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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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

For the quarterly period ended 03/31/2022

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

For the transition period from to  .             

Commission file number 000-20557

 

THE ANDERSONS, INC.

(Exact name of the registrant as specified in its charter)

 

Ohio									34-1562374
(State of incorporation or organization)									(I.R.S. Employer Identification No.)
1947 Briarfield Boulevard
Maumee			Ohio						43537
(Address of principal executive offices)									(Zip Code)

(419) 893-5050

(Telephone Number)

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 (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  ý    No  ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).    Yes  ý    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. 

Large accelerated filer			ý			Accelerated filer			☐
Non-accelerated filer			☐			Smaller reporting company			☐
						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.									☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)  Yes ☐    No  ý

The registrant had 33,829,984 common shares outstanding at April 22, 2022.

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THE ANDERSONS, INC.

INDEX

 

			Page No.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Statements of Operations – Three months ended March 31, 2022 and 2021			1
Condensed Consolidated Statements of Comprehensive Income – Three months ended March 31, 2022 and 2021			2
Condensed Consolidated Balance Sheets – March 31, 2022, December 31, 2021 and March 31, 2021			3
Condensed Consolidated Statements of Cash Flows – Three months ended March 31, 2022 and 2021			4
Condensed Consolidated Statements of Equity – Three months ended March 31, 2022 and 2021			5
Notes to Condensed Consolidated Financial Statements			6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			25
Item 3. Quantitative and Qualitative Disclosures about Market Risk			32
Item 4. Controls and Procedures			32
PART II. OTHER INFORMATION
Item 1. Legal Proceedings			33
Item 1A. Risk Factors			33
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			34
Item 4. Mine Safety Disclosure			34
Item 6. Exhibits			35

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Part I. Financial Information

Item 1. Financial Statements

The Andersons, Inc.

Condensed Consolidated Statements of Operations (Unaudited)

(In thousands, except per share data)

 

									Three months ended March 31,
															2022						2021
Sales and merchandising revenues															$	3,977,954					$	2,594,719
Cost of sales and merchandising revenues															3,858,419						2,481,278
Gross profit															119,535						113,441
Operating, administrative and general expenses															101,987						96,998
Interest expense, net															10,859						9,989
Other income, net:
Equity in earnings (losses) of affiliates, net															(244)						1,794
Other income, net															4,162						5,868
Income before income taxes from continuing operations															10,607						14,116
Income tax provision from continuing operations															4,103						4,361
Net income from continuing operations															6,504						9,755
Income (loss) from discontinued operations, net of income taxes															(554)						3,507
Net income															5,950						13,262
Net income (loss) attributable to noncontrolling interests															447						(1,845)
Net income attributable to The Andersons, Inc.															$	5,503					$	15,107
Average number of shares outstanding - basic															33,738						33,188
Average number of share outstanding - diluted															34,279						33,577
Earnings (loss) per share attributable to The Andersons, Inc. common shareholders:
Basic earnings (loss):
Continuing operations															$	0.18					$	0.35
Discontinued operations															(0.02)						0.11
															$	0.16					$	0.46
Diluted earnings (loss):
Continuing operations															$	0.18					$	0.35
Discontinued operations															(0.02)						0.10
															$	0.16					$	0.45

See Notes to Condensed Consolidated Financial Statements

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The Andersons, Inc.

Condensed Consolidated Statements of Comprehensive Income (Unaudited)

(In thousands)

 

									Three months ended March 31,
															2022						2021
Net income															$	5,950					$	13,262
Other comprehensive income (loss), net of tax:
Change in unrecognized actuarial loss and prior service cost															(159)						(103)
Foreign currency translation adjustments															98						1,224
Cash flow hedge activity															12,422						9,741
Other comprehensive income															12,361						10,862
Comprehensive income															18,311						24,124
Comprehensive income (loss) attributable to the noncontrolling interests															447						(1,845)
Comprehensive income attributable to The Andersons, Inc.															$	17,864					$	25,969

See Notes to Condensed Consolidated Financial Statements

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The Andersons, Inc.

Condensed Consolidated Balance Sheets (Unaudited)

(In thousands)			March 31, 2022						December 31, 2021						March 31, 2021
Assets
Current assets:
Cash and cash equivalents			$	36,381					$	216,444					$	35,393
Accounts receivable, net			1,050,259						835,180						677,118
Inventories (Note 2)			1,950,303						1,814,538						1,287,637
Commodity derivative assets – current (Note 5)			769,916						410,813						317,939
Current assets held-for-sale (Note 14)			20,255						20,885						37,136
Other current assets			113,589						74,468						81,666
Total current assets			3,940,703						3,372,328						2,436,889
Other assets:
Goodwill			129,342						129,342						131,542
Other intangible assets, net			111,055						117,137						133,198
Right of use assets, net			51,821						52,146						34,966
Other assets held-for-sale (Note 14)			45,264						43,169						629,228
Other assets, net			92,506						69,068						60,964
Total other assets			429,988						410,862						989,898
Property, plant and equipment, net (Note 3)			772,245						786,029						839,950
Total assets			$	5,142,936					$	4,569,219					$	4,266,737
Liabilities and equity
Current liabilities:
Short-term debt (Note 4)			$	1,449,768					$	501,792					$	915,205
Trade and other payables			741,124						1,199,324						534,660
Customer prepayments and deferred revenue			384,723						358,119						161,696
Commodity derivative liabilities – current (Note 5)			216,836						128,911						91,448
Current maturities of long-term debt (Note 4)			54,158						32,256						42,824
Current liabilities held-for-sale (Note 14)			10,200						13,379						26,362
Accrued expenses and other current liabilities			205,958						230,148						145,921
Total current liabilities			3,062,767						2,463,929						1,918,116
Long-term lease liabilities			31,419						31,322						21,210
Long-term debt, less current maturities (Note 4)			571,181						600,487						877,583
Deferred income taxes			68,437						71,127						173,481
Other long-term liabilities held-for-sale (Note 14)			14,738						16,119						45,172
Other long-term liabilities			77,173						78,531						48,624
Total liabilities			3,825,715						3,261,515						3,084,186
Commitments and contingencies (Note 13)
Shareholders’ equity:
Common shares, without par value (63,000 shares authorized; 34,064, 33,870 and 33,786 shares issued at 3/31/2022, 12/31/2021 and 3/31/2021, respectively)			142						140						140
Preferred shares, without par value (1,000 shares authorized; none issued)			—						—						—
Additional paid-in-capital			375,794						368,595						355,961
Treasury shares, at cost (61, 11 and 123 shares at 3/31/2022, 12/31/2021 and 3/31/2021, respectively)			(2,265)						(263)						(2,872)
Accumulated other comprehensive income (loss)			13,555						1,194						(1,214)
Retained earnings			701,799						702,759						631,652
Total shareholders’ equity of The Andersons, Inc.			1,089,025						1,072,425						983,667
Noncontrolling interests			228,196						235,279						198,884
Total equity			1,317,221						1,307,704						1,182,551
Total liabilities and equity			$	5,142,936					$	4,569,219					$	4,266,737

See Notes to Condensed Consolidated Financial Statements

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The Andersons, Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

			Three months ended March 31,
			2022						2021
Operating Activities
Net income from continuing operations			$	6,504					$	9,755
Income (loss) from discontinued operations, net of income taxes			(554)						3,507
Net income			5,950						13,262
Adjustments to reconcile net income to cash used in operating activities:
Depreciation and amortization			34,377						47,504
Bad debt expense, net			1,255						(1,686)
Equity in (earnings) losses of affiliates, net of dividends			244						(1,794)
Gain on sales of assets, net			(81)						(2,635)
Stock-based compensation expense			1,818						1,990
Deferred federal income tax			(6,947)						(2)
Other			2,885						4,579
Changes in operating assets and liabilities:
Accounts receivable			(215,012)						(33,476)
Inventories			(136,820)						5,007
Commodity derivatives			(277,761)						(53,295)
Other current and non-current assets			(38,810)						16,740
Payables and other current and non-current liabilities			(446,096)						(441,921)
Net cash used in operating activities			(1,074,998)						(445,727)
Investing Activities
Purchases of property, plant and equipment and capitalized software			(20,722)						(16,919)
Proceeds from sale of assets			72						385
Purchases of investments			(1,333)						(2,800)
Purchases of Rail assets			(3,186)						(2,611)
Proceeds from sale of Rail assets			248						5,383
Other			—						832
Net cash used in investing activities			(24,921)						(15,730)
Financing Activities
Net receipts under short-term lines of credit			796,209						260,160
Proceeds from issuance of short-term debt			350,000						250,000
Payments of short-term debt			(200,000)						—
Proceeds from issuance of long-term debt			—						89,700
Payments of long-term debt			(7,566)						(125,884)
Contributions from noncontrolling interest owner			2,450						1,960
Distributions to noncontrolling interest owner			(9,980)						—
Payments of debt issuance costs			(7,310)						(1,225)
Dividends paid			(6,144)						(5,839)
Proceeds from exercises of stock options			5,024						—
Other			(2,926)						(1,110)
Net cash provided by financing activities			919,757						467,762
Effect of exchange rates on cash and cash equivalents			99						(35)
Increase (decrease) in cash and cash equivalents			(180,063)						6,270
Cash and cash equivalents at beginning of period			216,444						29,123
Cash and cash equivalents at end of period			$	36,381					$	35,393

See Notes to Condensed Consolidated Financial Statements

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    The Andersons, Inc.

