Document and Entity Information
Document and Entity Information - shares shares in Millions | 9 Months Ended | |
Sep. 30, 2015 | Nov. 05, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Andersons, Inc. | |
Entity Central Index Key | 821,026 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 28 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | |
Current assets: | ||||
Cash and cash equivalents | $ 40,658 | $ 114,704 | $ 326,946 | |
Restricted cash | 181 | 429 | 173 | |
Accounts receivable, net | 201,664 | 183,059 | 162,270 | |
Inventories | 527,789 | 795,655 | 396,464 | |
Commodity derivative assets – current | 60,965 | 92,771 | 126,396 | |
Deferred income taxes | 6,735 | 7,337 | 148 | |
Other current assets | 66,411 | 60,492 | 36,518 | |
Total current assets | 904,403 | 1,254,447 | 1,048,915 | |
Other assets: | ||||
Commodity derivative assets – noncurrent | 1,584 | 507 | 2,383 | |
Goodwill | 116,086 | 72,365 | 58,554 | |
Other assets, net | 104,269 | 59,162 | 54,587 | |
Pension asset | 0 | 0 | 13,738 | |
Equity method investments | 223,207 | 226,857 | 257,166 | |
Investments and Other Noncurrent Assets | 445,146 | 358,891 | 386,428 | |
Rail Group assets leased to others, net | 347,100 | 297,747 | 245,849 | |
Property, plant and equipment, net | 495,045 | 453,607 | 401,800 | |
Total assets | 2,191,694 | 2,364,692 | 2,082,992 | |
Current liabilities: | ||||
Short-term debt | 82,801 | 2,166 | 451 | |
Trade and other payables | 466,428 | 706,823 | 387,311 | |
Customer prepayments and deferred revenue | 23,581 | 99,617 | 27,246 | |
Commodity derivative liabilities – current | 49,911 | 64,075 | 229,265 | |
Accrued expenses and other current liabilities | 71,593 | 78,610 | 70,598 | |
Current maturities of long-term debt | 26,989 | 76,415 | 76,757 | |
Total current liabilities | 721,303 | 1,027,706 | 791,628 | |
Other long-term liabilities | 16,510 | 15,507 | 13,902 | |
Commodity derivative liabilities – noncurrent | 2,912 | 3,318 | 26,203 | |
Employee benefit plan obligations | 58,123 | 59,308 | 39,606 | |
Long-term debt, less current maturities | 413,561 | 298,638 | 289,448 | |
Deferred income taxes | 179,591 | 136,166 | 120,628 | |
Total liabilities | $ 1,392,000 | $ 1,540,643 | $ 1,281,415 | |
Commitments and contingencies | ||||
Shareholders’ equity: | ||||
Common shares, without par value (63,000 shares authorized; 29,430, 29,353 and 28,797 shares issued at 9/30/15, 12/31/14 and 9/30/14, respectively) | $ 96 | $ 96 | $ 96 | |
Preferred shares, without par value (1,000 shares authorized; none issued) | 0 | 0 | 0 | |
Additional paid-in-capital | 224,595 | 222,789 | 190,617 | |
Treasury shares, at cost (1,425, 390 and 373 shares at 9/30/15, 12/31/14 and 9/30/14, respectively) | (53,971) | (9,743) | (8,762) | |
Accumulated other comprehensive loss | [1] | (57,459) | (54,595) | (27,971) |
Retained earnings | 666,507 | 644,556 | 622,722 | |
Total shareholders’ equity of The Andersons, Inc. | 779,768 | 803,103 | 776,702 | |
Noncontrolling interests | 19,926 | 20,946 | 24,875 | |
Total equity | 799,694 | 824,049 | 801,577 | |
Total liabilities and equity | $ 2,191,694 | $ 2,364,692 | $ 2,082,992 | |
[1] | All amounts are net of tax. Amounts in parentheses indicate debits |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Statement of Financial Position [Abstract] | |||
Common shares, par value (dollars per share) | $ 0 | $ 0 | $ 0 |
Common shares, shares authorized (shares) | 63,000,000 | 42,000,000 | 42,000,000 |
Common shares, shares issued (shares) | 29,430,000 | 29,353,000 | 28,797,000 |
