ethanol and export programs provided good margins for the eastern assets but kept basis levels elevated through harvest. This may limit basis appreciation opportunities in the region going into 2026.
Our complementary asset footprint should provide some uplift in 2026, with more traditional basis appreciation opportunities in the west, while continued export demand would benefit elevation margins for the eastern assets. Sorghum exports remained strong into early 2026 which we expect will benefit our Skyland and Houston assets. As on-farm grain volumes come to market, merchandising opportunities may arise. Domestic premium ingredient demand is also expected to stay solid and should continue to support recent capital growth investments. Expected corn plantings are higher than historical average, which may drive demand for nitrogen products, but volumes will be dependent on farmer economics.
Agribusiness had fourth quarter adjusted EBITDA of $80 million, compared to fourth quarter 2024 adjusted EBITDA of $88 million. For the full year, adjusted EBITDA was $187 million in 2025, compared to $218 million in 2024.
Renewables Reports Strong Quarter on Record Production
The Renewables segment reported pretax income of $54 million in the fourth quarter compared to pretax income of $26 million and pretax income attributable to the company of $17 million in the fourth quarter of 2024.
The group reported strong fourth quarter results on efficient plant operations and record production, as well as improved ethanol board crush margins of $0.15/gallon over the prior year. Firmer corn basis and higher natural gas expense partially offset the favorable board crush. Fourth quarter results also included $15 million of 45Z tax credits, bringing the year-to-date total to $35 million. The renewable feedstocks business had another solid quarter, and co-product values improved over the fourth quarter of 2024.
Favorable biofuels policies, continuing elevated export demand, upcoming planned industry maintenance, and summer gasoline demand should all support ethanol fundamentals this year. Renewable feedstocks merchandising should also benefit this year with the anticipated robust Renewable Volume Obligations.
Renewables recorded EBITDA of $69 million in the fourth quarter of 2025, compared to 2024 fourth quarter EBITDA of $41 million. For the full year, adjusted EBITDA was $203 million in 2025, compared to $189 million 2024.
Income Taxes
The company recorded income tax expense at an effective rate of 19% for the fourth quarter and 16% for the year. The rates were impacted by non-taxable 45Z income, the elimination of certain reserves against uncertain tax positions related to R&D tax credits, and the tax treatment of noncontrolling interests.
Conference Call
The company will host a webcast on Wednesday, February 18, 2026, at 8:30 a.m. ET, to discuss its performance and provide its outlook for 2026. To access the call, please dial 888-317-6003 or 412-317-6061 (international toll) and use elite entry number: 9697756. It is recommended that you call 10 minutes before the conference call begins.
To access the webcast, click on the link: https://app.webinar.net/qPML06xl8dK and submit the requested information as directed. A replay of the call can also be accessed under the heading "Investors" on the company’s website at www.andersonsinc.com.
Forward-Looking Statements
This release contains forward-looking statements. These statements involve risks and uncertainties that could cause actual results to differ materially. Without limitation, these risks include economic, weather and regulatory conditions, competition, geopolitical risk, and the risk factors set forth from time to time in the company’s filings with the Securities and Exchange Commission. Although the company believes that the assumptions upon which the financial information and its forward-looking statements are based are reasonable, it can give no assurance that these assumptions will prove to be correct.
Non-GAAP Measures
This release contains non-GAAP financial measures. The company believes that pretax income (loss) attributable to the company; adjusted pretax income (loss) attributable to the company; adjusted pretax income (loss); adjusted net income attributable to the company; adjusted diluted earnings per share; earnings before interest, taxes, depreciation, and amortization (or EBITDA); adjusted EBITDA; and cash from operations before working capital changes provide additional information to investors and others about its operations, allowing an evaluation of underlying operating performance and liquidity and better period-to-period comparability. The above measures are not and should not be considered as alternatives to pretax income (loss) or income (loss) before income taxes, net income (loss), diluted earnings (loss) per share attributable to The Andersons, Inc. common shareholders and cash provided by (used in) operating activities as determined by generally accepted accounting principles. Reconciliations of the GAAP to non-GAAP measures may be found within this press release and the financial tables provided herein.