Condensed Consolidated Statements of Equity (Unaudited)

(In thousands, except per share data)

			Three Months Ended
			Common Shares						Additional Paid-in Capital						Treasury Shares						Accumulated Other Comprehensive Income (Loss)						Retained Earnings						Noncontrolling Interests						Total
Balance at December 31, 2020			$	138					$	348,714					$	(966)					$	(12,076)					$	626,081					$	198,769					$	1,160,660
Net income (loss)																											15,107						(1,845)						13,262
Other comprehensive income																					9,418																		9,418
Amounts reclassified from Accumulated other comprehensive income																					1,444																		1,444
Cash received from noncontrolling interests, net																																	1,960						1,960
Stock awards, stock option exercises and other shares issued to employees and directors, net of income tax of $0 (86 shares)			2						7,247						(2,154)												(3,480)												1,615
Dividends declared ($0.175 per common share)																											(5,808)												(5,808)
Restricted share award dividend equivalents															248												(248)												—
Balance at March 31, 2021			$	140					$	355,961					$	(2,872)					$	(1,214)					$	631,652					$	198,884					$	1,182,551
Balance at December 31, 2021			$	140					$	368,595					$	(263)					$	1,194					$	702,759					$	235,279					$	1,307,704
Net income																											5,503						447						5,950
Other comprehensive income																					10,822																		10,822
Amounts reclassified from Accumulated other comprehensive income																					1,539																		1,539
Cash received from noncontrolling interests, net																																	2,450						2,450
Distributions to noncontrolling interests																																	(9,980)						(9,980)
Stock awards, stock option exercises and other shares issued to employees and directors, net of income tax of $0 (59 shares)			2						7,145						(2,322)																								4,825
Dividends declared ($0.180 per common share)																											(6,089)												(6,089)
Restricted share award dividend equivalents									54						320												(374)												—
Balance at March 31, 2022			$	142					$	375,794					$	(2,265)					$	13,555					$	701,799					$	228,196					$	1,317,221

See Notes to Condensed Consolidated Financial Statements

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The Andersons, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

1. Basis of Presentation and Consolidation

These Condensed Consolidated Financial Statements include the accounts of The Andersons, Inc. and its wholly owned and controlled subsidiaries (the “Company”). Controlled subsidiaries include majority-owned subsidiaries and variable interest entities (“VIEs”) of which the Company is the primary beneficiary. The portion of these entities that is not owned by the Company is presented as noncontrolling interests. All intercompany accounts and transactions are eliminated in consolidation.

Investments in unconsolidated entities in which the Company has significant influence, but not control, are accounted for using the equity method of accounting.

During the third quarter of 2021, substantially all of the assets and liabilities of the Rail business were classified as held-for-sale in the accompanying Condensed Consolidated Balance Sheets. As discussed further in Note 14, the Company executed a definitive agreement to sell the Rail Leasing business. In conjunction with the sale of the Rail Leasing business, the Company announced its intent to divest the remainder of the Rail business, which primarily consisted of the Rail Repair business. These transactions effectively constitute the entirety of what has historically been included in the Rail reportable segment. Therefore, the associated operating results, net of income tax, have been classified as discontinued operations in the accompanying Condensed Consolidated Statements of Operations for all periods presented. Throughout this Quarterly Report on Form 10-Q, with the exception of the Condensed Consolidated Statements of Cash Flows and unless otherwise indicated, amounts and activity are presented on a continuing operations basis.

Certain reclassifications have been made to the prior year financial statements to conform to current year classifications. The reclassification relates to the Condensed Consolidated Balance Sheet presentation of assets and liabilities as held-for-sale and Condensed Consolidated Statements of Operations presentation of results classified as discontinued operations in relation to the Rail business transactions noted above.

In the opinion of management, all adjustments consisting of normal and recurring items considered necessary for the fair presentation of the results of operations, financial position, and cash flows for the periods indicated have been made. The results in these Condensed Consolidated Financial Statements are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2022. An unaudited Condensed Consolidated Balance Sheet as of March 31, 2021 has been included as the Company operates in several seasonal industries.

The Condensed Consolidated Balance Sheet data at December 31, 2021 was derived from the audited Consolidated Financial Statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in The Andersons, Inc. Annual Report on Form 10-K for the year ended December 31, 2021 (the “2021 Form 10-K”).

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2. Inventories

Major classes of inventories are presented below. Readily Marketable Inventories ("RMI") are agricultural commodity inventories such as corn, soybeans, wheat, and ethanol co-products, among others, carried at net realizable value which approximates fair value based on their commodity characteristics, widely available markets, and pricing mechanisms. The net realizable value of RMI is calculated as the fair value (spot price of the commodity in an exchange), less cost of disposal and transportation based on the local market. All other inventories are held at lower of cost or net realizable value.

(in thousands)			March 31, 2022						December 31, 2021						March 31, 2021
Grain and other agricultural products (a)			$	1,435,763					$	1,427,708					$	971,914
Propane and frac sand (a)			17,529						23,780						8,388
Ethanol and co-products (a)			193,303						184,354						136,234
Plant nutrients and cob products			303,708						178,696						171,101
Total Inventories			$	1,950,303					$	1,814,538					$	1,287,637

(a) Includes RMI of $1,413.5 million, $1,410.9 million and $942.4 million at March 31, 2022, December 31, 2021 and March 31, 2021, respectively.

Inventories do not include 1.0 million, 3.0 million and 1.6 million bushels of grain held in storage for others as of March 31, 2022, December 31, 2021 and March 31, 2021, respectively. The Company does not have title to the grain and is only liable for any deficiencies in grade or shortage of quantity that may arise during the storage period. Management has not experienced historical losses on any deficiencies and does not anticipate material losses in the future.

3. Property, Plant and Equipment

The components of Property, plant and equipment, net are as follows:

(in thousands)			March 31, 2022						December 31, 2021						March 31, 2021
Land			$	39,183					$	39,162					$	39,357
Land improvements and leasehold improvements			91,061						91,122						92,656
Buildings and storage facilities			369,850						368,577						379,245
Machinery and equipment			946,352						936,476						912,372
Construction in progress			23,512						20,676						16,108
			1,469,958						1,456,013						1,439,738
Less: accumulated depreciation			697,713						669,984						599,788
Property, plant and equipment, net			$	772,245					$	786,029					$	839,950

Depreciation expense on property, plant and equipment used in continuing operations was $28.3 million and $31.1 million for the three months ended March 31, 2022 and 2021, respectively.

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4. Debt

Short-term and long-term debt at March 31, 2022, December 31, 2021 and March 31, 2021 consisted of the following:

(in thousands)			March 31, 2022						December 31, 2021						March 31, 2021
Short-term debt – non-recourse			$	148,216					$	65,485					$	140,730
Short-term debt – recourse			1,301,552						436,307						774,475
Total short-term debt			$	1,449,768					$	501,792					$	915,205
Current maturities of long-term debt – non-recourse			$	7,959					$	7,601					$	118
Current maturities of long-term debt – recourse			46,199						24,655						42,706
Total current maturities of long-term debt			$	54,158					$	32,256					$	42,824
Long-term debt, less: current maturities – non-recourse			$	62,675					$	64,972					$	126,772
Long-term debt, less: current maturities – recourse			508,506						535,515						750,811
Total long-term debt, less: current maturities			$	571,181					$	600,487					$	877,583

On March 2, 2022, the Company completed an incremental term loan amendment to its credit agreement dated January 11, 2019. The amendment provides for a short-term note of $250.0 million in which the entire stated principal is due on May 31, 2022. On March 9, 2022, the Company completed an additional term loan amendment that expanded the short-term note capacity from $250.0 million to $450.0 million. The term note will bear interest at variable rates, which are based on SOFR plus an applicable spread. As of March 31, 2022, the Company had drawn $350.0 million on the short-term note.

On March 28, 2022, the Company amended its credit agreement dated January 11, 2019. The amendment increased borrowing capacity on the revolver from $900.0 million to $1,550.0 million and extended the maturity dates of the $140.6 million and $209.4 million long-term notes originally due in 2026 to March 26, 2027 and March 28, 2029, respectively. The amendment also transitions the reference rate in the credit agreement from LIBOR to SOFR. The revolver and term notes will bear interest at variable rates, which are based on SOFR plus an applicable spread.

As of March 31, 2022, the Company repaid the remaining $200.0 million balance that was outstanding as of December 31, 2021 on a short-term note that was classified as recourse debt to the Company.

The total borrowing capacity of the Company's lines of credit at March 31, 2022 was $2,031.4 million of which the Company had a total of $907.3 million available for borrowing under its lines of credit. The Company's borrowing capacity is reduced by a combination of outstanding borrowings and letters of credit.