Company Description
The Andersons, Inc., is a North American agriculture and renewable fuels company. Guided by its Statement of Principles, The Andersons is committed to providing extraordinary service to its customers, helping its employees improve, supporting its communities, and increasing the value of the company. For more information, please visit www.andersonsinc.com.
Investor Relations Contact
Mike Hoelter
Vice President, Corporate Controller and Investor Relations
Phone: 419-897-6715
E-mail: investorrelations@andersonsinc.com
The Andersons, Inc.
Condensed Consolidated Statements of Operations
(unaudited)
| Three months ended December 31, | Twelve months ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands, except per share data) | 2025 | 2024 | 2025 | 2024 | ||||
| Sales and merchandising revenues | $ | 2,536,249 | $ | 3,123,138 | $ | 11,008,928 | $ | 11,257,548 |
| Cost of sales and merchandising revenues | 2,304,758 | 2,910,028 | 10,295,277 | 10,563,622 | ||||
| Gross profit | 231,491 | 213,110 | 713,651 | 693,926 | ||||
| Operating, administrative and general expenses1 | 150,466 | 147,154 | 603,363 | 503,620 | ||||
| Interest expense, net | 12,090 | 10,266 | 47,159 | 31,760 | ||||
| Other income, net | 18,643 | 11,560 | 78,340 | 42,211 | ||||
| Income before income taxes | 87,578 | 67,250 | 141,469 | 200,757 | ||||
| Income tax provision | 16,486 | 13,146 | 22,168 | 30,057 | ||||
| Net income | 71,092 | 54,104 | 119,301 | 170,700 | ||||
| Net income attributable to noncontrolling interests | 3,658 | 9,014 | 23,588 | 56,688 | ||||
| Net income attributable to The Andersons, Inc. | $ | 67,434 | $ | 45,090 | $ | 95,713 | $ | 114,012 |
| Earnings per share attributable to <br>The Andersons, Inc. common shareholders: | ||||||||
| Basic earnings: | $ | 1.98 | $ | 1.32 | $ | 2.81 | $ | 3.35 |
| Diluted earnings: | $ | 1.97 | $ | 1.31 | $ | 2.79 | $ | 3.32 |
1 Operating, administrative and general expenses includes asset impairment charges of $18.1 million, for the year ended December 31, 2025, to facilitate period-over-period comparability.
The Andersons, Inc.
Condensed Consolidated Balance Sheets
(unaudited)
| (in thousands) | December 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|
| Assets | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 98,283 | $ | 561,771 |
| Accounts receivable, net | 652,472 | 764,550 | ||
| Inventories | 1,365,121 | 1,286,811 | ||
| Commodity derivative assets – current | 135,466 | 148,801 | ||
| Other current assets | 125,067 | 88,344 | ||
| Total current assets | 2,376,409 | 2,850,277 | ||
| Other assets: | ||||
| Goodwill | 127,856 | 127,856 | ||
| Other intangible assets, net | 63,510 | 69,345 | ||
| Right of use assets, net | 108,792 | 104,630 | ||
| Other assets, net | 96,765 | 101,055 | ||
| Total other assets | 396,923 | 402,886 | ||
| Property, plant and equipment, net | 939,500 | 868,151 | ||
| Total assets | $ | 3,712,832 | $ | 4,121,314 |
| Liabilities and equity | ||||
| Current liabilities: | ||||
| Short-term debt | $ | 249,420 | $ | 166,614 |
| Trade and other payables | 918,691 | 1,047,436 | ||
| Customer prepayments and deferred revenue | 195,331 | 194,025 | ||
| Commodity derivative liabilities – current | 51,153 | 59,766 | ||
| Current maturities of long-term debt | 63,375 | 36,139 | ||
| Accrued expenses and other current liabilities | 208,427 | 227,192 | ||
| Total current liabilities | 1,686,397 | 1,731,172 | ||
| Long-term lease liabilities | 71,545 | 65,312 | ||
| Long-term debt, less current maturities | 560,016 | 608,151 | ||
| Other long-term liabilities | 104,639 | 116,843 | ||
| Total liabilities | 2,422,597 | 2,521,478 | ||
| Total equity | 1,290,235 | 1,599,836 | ||
| Total liabilities and equity | $ | 3,712,832 | $ | 4,121,314 |
The Andersons, Inc.