As of March 31, 2022, December 31, 2021 and March 31, 2021, the estimated fair value of long-term debt, including the current portion, was $633.9 million, $650.7 million and $940.7 million, respectively. The Company estimates the fair value of its long-term debt based upon the Company’s credit standing and current interest rates offered to the Company on similar bonds and rates currently available to the Company for long-term borrowings with similar terms and remaining maturities.

The Company is in compliance with all financial covenants as of March 31, 2022.

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5. Derivatives

The Company’s operating results are affected by changes to commodity prices. The Trade and Renewables businesses have established “unhedged” futures position limits (the amount of a commodity, either owned or contracted for, that does not have an offsetting derivative contract). To reduce the exposure to market price risk on commodities owned and forward purchase and sale contracts, the Company enters into exchange traded commodity futures and options contracts and over-the-counter forward and option contracts with various counterparties. These contracts are primarily traded via regulated commodity exchanges. The Company’s forward purchase and sales contracts are for physical delivery of the commodity in a future period. Contracts to purchase commodities from producers generally relate to the current or future crop years for delivery periods quoted by regulated commodity exchanges. Most contracts for the sale of commodities to processors or other commercial consumers generally do not extend beyond one year.

Most of these contracts meet the definition of derivatives. While the Company considers its commodity contracts to be effective economic hedges, the Company does not designate or account for its commodity contracts as hedges as defined under current accounting standards. The Company primarily accounts for its commodity derivatives at estimated fair value. The estimated fair value of the commodity derivative contracts that require the receipt or posting of cash collateral is recorded on a net basis (offset against cash collateral posted or received, also known as margin deposits) within commodity derivative assets or liabilities. Management determines fair value based on exchange-quoted prices and in the case of its forward purchase and sale contracts, estimated fair value is adjusted for differences in local markets and non-performance risk. For contracts for which physical delivery occurs, balance sheet classification is based on estimated delivery date. For futures, options and over-the-counter contracts in which physical delivery is not expected to occur but, rather, the contract is expected to be net settled, the Company classifies these contracts as current or noncurrent assets or liabilities, as appropriate, based on the Company’s expectations as to when such contracts will be settled.

Realized and unrealized gains and losses in the value of commodity contracts (whether due to changes in commodity prices, changes in performance or credit risk, or due to sale, maturity or extinguishment of the commodity contract) and commodity inventories are included in cost of sales and merchandising revenues.

Generally accepted accounting principles permit a party to a master netting arrangement to offset fair value amounts recognized for derivative instruments against the right to reclaim cash collateral or obligation to return cash collateral under the same master netting arrangement. The Company has master netting arrangements for its exchange traded futures and options contracts and certain over-the-counter contracts. When the Company enters into a future, option or an over-the-counter contract, an initial margin deposit may be required by the counterparty. The amount of the margin deposit varies by commodity. If the market price of a future, option or an over-the-counter contract moves in a direction that is adverse to the Company’s position, an additional margin deposit, called a maintenance margin, is required. The margin deposit assets and liabilities are included in short-term commodity derivative assets or liabilities, as appropriate, in the Condensed Consolidated Balance Sheets.

The following table presents at March 31, 2022, December 31, 2021 and March 31, 2021, a summary of the estimated fair value of the Company’s commodity derivative instruments that require cash collateral and the associated cash posted/received as collateral. The net asset or liability positions of these derivatives (net of their cash collateral) are determined on a counterparty-by-counterparty basis and are included within current or non-current commodity derivative assets (or liabilities) on the Condensed Consolidated Balance Sheets:

(in thousands)			March 31, 2022						December 31, 2021						March 31, 2021
Cash collateral paid			$	409,743					$	165,250					$	95,533
Fair value of derivatives			(144,937)						(36,843)						(76,388)
Net derivative asset position			$	264,806					$	128,407					$	19,145

The Andersons, Inc. | Q1 2022 Form 10-Q | 9

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The following table presents, on a gross basis, current and non-current commodity derivative assets and liabilities:

			March 31, 2022
(in thousands)			Commodity Derivative Assets - Current						Commodity Derivative Assets - Noncurrent						Commodity Derivative Liabilities - Current						Commodity Derivative Liabilities - Noncurrent						Total
Commodity derivative assets			$	637,947					$	15,860					$	34,798					$	1,264					$	689,869
Commodity derivative liabilities			(276,874)						(848)						(252,534)						(5,759)						(536,015)
Cash collateral paid			408,843						—						900						—						409,743
Balance sheet line item totals			$	769,916					$	15,012					$	(216,836)					$	(4,495)					$	563,597

			December 31, 2021
(in thousands)			Commodity Derivative Assets - Current						Commodity Derivative Assets - Noncurrent						Commodity Derivative Liabilities - Current						Commodity Derivative Liabilities - Noncurrent						Total
Commodity derivative assets			$	339,321					$	4,677					$	23,762					$	1,209					$	368,969
Commodity derivative liabilities			(93,758)						(105)						(152,673)						(2,578)						(249,114)
Cash collateral paid			165,250						—						—						—						165,250
Balance sheet line item totals			$	410,813					$	4,572					$	(128,911)					$	(1,369)					$	285,105

			March 31, 2021
(in thousands)			Commodity Derivative Assets - Current						Commodity Derivative Assets - Noncurrent						Commodity Derivative Liabilities - Current						Commodity Derivative Liabilities - Noncurrent						Total
Commodity derivative assets			$	357,802					$	6,762					$	20,752					$	16					$	385,332
Commodity derivative liabilities			(123,480)						(925)						(124,116)						(1,029)						(249,550)
Cash collateral paid			83,617						—						11,916						—						95,533
Balance sheet line item totals			$	317,939					$	5,837					$	(91,448)					$	(1,013)					$	231,315

The net pre-tax gains and losses on commodity derivatives not designated as hedging instruments are included in the Company’s Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021 are as follows:

									Three months ended March 31,
(in thousands)															2022						2021
Gains (losses) on commodity derivatives included in Cost of sales and merchandising revenues															$	33,998					$	166,985

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The Company had the following volume of commodity derivative contracts outstanding (on a gross basis) at March 31, 2022, December 31, 2021 and March 31, 2021:

			March 31, 2022
(in thousands)			Number of Bushels						Number of Gallons												Number of Tons
Non-exchange traded:
Corn			722,719						—												—
Soybeans			133,043						—												—
Wheat			102,690						—												—
Oats			45,967						—												—
Ethanol			—						214,513												—
Dried distillers grain			—						—												435
Soybean meal			—						—												550
Other			8,697						24,565												3,078
Subtotal			1,013,116						239,078												4,063
Exchange traded:
Corn			267,135						—												—
Soybeans			86,410						—												—
Wheat			78,500						—												—
Oats			1,815						—												—
Ethanol			—						47,082												—
Propane			—						13,356												—
Other			110						1,470												547
Subtotal			433,970						61,908												547
Total			1,447,086						300,986												4,610

			December 31, 2021
(in thousands)			Number of Bushels						Number of Gallons												Number of Tons
Non-exchange traded:
Corn			685,681						—												—
Soybeans			77,592						—												—
Wheat			109,547						—												—
Oats			31,627						—												—
Ethanol			—						192,447												—
Dried distillers grain			—						—												507
Soybean meal			—						—												544
Other			57,268						16,092												1,854
Subtotal			961,715						208,539												2,905
Exchange traded:
Corn			226,215						—												—
Soybeans			64,730						—												—
Wheat			65,020						—												—
Oats			1,300						—												—
Ethanol			—						100,884												—
Propane			—						31,542												—
Other			75						798												353
Subtotal			357,340						133,224												353
Total			1,319,055						341,763												3,258

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			March 31, 2021
(in thousands)			Number of Bushels						Number of Gallons												Number of Tons
Non-exchange traded:
Corn			745,248						—												—
Soybeans			64,698						—												—
Wheat			110,930						—												—
Oats			48,066						—												—
Ethanol			—						200,232												—
Dried distillers grain			—						—												409
Soybean meal			—						—												383
Other			4,645						1,834												1,103
Subtotal			973,587						202,066												1,895
Exchange traded:
Corn			262,920						—												—
Soybeans			62,020						—												—
Wheat			76,164						—												—
Oats			310						—												—
Ethanol			—						96,978												—
Propane			—						12,894												—
Other			—						423												265
Subtotal			401,414						110,295												265
Total			1,375,001						312,361												2,160

Interest Rate and Other Derivatives

The Company’s objectives for using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. 

The gains or losses on the derivatives designated as hedging instruments are recorded in Other comprehensive income (loss) and subsequently reclassified into interest expense in the same periods during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt.