Consolidated Statements of Cash Flows
(unaudited)
| Twelve months ended December 31, | |||||
|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | |||
| Operating Activities | |||||
| Net income | $ | 119,301 | $ | 170,700 | |
| Adjustments to reconcile net income to cash provided by operating activities: | |||||
| Depreciation and amortization | 133,323 | 127,804 | |||
| Bad debt expense, net | 4,664 | 17,637 | |||
| Stock-based compensation expense | 16,984 | 13,629 | |||
| Deferred income taxes | (6,009) | (2,911) | |||
| Other1 | 9,910 | (3,595) | |||
| Changes in operating assets and liabilities, net of assets acquired and liabilities assumed: | |||||
| Accounts and notes receivable | 104,572 | 35,777 | |||
| Inventories | (72,399) | 87,906 | |||
| Commodity derivatives | 6,000 | 15,005 | |||
| Other current and non-current assets | 4,732 | (28,050) | |||
| Payables and other current and non-current liabilities | (144,080) | (102,396) | |||
| Net cash provided by operating activities | 176,998 | 331,506 | |||
| Investing Activities | |||||
| Purchases of property, plant and equipment and capitalized software | (233,123) | (149,187) | |||
| Property insurance proceeds | 28,124 | 12,137 | |||
| Proceeds from sale of businesses | 11,263 | — | |||
| Acquisition of businesses, net of cash acquired | — | (29,172) | |||
| Other | (1,579) | 3,148 | |||
| Net cash used in investing activities | (195,315) | (163,074) | |||
| Financing Activities | |||||
| Net (payments) receipts under short-term lines of credit | 79,897 | (91,951) | |||
| Proceeds from issuance of long-term debt | 14,700 | 67,000 | |||
| Payments of long-term debt | (36,208) | (83,589) | |||
| Distributions to noncontrolling interest owner | (33,768) | (102,295) | |||
| Dividends paid | (26,848) | (26,273) | |||
| Common stock repurchased | (15,366) | (2,295) | |||
| Purchase of noncontrolling interest in a consolidated subsidiary | (425,000) | — | |||
| Other | (4,555) | (10,956) | |||
| Net cash used in financing activities | (447,148) | (250,359) | |||
| Effect of exchange rates on cash and cash equivalents | 1,977 | (156) | |||
| Decrease in Cash and cash equivalents | (463,488) | (82,083) | |||
| Cash and cash equivalents at the beginning of the period | 561,771 | 643,854 | |||
| Cash and cash equivalents at the end of the period | $ | 98,283 | $ | 561,771 |
1 Other adjustments to reconcile net income to cash provided by operating activities includes asset impairment charges of $18.1 million, for the year ended December 31, 2025, to facilitate period-over-period comparability.
The Andersons, Inc.
Adjusted Net Income Attributable to The Andersons, Inc.
A non-GAAP financial measure
(unaudited)
| Three months ended December 31, | Twelve months ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands, except per share data) | 2025 | 2024 | 2025 | 2024 | ||||
| Net income | $ | 71,092 | $ | 54,104 | $ | 119,301 | $ | 170,700 |
| Net income attributable to noncontrolling interests | 3,658 | 9,014 | 23,588 | 56,688 | ||||
| Net income attributable to The Andersons, Inc. | 67,434 | 45,090 | 95,713 | 114,012 | ||||
| Adjustments: | ||||||||
| Insured inventory and property recoveries, net | (216) | (4,446) | (12,861) | (9,650) | ||||
| Asset impairment | — | — | 11,376 | — | ||||
| Transaction related compensation | 1,879 | 2,536 | 7,462 | 11,104 | ||||
| Loss on investments | — | 1,535 | 7,178 | 1,535 | ||||
| Acquisition costs | — | 2,738 | 5,927 | 2,738 | ||||
| Loss (gain) on sales of assets and businesses, net | 310 | — | (4,447) | — | ||||
| Severance expense | 1,480 | — | 2,677 | — | ||||
| Pension settlement | — | — | 1,448 | — | ||||
| Gain on deconsolidation of joint venture | — | — | — | (3,117) | ||||
| Income tax impact of adjustments1 | (865) | (590) | (3,514) | 42 | ||||
| Total adjusting items, net of tax | 2,588 | 1,773 | 15,246 | 2,652 | ||||
| Adjusted net income attributable to The Andersons, Inc. | $ | 70,022 | $ | 46,863 | $ | 110,959 | $ | 116,664 |
| Diluted earnings per share attributable to The Andersons, Inc. common shareholders | $ | 1.97 | $ | 1.31 | $ | 2.79 | $ | 3.32 |
| Impact on diluted earnings per share | $ | 0.07 | $ | 0.05 | $ | 0.44 | $ | 0.08 |
| Adjusted diluted earnings per share attributable to The Andersons, Inc. common shareholders | $ | 2.04 | $ | 1.36 | $ | 3.23 | $ | 3.40 |
1 The income tax impact of adjustments is taken at the blended federal, state, and local tax rate of 25% with the exception of the impairment of an equity method investment of $4.4 million in 2025 and certain transaction related compensation in 2024.