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At March 31, 2022, December 31, 2021 and March 31, 2021, the Company had recorded the following amounts for the fair value of the Company's other derivatives:

(in thousands)			March 31, 2022						December 31, 2021						March 31, 2021
Derivatives not designated as hedging instruments
Interest rate contracts included in Accrued expenses and other current liabilities			$	—					$	(174)					$	(300)
Interest rate contracts included in Other long-term liabilities			—						—						(364)
Foreign currency contracts included in Other current (liabilities) assets			1,330						(1,069)						2,107
Derivatives designated as hedging instruments
Interest rate contracts included in Other current assets			$	805					$	—					$	—
Interest rate contracts included in Other assets			10,223						4,574						6,622
Interest rate contracts included in Accrued expenses and other current liabilities			(1,596)						(5,206)						(6,773)
Interest rate contracts included in Other long-term liabilities			—						(6,555)						(11,959)

The recording of derivatives gains and losses and the financial statement line in which they are located are as follows:

									Three months ended March 31,
(in thousands)															2022						2021
Derivatives not designated as hedging instruments
Interest rate derivative gains (losses) included in Interest expense, net															$	9					$	354
Derivatives designated as hedging instruments
Interest rate derivative gains (losses) included in Other comprehensive income (loss)															$	16,540					$	(12,947)
Interest rate derivative gains (losses) included in Interest expense, net															(1,443)						(1,618)

Outstanding interest rate derivatives, as of March 31, 2022, are as follows:

Interest Rate Hedging Instrument						Year Entered						Year of Maturity						Initial Notional Amount (in millions)						Description						Interest Rate
Long-term
Swap						2017						2022						$	20.0					Interest rate component of debt - accounted for as a hedge						1.8%
Swap						2018						2025						$	20.0					Interest rate component of debt - accounted for as a hedge						2.6%
Swap						2019						2025						$	100.0					Interest rate component of debt - accounted for as a hedge						2.3%
Swap						2019						2025						$	50.0					Interest rate component of debt - accounted for as a hedge						2.4%
Swap						2019						2025						$	50.0					Interest rate component of debt - accounted for as a hedge						2.4%
Swap						2020						2030						$	50.0					Interest rate component of debt - accounted for as a hedge						0.0% to 0.8%
Swap						2020						2030						$	50.0					Interest rate component of debt - accounted for as a hedge						0.0% to 0.8%

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6. Revenue

Many of the Company’s revenues are generated from contracts that are outside the scope of Accounting Standard Codification ("ASC") 606 and thus are accounted for under other accounting standards. Specifically, many of the Company's Trade and Renewables sales contracts are derivatives under ASC 815, Derivatives and Hedging. The breakdown of revenues between the two standards are as follows:

									Three months ended March 31,
(in thousands)															2022						2021
Revenues under ASC 606															$	677,856					$	487,094
Revenues under ASC 815															3,300,098						2,107,625
Total revenues															$	3,977,954					$	2,594,719

The remainder of this note applies only to those revenues that are accounted for under ASC 606.

Disaggregation of revenue

The following tables disaggregate revenues under ASC 606 by major product/service line for the three months ended March 31, 2022 and 2021, respectively:

			Three months ended March 31, 2022
(in thousands)			Trade						Renewables						Plant Nutrient						Total
Specialty nutrients			$	—					$	—					$	93,268					$	93,268
Primary nutrients			—						—						89,882						89,882
Products and co-products			107,871						232,694						—						340,565
Propane and frac sand			119,792						—						—						119,792
Other			6,242						1,215						26,892						34,349
Total			$	233,905					$	233,909					$	210,042					$	677,856

			Three months ended March 31, 2021
(in thousands)			Trade						Renewables						Plant Nutrient						Total
Specialty nutrients			$	—					$	—					$	76,806					$	76,806
Primary nutrients			—						—						71,659						71,659
Products and co-products			71,988						145,644						—						217,632
Propane and frac sand			92,065						—						—						92,065
Other			4,386						3,759						20,787						28,932
Total			$	168,439					$	149,403					$	169,252					$	487,094

Substantially all of the Company's revenues accounted for under ASC 606 during the three months ended March 31, 2022 and 2021, respectively, are recorded at a point in time instead of over time.

Contract balances

The balances of the Company’s contract liabilities were $185.5 million and $100.8 million as of March 31, 2022 and December 31, 2021, respectively. The difference between the opening and closing balances of the Company’s contract liabilities primarily results from the timing difference between the Company’s performance and the customer’s payment. The main driver of the contract liabilities balance is payments for primary and specialty nutrients received in advance of fulfilling our performance obligations under our customer contracts. Due to seasonality of this business, contract liabilities were built up at year-end and through the first quarter in preparation for the spring application season.

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7. Income Taxes

On a quarterly basis, the Company estimates the effective tax rate expected to be applicable for the full year and makes changes, if necessary, based on new information or events. The estimated annual effective tax rate is forecasted based on actual historical information and forward-looking estimates and is used to provide for income taxes in interim reporting periods. The Company also recognizes the tax impact of certain unusual or infrequently occurring items, such as the effects of changes in tax laws or rates and impacts from settlements with tax authorities, discretely in the quarter in which they occur.

For the three months ended March 31, 2022, the Company recorded income tax expense from continuing operations of $4.1 million. The Company's effective tax rate was 38.7% on income before taxes from continuing operations of $10.6 million. The difference between the 38.7% effective tax rate and the U.S. federal statutory tax rate of 21.0% is primarily attributable to the tax impact of certain discrete derivatives and hedging activities, state and local income taxes, and nondeductible compensation offset by the effect of non-controlling interest and Federal Research and Development Credits.

For the three months ended March 31, 2021, the Company recorded income tax expense from continuing operations of $4.4 million. The Company's effective tax rate was 30.9% on income before taxes from continuing operations of $14.1 million. The difference between the 30.9% effective tax rate and the U.S. federal statutory tax rate of 21.0% is primarily attributable to the tax impact of state and local income taxes, U.S. income taxes on foreign earnings, and nondeductible compensation.

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8. Accumulated Other Comprehensive Income (Loss)

The following table summarizes the changes in accumulated other comprehensive income (loss) ("AOCI") attributable to the Company for the three months ended March 31, 2022 and 2021:

												Three months ended March 31,
(in thousands)																		2022						2021
Currency Translation Adjustment
Beginning balance																		$	5,631					$	5,739
Other comprehensive income (loss) before reclassifications																		98						1,224
Tax effect																		—						—
Other comprehensive income (loss), net of tax																		98						1,224
Ending balance																		$	5,729					$	6,963
Hedging Adjustment
Beginning balance																		$	(5,335)					$	(18,106)
Other comprehensive income (loss) before reclassifications																		10,712						8,126
Amounts reclassified from AOCI (a)																		2,279						2,153
Tax effect																		(569)						(538)
Other comprehensive income (loss), net of tax																		12,422						9,741
Ending balance																		$	7,087					$	(8,365)
Pension and Other Postretirement Adjustment
Beginning balance																		$	640					$	33
Other comprehensive income (loss) before reclassifications																		12						68
Amounts reclassified from AOCI (b)																		(228)						(228)
Tax effect																		57						57
Other comprehensive income (loss), net of tax																		(159)						(103)
Ending balance																		$	481					$	(70)
Investments in Convertible Preferred Securities Adjustment
Beginning balance																		$	258					$	258
Other comprehensive income (loss), net of tax																		—						—
Ending balance																		$	258					$	258
Total AOCI Ending Balance																		$	13,555					$	(1,214)

(a) Amounts reclassified from gain (loss) on cash flow hedges are reclassified from AOCI to income when the hedged item affects earnings and is recognized in Interest expense, net. See Note 5 for additional information.

(b) This accumulated other comprehensive loss component is included in the computation of net periodic benefit cost recorded in Operating, administrative and general expenses.

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9. Earnings Per Share

(in thousands, except per common share data)									Three months ended March 31,
															2022						2021
Numerator:
Net income from continuing operations															$	6,504					$	9,755
Net income (loss) attributable to noncontrolling interests(a)															447						(1,845)
Net income attributable to The Andersons Inc. common shareholders from continuing operations															$	6,057					$	11,600
Income (loss) from discontinued operations, net of income taxes															$	(554)					$	3,507
Denominator:
Weighted average shares outstanding – basic															33,738						33,188
Effect of dilutive awards															541						389
Weighted average shares outstanding – diluted															34,279						33,577
Earnings (loss) per share attributable to The Andersons, Inc. common shareholders:
Basic earnings (loss):
Continuing operations															$	0.18					$	0.35
Discontinued operations															(0.02)						0.11
															$	0.16					$	0.46
Diluted earnings (loss):
Continuing operations															$	0.18					$	0.35
Discontinued operations															(0.02)						0.10
															$	0.16					$	0.45

(a) All net income (loss) attributable to noncontrolling interests is within continuing operations of the Company.

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10. Fair Value Measurements

The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis at March 31, 2022, December 31, 2021 and March 31, 2021:

(in thousands)			March 31, 2022
Assets (liabilities)			Level 1						Level 2						Level 3						Total
Commodity derivatives, net (a)			$	264,806					$	298,791					$	—					$	563,597
Provisionally priced contracts (b)			47,505						(42,698)						—						4,807
Convertible preferred securities (c)			—						—						15,905						15,905
Other assets and liabilities (d)			4,677						9,432						—						14,109
Total			$	316,988					$	265,525					$	15,905					$	598,418

(in thousands)			December 31, 2021
Assets (liabilities)			Level 1						Level 2						Level 3						Total
Commodity derivatives, net (a)			$	128,407					$	156,698					$	—					$	285,105
Provisionally priced contracts (b)			43,944						(89,797)						—						(45,853)
Convertible preferred securities (c)			—						—						11,618						11,618
Other assets and liabilities (d)			2,784						(7,361)						—						(4,577)
Total			$	175,135					$	59,540					$	11,618					$	246,293

(in thousands)			March 31, 2021
Assets (liabilities)			Level 1						Level 2						Level 3						Total
Commodity derivatives, net (a)			$	19,145					$	212,170					$	—					$	231,315
Provisionally priced contracts (b)			14,231						(31,602)						—						(17,371)
Convertible preferred securities (c)			—						—						11,649						11,649
Other assets and liabilities (d)			6,147						(12,774)						—						(6,627)
Total			$	39,523					$	167,794					$	11,649					$	218,966

(a)Includes associated cash posted/received as collateral

(b)Included in "Provisionally priced contracts" are those instruments based only on underlying futures values (Level 1) and delayed price contracts (Level 2)

(c)Recorded in “Other assets, net” on the Company’s Condensed Consolidated Balance Sheets related to certain available for sale securities.

(d)Included in other assets and liabilities are assets held by the Company to fund deferred compensation plans and foreign exchange derivative contracts (Level 1), as well as interest rate derivatives (Level 2).

Level 1 commodity derivatives reflect the fair value of the exchanged-traded futures and options contracts that the Company holds, net of the cash collateral, that the Company has in its margin account.

The majority of the Company’s assets and liabilities measured at fair value are based on the market approach valuation technique. With the market approach, fair value is derived using prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.

The Company’s net commodity derivatives primarily consist of futures or options contracts via regulated exchanges and contracts with producers or customers under which the future settlement date and bushels (or gallons in the case of ethanol contracts) of commodities to be delivered (primarily wheat, corn, soybeans and ethanol) are fixed and under which the price may or may not be fixed. Depending on the specifics of the individual contracts, the fair value is derived from the futures or options prices quoted on various exchanges for similar commodities and delivery dates as well as observable quotes for local basis adjustments (the difference, which is attributable to local market conditions, between the quoted futures price and the local cash price). Because “basis” for a particular commodity and location typically has multiple quoted prices from other agribusinesses in the same geographical vicinity and is used as a common pricing mechanism in the agribusiness industry, the Company has concluded that “basis” is typically a Level 2 fair value input for purposes of the fair value disclosure requirements related to our commodity derivatives, depending on the specific commodity. Although nonperformance risk, both of the Company and the counterparty, is present in each of these commodity contracts and is a component of the estimated fair values, based on the Company’s historical experience with its producers and customers and the Company’s knowledge of their businesses, the Company does not view nonperformance risk to be a significant input to fair value for these commodity contracts.

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These fair value disclosures exclude RMI which consists of agricultural commodity inventories measured at net realizable value. The net realizable value used to measure the Company’s agricultural commodity inventories is the fair value (spot price of the commodity in an exchange), less cost of disposal and transportation based on the local market. This valuation would generally be considered Level 2. The amount of RMI is disclosed in Note 2. Changes in the net realizable value of commodity inventories are recognized as a component of cost of sales and merchandising revenues.

Provisionally priced contract liabilities are those for which the Company has taken ownership and possession of grain, but the final purchase price has not been established. In the case of payables where the unpriced portion of the contract is limited to the futures price of the underlying commodity or the Company has delivered provisionally priced grain and a subsequent payable or receivable is set up for any future changes in the grain price, quoted exchange prices are used and the liability is deemed to be Level 1 in the fair value hierarchy. For all other unpriced contracts which include variable futures and basis components, the amounts recorded for delayed price contracts are determined on the basis of local grain market prices at the balance sheet date and, as such, are deemed to be Level 2 in the fair value hierarchy.

The convertible preferred securities are interests in several early-stage enterprises that may be in various forms, such as convertible debt or preferred equity securities.

A reconciliation of beginning and ending balances for the Company’s fair value measurements using Level 3 inputs is as follows:

			Convertible Preferred Securities
(in thousands)			2022						2021
Assets at January 1,			$	11,618					$	8,849
Additional investments			3,883						2,800
Gains included in Other income, net			404						—
Assets at March 31,			$	15,905					$	11,649

The following tables summarize quantitative information about the Company's Level 3 fair value measurements as of March 31, 2022, December 31, 2021 and March 31, 2021:

Quantitative Information about Recurring Level 3 Fair Value Measurements

Fair Value as of

(in thousands)

March 31, 2022

December 31, 2021

March 31, 2021

Valuation Method

Unobservable Input

Weighted Average

Convertible preferred securities (a)

$

15,905

$

11,618

$

11,649

Implied based on market prices

N/A

N/A

(a) The Company considers observable price changes and other additional market data available to estimate fair value, including additional capital raising, internal valuation models, progress towards key business milestones, and other relevant market data points.

Quantitative Information about Non-Recurring Level 3 Fair Value Measurements

(in thousands)

Fair Value as of 12/31/2021

Valuation Method

Unobservable Input

Weighted Average

Frac sand assets (a)

$

2,946

Third party appraisal

Various

N/A

Real property (b)

700

Market approach

Various

N/A

(a) The Company recognized impairment charges on long lived related to its frac sand business. The fair value of the assets were determined using prior transactions and third-party appraisals. These measures are considered Level 3 inputs on a nonrecurring basis.

(b) The Company recognized impairment charges on certain Trade assets and measured the fair value using Level 3 inputs on a nonrecurring basis. The fair value of the assets were determined using prior transactions in the local market and a recent sale of comparable Trade group assets held by the Company.

There were no non-recurring fair value measurements as of March 31, 2022 or March 31, 2021.

The fair value of the Company’s cash equivalents, accounts receivable and accounts payable approximate their carrying value as they are close to maturity.

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11. Related Parties

In the ordinary course of business, and on an arm's length basis, the Company will enter into related party transactions with the minority shareholders of the Company's Renewables operations and several equity method investments that the Company holds, along with other related parties.

The following table sets forth the related party transactions entered into for the time periods presented:

									Three months ended March 31,
(in thousands)															2022						2021
Sales revenues															$	86,149					$	66,646
Purchases of product and capital assets															26,427						11,674

(in thousands)			March 31, 2022						December 31, 2021						March 31, 2021
Accounts receivable			$	18,539					$	9,984					$	11,844
Accounts payable			3,371						6,034						2,850

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12. Segment Information

The Company’s operations include three reportable business segments that are distinguished primarily on the basis of products and services offered as well as the structure of management. The Trade business includes commodity merchandising and the operation of terminal grain elevator facilities. The Renewables business produces ethanol and co-products through its five co-owned and fully consolidated ethanol production facilities as well as purchases and sells ethanol and ethanol co-products. The Plant Nutrient business manufactures and distributes agricultural inputs, primarily fertilizer, to dealers and farmers, along with turf care and corncob-based products. The Other category includes other corporate level costs not attributable to an operating segment and intercompany eliminations between the segments. See Note 14 for details of the divestiture of the Rail segment.

The segment information below includes the allocation of expenses shared by one or more operating segments. Although management believes such allocations are reasonable, the operating information does not necessarily reflect how such data might appear if the segments were operated as separate businesses. The Company does not have any customers who represent 10 percent or more of total revenues from external customers.

									Three months ended March 31,
(in thousands)															2022						2021
Revenues from external customers
Trade															$	3,084,681					$	1,982,508
Renewables															683,231						442,959
Plant Nutrient															210,042						169,252
Total															$	3,977,954					$	2,594,719

									Three months ended March 31,
(in thousands)															2022						2021
Income (loss) before income taxes from continuing operations
Trade															$	3,669					$	13,855
Renewables1															5,962						1,081
Plant Nutrient															10,743						8,523
Other															(9,767)						(9,343)
Income before income taxes from continuing operations															$	10,607					$	14,116

1 Includes income (loss) attributable to noncontrolling interests of $0.4 million and $(1.8) million for the Three months ended March 31, 2022 and 2021, respectively.

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13. Commitments and Contingencies

Litigation activities

The Company is party to litigation, or threats thereof, both as defendant and plaintiff with some regularity, although individual cases that are material in size occur infrequently. As a defendant, the Company establishes reserves for claimed amounts that are considered probable and capable of estimation. If those cases are resolved for lesser amounts, the excess reserves are taken into income and, conversely, if those cases are resolved for larger than the amount the Company has accrued, the Company records additional expense. The Company believes it is unlikely that the results of its current legal proceedings for which it is the defendant, even if unfavorable, will be material. As a plaintiff, amounts that are collected can also result in sudden, non-recurring income.