Adjusted net income (loss) attributable to The Andersons, Inc. reflects reported net income (loss) available to The Andersons, Inc. common shareholders after the removal of specified items described above. Adjusted diluted earnings (loss) per share reflects the fully diluted EPS of The Andersons, Inc. after removal of the effect on EPS as reported of specified items described above. Management believes that Adjusted net income (loss) attributable to The Andersons, Inc. and Adjusted diluted earnings (loss) per share are useful measures of The Andersons, Inc. performance as they provide investors additional information about the operations of the company allowing better evaluation of underlying business performance and better comparability to previous periods. These non-GAAP financial measures are not intended to replace or be alternatives to Net income attributable to The Andersons, Inc. and Diluted earnings attributable to The Andersons, Inc. common shareholders as reported, the most directly comparable GAAP financial measures, or any other measures of operating results under GAAP. Earnings amounts described above have been divided by the company’s average number of diluted shares outstanding for each respective period in order to arrive at an adjusted diluted earnings (loss) per share amount for each specified item.
The Andersons, Inc.
Segment Data
(unaudited)
| (in thousands) | Agribusiness | Renewables | Other | Total | ||||
|---|---|---|---|---|---|---|---|---|
| Three months ended December 31, 2025 | ||||||||
| Sales and merchandising revenues | $ | 1,862,983 | $ | 673,266 | $ | — | $ | 2,536,249 |
| Gross profit | 179,337 | 52,154 | — | 231,491 | ||||
| Operating, administrative and general expenses | 127,320 | 10,844 | 12,302 | 150,466 | ||||
| Other income (loss), net | 4,095 | 15,580 | (1,032) | 18,643 | ||||
| Income (loss) before income taxes | 45,898 | 54,310 | (12,630) | 87,578 | ||||
| Income attributable to noncontrolling interests | 3,658 | — | — | 3,658 | ||||
| Income (loss) before income taxes attributable to The Andersons, Inc.1 | $ | 42,240 | $ | 54,310 | $ | (12,630) | $ | 83,920 |
| Adjustments to income before income taxes2 | 2,798 | — | 655 | 3,453 | ||||
| Adjusted income (loss) before income taxes attributable to The Andersons, Inc.1 | $ | 45,038 | $ | 54,310 | $ | (11,975) | $ | 87,373 |
| Three months ended December 31, 2024 | ||||||||
| Sales and merchandising revenues | $ | 2,409,549 | $ | 713,589 | $ | — | $ | 3,123,138 |
| Gross profit | 176,085 | 37,025 | — | 213,110 | ||||
| Operating, administrative and general expenses | 122,923 | 11,293 | 12,938 | 147,154 | ||||
| Other income (loss), net | 12,039 | 958 | (1,437) | 11,560 | ||||
| Income (loss) before income taxes | 55,270 | 26,020 | (14,040) | 67,250 | ||||
| Income attributable to noncontrolling interests | 73 | 8,941 | — | 9,014 | ||||
| Income (loss) before income taxes attributable to The Andersons, Inc.1 | $ | 55,197 | $ | 17,079 | $ | (14,040) | $ | 58,236 |
| Adjustments to income before income taxes2 | 828 | — | 1,535 | 2,363 | ||||
| Adjusted income (loss) before income taxes attributable to The Andersons, Inc.1 | $ | 56,025 | $ | 17,079 | $ | (12,505) | $ | 60,599 |
1 Income (loss) before income taxes attributable to The Andersons, Inc. for each operating segment is defined as net sales and merchandising revenues plus identifiable other income less all identifiable operating expenses, including interest expense for carrying working capital and long-term assets and is reported net of the noncontrolling interest share of income.