Litigation results depend upon a variety of factors, including the availability of evidence, the credibility of witnesses, the performance of counsel, the state of the law, and the impressions of judges and jurors, any of which can be critical in importance, yet difficult, if not impossible, to predict. Consequently, cases currently pending, or future matters, may result in unexpected, and non-recurring losses, or income, from time to time. Finally, litigation results are often subject to judicial reconsideration, appeal and further negotiation by the parties, and as a result, the final impact of a particular judicial decision may be unknown for some time or may result in continued reserves to account for the potential of such post-verdict actions.

Specifically, the Company is party to a non-regulatory litigation claim, which is in response to penalties and fines paid to regulatory entities by a previously unconsolidated subsidiary in 2018 for the settlement of matters which focused on certain trading activity. While the Company believes it has meritorious defenses against the suit, the ultimate resolution of the matter could result in a loss in excess of the amount accrued. Given the status of the claim, the Company does not believe the excess, net of the acquisition-related indemnity, is material.

The Andersons Marathon Holdings LLC ("TAMH") received a Pre-Filing Negotiation Offer from the United States Environmental Protection Agency ("U.S. EPA") regarding the ethanol facilities owned by TAMH. The Company owns 50.1% of TAMH, which is a consolidated subsidiary of the Company. The U.S. EPA is investigating alleged recordkeeping and reporting violations under the Emergency Planning and Community Right-to-Know Act. The Company is cooperating with the U.S. EPA. The Company does not believe that any loss from this matter would have a material impact on its operations or financial condition, although the Company is unable to predict what action might be taken in the future by the U.S. EPA regarding this matter.

The estimated losses for all other outstanding claims that are considered reasonably possible are not material.

14. Discontinued Operations

On August 16, 2021, the Company entered into a definitive agreement under which the Company sold the assets of the Company’s Rail Leasing business for a cash purchase price of approximately $543.1 million. In conjunction with the sale of the Rail Leasing business, the Company announced its intent to divest the remaining pieces of the Rail Leasing business and the Rail Repair business.

Starting in the third quarter of 2021, substantially all of the assets and liabilities of our Rail business were classified as discontinued operations in the accompanying Condensed Consolidated Balance Sheets.

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The table below summarizes the results of the Rail Leasing business and the Rail Repair business for the three months ended March 31, 2022 and 2021 which are reflected in the Consolidated Statements of Operations as discontinued operations.

									Three months ended March 31,
(in thousands)															2022						2021
Sales and merchandising revenues															$	13,115					$	41,010
Cost of sales and merchandising revenues															11,071						31,739
Gross profit															2,044						9,271
Operating, administrative and general expenses															1,379						2,874
Interest expense, net															—						3,180
Other income, net:															73						1,674
Income from discontinued operations before income taxes															738						4,891
Income tax provision															1,292						1,384
Income from discontinued operations, net of income taxes															$	(554)					$	3,507

The following table summarizes the assets and liabilities which are classified as discontinued operations at March 31, 2022, December 31, 2021 and March 31, 2021.

(in thousands)			March 31, 2022						December 31, 2021						March 31, 2021
Assets
Current assets:
Accounts receivable, net			$	11,424					$	12,643					$	22,607
Inventories			7,119						6,739						7,424
Other current assets			1,712						1,503						7,105
Current assets held-for-sale			20,255						20,885						37,136
Other assets:
Rail assets leased to others, net			3,574						458						580,599
Property, plant and equipment, net			17,375						17,280						18,319
Goodwill			4,167						4,167						4,167
Other intangible assets, net			—						24						2,412
Right of use assets, net			19,918						20,999						20,836
Other assets, net			230						241						2,895
Total non-current assets held-for-sale			45,264						43,169						629,228
Total assets held-for-sale			$	65,519					$	64,054					$	666,364
Liabilities
Current liabilities:
Trade and other payables			$	2,864					$	2,546					$	4,031
Customer prepayments and deferred revenue			—						—						2,239
Current maturities of long-term debt			—						—						7,113
Current operating lease liabilities			4,235						4,672						6,561
Accrued expenses and other current liabilities			3,101						6,161						6,418
Total current liabilities held-for-sale			10,200						13,379						26,362
Long-term lease liabilities			14,738						16,119						16,035
Long-term debt, less current maturities			—						—						29,137
Non-current liabilities held-for-sale			14,738						16,119						45,172
Total liabilities held-for-sale			$	24,938					$	29,498					$	71,534

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The following table summarizes cash flow data relating to discontinued operations for the three months ended March 31, 2022 and 2021:

			Three months ended March 31,
(in thousands)			2022						2021
Depreciation and amortization			$	—					$	8,887
Capital expenditures			(3,284)						(2,913)
Proceeds from sale of assets			248						5,383
Non-cash operating activities - Gain on sale of railcars			—						(2,717)
Non-cash investing activities - capital expenditures, consisting of unpaid capital expenditure liabilities at period end			—						(110)

15. Subsequent Events

On May 3, 2022, the Company entered into a definitive agreement to sell substantially all of the remaining assets and certain liabilities of the Company's Rail Repair business. The sale is expected to close later in 2022.

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

Forward Looking Statements

The following “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contains forward-looking statements which relate to future events or future financial performance and involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements. Such factors include, but are not limited to, the effects on our business from the COVID-19 pandemic and the pace of recovery from the pandemic, economic and political conditions, globally and in the markets we serve including the ongoing economic impacts from the conflict in Ukraine, fluctuations in cost and availability of commodities, weather and agricultural conditions, governmental regulations, the effectiveness of our internal control over financial reporting and the unpredictability of existing and possible future litigation. However, it is not possible to predict or identify all such factors. The reader is urged to carefully consider these risks and others, including those risk factors listed under Item 1A of the 2021 Form 10-K and under Item 1A in this report. In some cases, the reader can identify forward-looking statements by terminology such as may, anticipates, believes, estimates, predicts, or the negative of these terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially. These forward-looking statements relate only to events as of the date on which the statements are made and the Company undertakes no obligation, other than any imposed by law, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Although management believes that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

Critical Accounting Policies and Estimates

Our critical accounting policies and critical accounting estimates, as described in our 2021 Form 10-K, have not materially changed through the first quarter of 2022.

Executive Overview

Our operations are organized, managed and classified into three reportable business segments: Trade, Renewables and Plant Nutrient. Each of these segments is generally based on the nature of products and services offered and aligns with the management structure. Due to the Rail segment being presented as discontinued operations, the Company has excluded Rail from the following discussions of financial condition and results of operations.

The agricultural commodity-based business is one in which changes in selling prices generally move in relationship to changes in purchase prices. Therefore, increases or decreases in prices of the agricultural commodities that the business deals in will have a relatively equal impact on Sales and merchandising revenues and Cost of sales and merchandising revenues and a much less significant impact on Gross profit. As a result, changes in Sales and merchandising revenues between periods may not necessarily be indicative of the overall performance of the business and greater emphasis should be placed on changes in Gross profit.

Trade

The Trade segment’s first quarter results decreased from the prior year as grain futures prices rose sharply as the war in Ukraine continues to disrupt the agricultural commodity supply chain. The increases in futures prices resulted in significant domestic basis depreciation for the quarter, despite the strong performance in the Company's recently added international merchandising business. Additionally, good first quarter results in propane merchandising did not match the strong performance from the unseasonably frigid weather experienced by the central U.S. in the first quarter of the prior year.

Agricultural inventories on hand were 188.9 million and 124.9 million bushels at March 31, 2022 and March 31, 2021, respectively. These bushels consist of inventory held at company-owned or leased facilities, transload inventory, in-transit inventory, and third-party held inventory. Total Trade storage space capacity at company owned or leased facilities, including temporary pile storage, was approximately 185 million bushels at March 31, 2022 compared to 202 million bushels at March 31, 2021.

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Capitalizing on the drop in grain basis values, Trade has accumulated a strong inventory and purchase book at good values as it looks ahead to the remainder of 2022. Planting outlook for the Eastern Grain Belt is expected to ramp up quickly, despite a slow start. Continued merchandising opportunities are expected through the remainder of the year as global stocks are not projected to recover even with an excellent harvest. Outlook for the grain elevator assets is improved with storage income earned on wheat inventory. Expected basis appreciation into harvest should drive improved elevation margins.

Renewables

The Renewables segment's first quarter income from operations increased from the prior year as margins improved across all ethanol plants and the strength in co-products continued. Also, the third-party trading of ethanol, feed ingredients and renewable feedstocks more than doubled the first quarter of the prior year. Partially offsetting these two factors was an unrealized mark-to-market adjustment of approximately $8.3 million.

Industry fundamentals are improving as we expect increased seasonal demand along with production declines during the spring maintenance season and increases in exports. Ethanol stocks remain high compared to last year's very low levels, but spot ethanol crush margins have improved heading into the second quarter.

Ethanol and related co-products volumes for the three months ended March 31, 2022 and 2021 were as follows:

									Three months ended March 31,
(in thousands)															2022						2021
Ethanol (gallons shipped)															197,318						172,212
E-85 (gallons shipped)															6,715						7,890
Corn oil (pounds shipped)															110,321						47,947
DDG (tons shipped)*															501						442

* DDG tons shipped converts wet tons to a dry ton equivalent amount.

Plant Nutrient

The Plant Nutrient segment's first quarter operating results increased from the prior period. Tons sold across all product lines were down period over period, however, the lower volumes were offset by significant margin increases. The most significant margin improvements came from the Specialty Liquids product lines and the low-salt starters in particular. While sales volumes for most agricultural fertilizers are depressed from the prior year and supplies remain tight, the Company believes our inventory is well positioned through the spring application season.

Storage capacity at our Ag Supply Chain and Specialty Liquids facilities, including leased storage, was approximately 447 thousand tons for dry nutrients and approximately 513 thousand tons for liquid nutrients at March 31, 2022, which is similar to the prior year.

Tons of product sold for the three months ended March 31, 2022 and 2021 were as follows:

									Three months ended March 31,
(in thousands)															2022						2021
Ag Supply Chain															157						222
Specialty Liquids															92						100
Engineered Granules															107						157
Total tons															356						479

In the table above, Ag Supply Chain represents facilities principally engaged in the wholesale distribution and retail sale and application of primary agricultural nutrients such as bulk nitrogen, phosphorus, and potassium. Specialty Liquid locations produce and sell a variety of low-salt liquid starter fertilizers, micronutrients for agricultural use, and specialty products for use in various industrial processes. Engineered Granules include a variety of corncob-based products and facilities that primarily manufacture granulated dry products for use in specialty turf and agricultural applications.

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Other

Our “Other” activities include corporate income and expense and cost for functions that provide support and services to the operating segments. The results include expenses and benefits not allocated to the operating segments and other elimination and consolidation adjustments.

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Operating Results

Comparison of the three months ended March 31, 2022 with the three months ended March 31, 2021 including a reconciliation of GAAP to non-GAAP measures:

			Three months ended March 31, 2022
(in thousands)			Trade						Renewables						Plant Nutrient						Other						Total
Sales and merchandising revenues			$	3,084,681					$	683,231					$	210,042					$	—					$	3,977,954
Cost of sales and merchandising revenues			3,017,062						668,040						173,317						—						3,858,419
Gross profit			67,619						15,191						36,725						—						119,535
Operating, administrative and general expenses			59,543						7,890						25,325						9,229						101,987
Interest expense (income), net			8,187						1,767						1,461						(556)						10,859
Equity in earnings (losses) of affiliates, net			(244)						—						—						—						(244)
Other income (expense), net			4,024						428						804						(1,094)						4,162
Income (loss) before income taxes from continuing operations			$	3,669					$	5,962					$	10,743					$	(9,767)					$	10,607
Income (loss) before income taxes attributable to the noncontrolling interests			—						447						—						—						447
Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations			$	3,669					$	5,515					$	10,743					$	(9,767)					$	10,160

			Three months ended March 31, 2021
(in thousands)			Trade						Renewables						Plant Nutrient						Other						Total
Sales and merchandising revenues			$	1,982,508					$	442,959					$	169,252					$	—					$	2,594,719
Cost of sales and merchandising revenues			1,909,951						434,476						136,851						—						2,481,278
Gross profit			72,557						8,483						32,401						—						113,441
Operating, administrative and general expenses			56,931						6,656						23,399						10,012						96,998
Interest expense (income), net			7,051						2,073						1,066						(201)						9,989
Equity in earnings (losses) of affiliates, net			1,794						—						—						—						1,794
Other income (expense), net			3,486						1,327						587						468						5,868
Income (loss) before income taxes from continuing operations			$	13,855					$	1,081					$	8,523					$	(9,343)					$	14,116
Income (loss) before income taxes attributable to the noncontrolling interests			—						(1,845)						—						—						(1,845)
Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations			$	13,855					$	2,926					$	8,523					$	(9,343)					$	15,961

Trade

Operating results for the Trade decreased by $10.2 million compared to the results of the same period last year. Sales and merchandising revenues increased by $1,102.2 million and Cost of sales and merchandising revenues increased by $1,107.1 million for a decreased gross profit impact of $4.9 million. Most of the increase to Sales and merchandising revenues and Cost of sales and merchandising revenues was a result of increased commodity prices from the prior year. The net decrease in Gross profit was driven by domestic corn and soybean basis depreciation from the increases in futures prices along with exceptional propane merchandising results from the unseasonably frigid weather experienced by the central U.S. in the first quarter of the prior year that did not recur in the current period.

Operating, administrative and general expenses increased by $2.6 million. The increase from the prior year is primarily related to higher labor costs as a result of new locations opened in the second half of 2021.

Interest expense increased by $1.1 million due to higher group borrowings on the Company's short-term line of credit compared to the prior year.

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Renewables

Operating results for Renewables increased by $2.6 million from the same period last year. Sales and merchandising revenues increased by $240.3 million and Cost of sales and merchandising revenues increased by $233.6 million compared to prior year. As a result, Gross profit increased by $6.7 million compared to prior year. The vast majority of the increase to Sales and merchandising revenues and Cost of sales and merchandising revenues is the result of increased commodity prices. The net increase to Gross profit in the current period results reflect improved Board crush margins across all ethanol plants, improved co-product values and strong merchandising margins. Partially offsetting the factors above was a mark-to-market adjustment of $8.3 million.

Operating, administrative and general expenses increased by $1.2 million primarily due to higher labor and utility costs from the prior year.

Plant Nutrient

Operating results for the Plant Nutrient segment increased by $2.2 million compared to the same period in the prior year. Sales and merchandising revenues increased $40.8 million and Cost of sales and merchandising revenues increased by $36.5 million resulting in increased Gross profit of $4.3 million. Both Sales and merchandising revenues and Cost of sales and merchandising revenues were higher due to higher fertilizer prices from the prior year. Gross profit improved year over year due to strong margins from well-positioned inventory in a tight supply market. The most significant margin improvements came from specialty liquids product lines, specifically low-salt starters.

Operating, administrative and general expenses increased by $1.9 million due to increased labor costs from the prior year.

Other

Operating results declined by $0.4 million from the same period last year. The decrease from the prior year was due to interest received on a tax refund as a result of the CARES Act that did not recur in current year.

Income Taxes

In the first quarter of 2022, the Company recorded income tax expense from continuing operations of $4.1 million. The Company's effective rate for 2022 was 38.7% on Income before income taxes from continuing operations of $10.6 million. The difference between the 38.7% effective tax rate and the U.S. federal statutory tax rate of 21.0% is primarily attributable to primarily attributable to the tax impact of certain discrete derivatives and hedging activities, state and local income taxes, and nondeductible compensation offset by the effect of non-controlling interest and Federal Research and Development Credits.

In the first quarter of 2021, the Company recorded income tax expense from continuing operations of $4.4 million. The Company’s effective rate for 2021 was 30.9% on Income before income taxes from continuing operations of $14.1 million. The difference between the 30.9% effective tax rate and the U.S. federal statutory tax rate of 21.0% is primarily attributable to the tax impact of state and local income taxes, U.S. income taxes on foreign earnings, and nondeductible compensation.

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Liquidity and Capital Resources

Working Capital

At March 31, 2022, the Company had working capital from continuing operations of $867.9 million, an increase of $359.9 million from the prior year. This increase was attributable to changes in the following components of current assets from continuing operations and current liabilities from continuing operations:

(in thousands)			March 31, 2022						March 31, 2021						Variance
Current Assets from Continuing Operations:
Cash and cash equivalents			$	36,381					$	35,393					$	988
Accounts receivable, net			1,050,259						677,118						373,141
Inventories			1,950,303						1,287,637						662,666
Commodity derivative assets – current			769,916						317,939						451,977
Other current assets			113,589						81,666						31,923
Total current assets from continuing operations			$	3,920,448					$	2,399,753					$	1,520,695
Current Liabilities from Continuing Operations:
Short-term debt			1,449,768						915,205						534,563
Trade and other payables			741,124						534,660						206,464
Customer prepayments and deferred revenue			384,723						161,696						223,027
Commodity derivative liabilities – current			216,836						91,448						125,388
Current maturities of long-term debt			54,158						42,824						11,334
Accrued expenses and other current liabilities			205,958						145,921						60,037
Total current liabilities from continuing operations			$	3,052,567					$	1,891,754					$	1,160,813
Working Capital from Continuing Operations			$	867,881					$	507,999					$	359,882

Current assets from continuing operations as of March 31, 2022 increased $1,520.7 million in comparison to those as of March 31, 2021. This increase was noted in mainly accounts receivable, inventories and current commodity derivative assets. The increases in those accounts can largely be attributed to the significant increases in the prices of agricultural commodities, including fertilizer, that the Company transacts in the ordinary course of business from the same period of the prior year.

Current liabilities from continuing operations increased $1,160.8 million across all financial statement line items when compared to the prior year. The increase in short-term debt is the result of higher working capital needs and driven by the significant increase in agricultural commodity prices from the prior year. The increase in trade and other payables, customer prepayments and deferred revenue, and current commodity derivative liabilities are also the result of increasing agricultural commodity prices.