2 Additional information on the individual adjustments that are included in the adjustments to income (loss) before income taxes can be found in the Reconciliation to EBITDA and Adjusted EBITDA table. All adjustments are consistent with the EBITDA reconciliation with the exception of items where a portion of the expense is attributable to the noncontrolling interest and is represented in Income attributable to the noncontrolling interest within the reconciliation above. These adjustments include a $0.1 million difference in insured inventory and property recoveries, net for the three months ended December 31, 2025, and a $0.5 million difference in acquisition costs in the Agribusiness segment for the three months ended December 31, 2024.
The Andersons, Inc.
Segment Data (continued)
(unaudited)
| (in thousands) | Agribusiness | Renewables | Other | Total | ||||
|---|---|---|---|---|---|---|---|---|
| Twelve months ended December 31, 2025 | ||||||||
| Sales and merchandising revenues | $ | 8,260,004 | $ | 2,748,924 | $ | — | $ | 11,008,928 |
| Gross profit | 556,907 | 156,744 | — | 713,651 | ||||
| Operating, administrative and general expenses | 501,712 | 46,032 | 55,619 | 603,363 | ||||
| Other income (loss), net | 44,874 | 35,071 | (1,605) | 78,340 | ||||
| Income (loss) before income taxes | 56,587 | 140,102 | (55,220) | 141,469 | ||||
| (Loss) income attributable to noncontrolling interests | (275) | 23,863 | — | 23,588 | ||||
| Income (loss) before income taxes attributable to The Andersons, Inc.1 | $ | 56,862 | $ | 116,239 | $ | (55,220) | $ | 117,881 |
| Adjustments to income before income taxes2 | 7,378 | 9,279 | 2,103 | 18,760 | ||||
| Adjusted income (loss) before income taxes attributable to The Andersons, Inc.1 | $ | 64,240 | $ | 125,518 | $ | (53,117) | $ | 136,641 |
| Twelve months ended December 31, 2024 | ||||||||
| Sales and merchandising revenues | $ | 8,456,381 | $ | 2,801,167 | $ | — | $ | 11,257,548 |
| Gross profit | 522,992 | 170,934 | — | 693,926 | ||||
| Operating, administrative and general expenses | 418,110 | 37,011 | 48,499 | 503,620 | ||||
| Other income (loss), net | 35,185 | 8,665 | (1,639) | 42,211 | ||||
| Income (loss) before income taxes | 109,156 | 139,760 | (48,159) | 200,757 | ||||
| Income attributable to noncontrolling interests | 73 | 56,615 | — | 56,688 | ||||
| Income (loss) before income taxes attributable to The Andersons, Inc.1 | $ | 109,083 | $ | 83,145 | $ | (48,159) | $ | 144,069 |
| Adjustments to income (loss) before income taxes2 | 4,192 | (3,117) | 1,535 | 2,610 | ||||
| Adjusted income (loss) before income taxes attributable to The Andersons, Inc.1 | $ | 113,275 | $ | 80,028 | $ | (46,624) | $ | 146,679 |
1 Income (loss) before income taxes attributable to The Andersons, Inc. for each operating segment is defined as net sales and merchandising revenues plus identifiable other income less all identifiable operating expenses, including interest expense for carrying working capital and long-term assets and is reported net of the noncontrolling interest share of income.
2 Additional information on the individual adjustments that are included in the adjustments to income (loss) before income taxes can be found in the Reconciliation to EBITDA and Adjusted EBITDA table. All adjustments are consistent with the EBITDA reconciliation with the exception of items where a portion of the expense is attributable to the noncontrolling interest and is represented in Income attributable to the noncontrolling interest within the reconciliation above. These adjustments include a $5.8 million difference in insured inventory and property recoveries, net, and a $2.3 million difference in asset impairments in the Agribusiness segment for the year ended December 31, 2025, and a $0.5 million difference in acquisition costs in the Agribusiness segment for the year ended December 31, 2024.