Sources and Uses of Cash

						Three Months Ended
(in thousands)						March 31, 2022						March 31, 2021
Net cash used in operating activities						$	(1,074,998)					$	(445,727)
Net cash used in investing activities						(24,921)						(15,730)
Net cash provided by financing activities						919,757						467,762

Operating Activities

Our operating activities used cash of $1,075.0 million and $445.7 million in the first three months of 2022 and 2021, respectively. The increase in cash used was primarily due to the increased working capital needs, as discussed above, driven by significant increases in agricultural commodity prices. When the changes in operating assets and liabilities are removed, cash provided by operating activities was lower than prior year due to the timing of tax refunds and credits, as well as the sale of the rail leasing business.

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Investing Activities

Investing activities used cash of $24.9 million through the first three months of 2022 compared to cash used of $15.7 million in the prior year. The increase from the prior year was a result of a modest increase in capital spending on continuing operations from the prior year combined with net proceeds from sales occurring within the Rail segment in 2021 that did not recur in the current quarter.

We expect to invest approximately $100 to $125 million in property, plant and equipment in 2022 related to continuing operations.

Financing Activities

Financing activities provided cash of $919.8 million and $467.8 million for the three months ended March 31, 2022 and 2021, respectively. This increase from the prior year was due to the significant increase in agricultural commodity prices from the prior period. Our short-term debt balance of $1,449.8 million is very closely aligned to our balance of readily marketable inventories of $1,413.5 million as of March 31, 2022.

The Company is party to borrowing arrangements with a syndicate of banks that provide a total of $2,031.4 million in borrowings. Of the total capacity, $375.4 million is non-recourse to the Company. As of March 31, 2022, the Company had $907.3 million available for borrowing with $168.5 million of that total being non-recourse to the Company.

The Company paid $6.1 million in dividends in the first three months of 2022 compared to $5.8 million in the prior year. The Company paid dividends of $0.180 and $0.175 per common share in January of 2022 and 2021, respectively. On February 18, 2022, the Company declared a cash dividend of $0.180 per common share payable on April 22, 2022 to shareholders of record on April 1, 2022.

Because the Company is a significant borrower of short-term debt in peak seasons and the majority of this is variable rate debt, increases in interest rates could have a significant impact on our profitability. In addition, periods of high grain prices and/or unfavorable market conditions could require us to make additional margin deposits on our exchange traded futures contracts. Conversely, in periods of declining prices, the Company could receive a return of cash.

Management believes our sources of liquidity will be adequate to fund our operations, capital expenditures and service our indebtedness.

At March 31, 2022, the Company had standby letters of credit outstanding of $4.0 million.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

For further information, refer to our Annual Report on Form 10-K for the year ended December 31, 2021. There were no material changes in market risk, specifically commodity and interest rate risk during the three months ended March 31, 2022.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Based on an evaluation under the supervision and with the participation of the Company’s management, the Company’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act were effective as of March 31, 2022 to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting during the first quarter of 2022, identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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Part II. Other Information

Item 1. Legal Proceedings

The Company is subject to legal proceedings and claims that have not been fully resolved and that have arisen in the ordinary course of business. Except as described in Part I, Item 1 of this Form 10-Q in the Notes to Condensed Consolidated Financial Statements in Note 13, “Commitments and Contingencies,” in the opinion of management, there was not at least a reasonable possibility the Company may have incurred a material loss, or a material loss greater than a recorded accrual, concerning loss contingencies for asserted legal and other claims.

The outcome of litigation is inherently uncertain. If one or more legal matters were resolved against the Company in a reporting period for amounts above management’s expectations, the Company’s financial condition and operating results for that reporting period could be materially adversely affected.

Item 1A. Risk Factors

The business, financial condition and operating results of the Company can be affected by a number of factors, whether currently known or unknown, including but not limited to those described in Part I, Item 1A of the 2021 Form 10-K under the heading “Risk Factors,” any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past, or from anticipated future, financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results and stock price. The information presented below updates, and should be read in conjunction with, the risk factors in Part I, Item 1A. “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Except as presented below, there were no other significant changes in the Company’s risk factors during the quarter ended March 31, 2022.

The Company faces risks related to international conflicts, such as the ongoing conflict between Russia and Ukraine, that may adversely impact the Company's financial condition or results of operations.

In late February of 2022, Russia initiated a military operation in Ukraine. The Black Sea region is a key international grain and fertilizer export market and the conflict between Russia and Ukraine could continue to disrupt supply and logistics, cause volatility in prices, and impact global margins due to increased commodity, energy, and input costs. While the Company does not have any assets or employees located in the Black Sea region, it does engage in business with parties operating in the region, including some grain originations directly from Ukrainian producers. The conflict could negatively affect our ability to secure product in this region and the credit worthiness of agricultural producers with which we do business. The Company currently does not purchase fertilizer directly from this region, however, the impact to the global fertilizer supply could put the Company’s ability to secure product at risk over time.

To the extent the conflict between Russia and Ukraine adversely affects our business, it may also have the effect of heightening other risks disclosed in Part I, “Item 1A. Risk Factors” in the Company's 2021 Annual Report on Form 10-K, any of which could materially and adversely affect the Company's financial condition and results of operations. However, due to the continually evolving nature of the conflict, the potential impact that the conflict could have on such risk factors, and others that cannot yet be identified, remains uncertain. The Company continues to monitor the conflict and assess alternatives to mitigate these risks.

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

Periods						Total Number of Shares Purchased (1)						Average Price Paid Per Share						Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs						Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2)
January 2022						75,629						$	38.73					—						$	—
February 2022						—						—						—						—
March 2022						10,137						38.49						—						—
Total						85,766						$	38.70					—						$	100,000,000

(1) During the three months ended March 31, 2022, the Company acquired shares of common stock held by employees who tendered owned shares to satisfy tax withholding obligations.

(2) As of August 20, 2021, the Company was authorized to purchase up to $100 million of the Company’s common stock (the "Repurchase Plan") on or before August 20, 2024. As of March 31, 2022, none of the $100 million available to repurchase shares had been utilized. The Repurchase Plan does not obligate the Company to acquire any specific number of shares. Under the Repurchase Plan, shares may be repurchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Exchange Act.

Item 4. Mine Safety Disclosure

The Company is committed to protecting the occupational health and well-being of each of our employees. Safety is one of our core values and as an organization strive to ensure that safety is the first priority for all employees. Our internal objective is to achieve zero injuries and incidents across the Company by focusing on proactively identifying needed prevention activities, establishing standards and evaluating performance to mitigate any potential loss to people, equipment, production and the environment. The Company has implemented employee training that is geared toward maintaining a high level of awareness and knowledge of safety and health issues in the work environment. Management believes that through these policies the Company has developed an effective safety management system.

Under the Dodd-Frank Act, each operator of a coal or other mine is required to include certain mine safety results within its periodic reports filed with the SEC. As required by the reporting requirements included in §1503(a) of the Dodd-Frank Act and Item 104 of Regulation S-K, the required mine safety results regarding certain mining safety and health matters for each of our mine locations that are covered under the scope of the Dodd-Frank Act are included in Exhibit 95.1 of Item 6. Exhibits of this Quarterly Report on Form 10-Q.

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Item 6. Exhibits

Exhibit Number						Description
10.1*						Form of Restricted Share Unit Agreement
10.2						INCREMENTAL TERM LOAN AMENDMENT TO CREDIT AGREEMENT (MARCH 2, 2022)
10.3						INCREMENTAL TERM LOAN AMENDMENT TO CREDIT AGREEMENT (MARCH 9, 2022)
10.4						CREDIT AGREEMENT DATED AS OF JANUARY 11, 2019 AMONG THE ANDERSONS, INC., THE LENDERS, U.S. BANK NATIONAL ASSOCIATION, AS ADMINISTRATIVE AGENT (AMENDED AS OF MARCH 28, 2022)
31.1*						Certification of the Chief Executive Officer under Rule 13(a)-14(a)/15d-14(a)
31.2*						Certification of the Chief Financial Officer under Rule 13(a)-14(a)/15d-14(a)
32.1**						Certifications Pursuant to 18 U.S.C. Section 1350
95.1*						Mine Safety Disclosure
101**						Inline XBRL Document Set for the Condensed Consolidated Financial Statements and accompanying notes in Part I, Item 1, “Financial Statements” of this Quarterly Report on Form 10-Q.
104**						Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set.
* Filed herewith
** Furnished herewith

Items 3 and 5 are not applicable and have been omitted

The Andersons, Inc. | Q1 2022 Form 10-Q | 35

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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 thereunto duly authorized.

 

						THE ANDERSONS, INC.
Date: May 5, 2022						/s/ Patrick E. Bowe
						Patrick E. Bowe
						President and Chief Executive Officer
Date: May 5, 2022						/s/ Brian A. Valentine
						Brian A. Valentine
						Executive Vice President and Chief Financial Officer

The Andersons, Inc. | Q1 2022 Form 10-Q | 36