The Andersons, Inc.
Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA)
A non-GAAP financial measure
(unaudited)
| (in thousands) | Agribusiness | Renewables | Other | Total | ||||
|---|---|---|---|---|---|---|---|---|
| Three months ended December 31, 2025 | ||||||||
| Net income (loss) | $ | 45,898 | $ | 54,310 | $ | (29,116) | $ | 71,092 |
| Interest expense (income) | 10,214 | 2,580 | (704) | 12,090 | ||||
| Tax provision | — | — | 16,486 | 16,486 | ||||
| Depreciation and amortization | 20,651 | 12,031 | 583 | 33,265 | ||||
| EBITDA | 76,763 | 68,921 | (12,751) | 132,933 | ||||
| Adjusting items impacting EBITDA: | ||||||||
| Transaction related compensation | 1,879 | — | — | 1,879 | ||||
| Insured inventory and property recoveries, net | (72) | — | — | (72) | ||||
| Loss on sales of assets and businesses, net | 310 | — | — | 310 | ||||
| Severance expense | 825 | — | 655 | 1,480 | ||||
| Total adjusting items | 2,942 | — | 655 | 3,597 | ||||
| Adjusted EBITDA | $ | 79,705 | $ | 68,921 | $ | (12,096) | $ | 136,530 |
| Three months ended December 31, 2024 | ||||||||
| Net income (loss) | $ | 55,270 | $ | 26,020 | $ | (27,186) | $ | 54,104 |
| Interest expense (income) | 9,931 | 670 | (335) | 10,266 | ||||
| Tax provision | — | — | 13,146 | 13,146 | ||||
| Depreciation and amortization | 21,144 | 14,079 | 955 | 36,178 | ||||
| EBITDA | 86,345 | 40,769 | (13,420) | 113,694 | ||||
| Adjusting items impacting EBITDA: | ||||||||
| Loss on investments | — | — | 1,535 | 1,535 | ||||
| Transaction related compensation | 2,536 | — | — | 2,536 | ||||
| Insured inventory and property recoveries, net | (4,446) | — | — | (4,446) | ||||
| Acquisition costs | 3,193 | — | — | 3,193 | ||||
| Total adjusting items | 1,283 | — | 1,535 | 2,818 | ||||
| Adjusted EBITDA | $ | 87,628 | $ | 40,769 | $ | (11,885) | $ | 116,512 |
Adjusted EBITDA is defined as earnings before interest, taxes and depreciation and amortization, adjusted for specified items. The company calculates adjusted EBITDA by removing the impact of specified items and adding back the amounts of interest expense, tax expense and depreciation and amortization to net income (loss). Management believes that adjusted EBITDA is a useful measure of the company’s performance as it provides investors additional information about the company’s operations allowing better evaluation of underlying business performance and improved comparability to prior periods. Adjusted EBITDA is a non-GAAP financial measure and is not intended to replace or be an alternative to net income (loss), the most directly comparable GAAP financial measure.
The Andersons, Inc.
Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA)
A non-GAAP financial measure
(unaudited)
| (in thousands) | Agribusiness | Renewables | Other | Total | ||||
|---|---|---|---|---|---|---|---|---|
| Twelve months ended December 31, 2025 | ||||||||
| Net income (loss) | $ | 56,587 | $ | 140,102 | $ | (77,388) | $ | 119,301 |
| Interest expense (income) | 43,482 | 5,681 | (2,004) | 47,159 | ||||
| Tax provision | — | — | 22,168 | 22,168 | ||||
| Depreciation and amortization | 82,676 | 48,036 | 2,611 | 133,323 | ||||
| EBITDA | 182,745 | 193,819 | (54,613) | 321,951 | ||||
| Adjusting items impacting EBITDA: | ||||||||
| Loss on investments | 7,178 | — | — | 7,178 | ||||
| Transaction related compensation | 7,462 | — | — | 7,462 | ||||
| Insured inventory and property recoveries, net | (18,620) | — | — | (18,620) | ||||
| Gain on sales of assets and businesses, net | (4,447) | — | — | (4,447) | ||||
| Severance expense | 2,022 | — | 655 | 2,677 | ||||
| Acquisition costs | — | 5,927 | — | 5,927 | ||||
| Asset impairment | 10,346 | 3,352 | — | 13,698 | ||||
| Pension settlement | — | — | 1,448 | 1,448 | ||||
| Total adjusting items | 3,941 | 9,279 | 2,103 | 15,323 | ||||
| Adjusted EBITDA | $ | 186,686 | $ | 203,098 | $ | (52,510) | $ | 337,274 |
| Twelve months ended December 31, 2024 | ||||||||
| Net income (loss) | $ | 109,156 | $ | 139,760 | $ | (78,216) | $ | 170,700 |
| Interest expense (income) | 30,911 | 2,828 | (1,979) | 31,760 | ||||
| Tax provision | — | — | 30,057 | 30,057 | ||||
| Depreciation and amortization | 72,993 | 49,705 | 5,106 | 127,804 | ||||
| EBITDA | 213,060 | 192,293 | (45,032) | 360,321 | ||||
| Adjusting items impacting EBITDA: | ||||||||
| Loss on investments | — | — | 1,535 | 1,535 | ||||
| Transaction related compensation | 11,104 | — | — | 11,104 | ||||
| Insured inventory and property recoveries, net | (9,650) | — | — | (9,650) | ||||
| Acquisition costs | 3,193 | — | — | 3,193 | ||||
| Gain on deconsolidation of joint venture | — | (3,117) | — | (3,117) | ||||
| Total adjusting items | 4,647 | (3,117) | 1,535 | 3,065 | ||||
| Adjusted EBITDA | $ | 217,707 | $ | 189,176 | $ | (43,497) | $ | 363,386 |
Adjusted EBITDA is defined as earnings before interest, taxes and depreciation and amortization, adjusted for specified items. The company calculates adjusted EBITDA by removing the impact of specified items and adding back the amounts of interest expense, tax expense and depreciation and amortization to net income (loss). Management believes that adjusted EBITDA is a useful measure of the company’s performance as it provides investors additional information about the company’s operations allowing better evaluation of underlying business performance and improved comparability to prior periods. Adjusted EBITDA is a non-GAAP financial measure and is not intended to replace or be an alternative to net income (loss), the most directly comparable GAAP financial measure.
Andersons, Inc.
Cash from Operations Before Working Capital Changes
A non-GAAP financial measure
(unaudited)
| Three months ended December 31, | Twelve months ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | 2025 | 2024 | ||||
| Cash provided by (used in) operating activities | $ | (6,185) | $ | 268,811 | $ | 176,998 | $ | 331,506 |
| Changes in operating assets and liabilities, net of assets acquired and liabilities assumed: | ||||||||
| Accounts receivable | 61,722 | 32,279 | 104,572 | 35,777 | ||||
| Inventories | (464,183) | (191,041) | (72,399) | 87,906 | ||||
| Commodity derivatives | 3,459 | (34,322) | 6,000 | 15,005 | ||||
| Other current and non-current assets | 21,646 | 31,326 | 4,732 | (28,050) | ||||
| Payables and other current and non-current liabilities | 261,319 | 330,673 | (144,080) | (102,396) | ||||
| Total changes in operating assets and liabilities | (116,037) | 168,915 | (101,175) | 8,242 | ||||
| Cash from operations before working capital changes | $ | 109,852 | $ | 99,896 | $ | 278,173 | $ | 323,264 |
Cash from operations before working capital changes is defined as cash provided by (used in) operating activities before the impact of changes in working capital within the statement of cash flows. The company calculates cash from operations by eliminating the effect of changes in accounts receivable, inventories, commodity derivatives, other current and non-current assets, and payables and other current and non-current liabilities; and adjusted by specific items from the cash provided by (used in) operating activities. Management believes that cash from operations before working capital changes is a useful measure of the company’s performance as it provides investors additional information about the company’s operations allowing better evaluation of underlying business performance and improved comparability to prior periods. Cash from operations before working capital changes is a non-GAAP financial measure and is not intended to replace or be an alternative to cash provided by (used in) operating activities, the most directly comparable GAAP financial measure.