Preferred shares, par value (dollars per share) | $ 0 | $ 0 | $ 0 |
Preferred shares, shares authorized (shares) | 1,000,000 | 1,000,000 | 1,000,000 |
Preferred shares, shares issued (shares) | 0 | 0 | 0 |
Treasury shares, at cost (shares) | 1,425,000 | 390,000 | 373,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Sales and merchandising revenues | $ 935,774 | $ 952,927 | $ 3,094,355 | $ 3,268,303 |
Cost of sales and merchandising revenues | 850,584 | 868,009 | 2,817,681 | 2,985,115 |
Gross profit | 85,190 | 84,918 | 276,674 | 283,188 |
Operating, administrative and general expenses | 88,698 | 76,737 | 251,044 | 223,997 |
Interest expense | 6,147 | 4,253 | 16,210 | 16,401 |
Other income: | ||||
Equity in earnings of affiliates, net | 3,845 | 23,917 | 23,295 | 76,631 |
Other income, net | 3,355 | 1,685 | 20,235 | 25,094 |
Income (loss) before income taxes | (2,455) | 29,530 | 52,950 | 144,515 |
Income tax provision (benefit) | (1,505) | 10,251 | 17,556 | 49,837 |
Net income (loss) | (950) | 19,279 | 35,394 | 94,678 |
Net income attributable to the noncontrolling interests | 277 | 2,454 | 1,433 | 10,844 |
Net income (loss) attributable to The Andersons, Inc. | $ (1,227) | $ 16,825 | $ 33,961 | $ 83,834 |
Per common share: | ||||
Basic earnings attributable to The Andersons, Inc. common shareholders (dollars per share) | $ (0.04) | $ 0.59 | $ 1.19 | $ 2.95 |
Diluted earnings attributable to The Andersons, Inc. common shareholders (dollars per share) | (0.04) | 0.59 | 1.19 | 2.95 |
Dividends declared (dollars per share) | $ 0.14 | $ 0.11 | $ 0.42 | $ 0.33 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income | $ (950) | $ 19,279 | $ 35,394 | $ 94,678 | |
Other comprehensive income (loss), net of tax: | |||||
Decrease in estimated fair value of investment in debt securities (net of income tax of $0, $(736), $0 and $(4,044)) | 0 | (1,214) | 0 | (6,676) | |
Change in unrecognized actuarial loss and prior service cost (net of income tax of $235, $113, $1,760 and $(196) - Note 8) | 388 | 187 | 2,906 | (324) | |
Foreign currency translation adjustments (net of income tax of $(696), $0, ($82) and $0) | (2,750) | 0 | (5,954) | 0 | |
Cash flow hedge activity (net of income tax of $38, $48, $112 and $127) | 62 | 79 | 184 | 210 | |
Other comprehensive income (loss) | [1] | (2,300) | (948) | (2,864) | (6,790) |
Comprehensive income | (3,250) | 18,331 | 32,530 | 87,888 | |
Comprehensive income attributable to the noncontrolling interests | 277 | 2,454 | 1,433 | 10,844 | |
Comprehensive income (loss) attributable to The Andersons, Inc. | $ (3,527) | $ 15,877 | $ 31,097 | $ 77,044 | |
[1] | All amounts are net of tax. Amounts in parentheses indicate debits |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Increase in estimated fair value of investment in debt securities, tax expense (benefit) | $ 0 | $ (736) | $ 0 | $ (4,044) |
Unrecognized actuarial loss and prior service cost, tax expense (benefit) | 235 | 113 | 1,760 | (196) |
Foreign currency translation adjustments, tax | (696) | 0 | (82) | 0 |
Income tax on cash flow hedge activity | $ 38 | $ 48 | $ 112 | $ 127 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Operating activities | ||
Net income | $ 35,394 | $ 94,678 |
Adjustments to reconcile net income to cash used in operating activities: | ||
Depreciation and amortization | 57,365 | 44,307 |
Bad debt expense | 802 | 198 |
Equity in earnings of affiliates, net of dividends | (3,868) | 8,643 |
Gain on sale of investments in affiliates | 0 | (17,055) |
Gains on sales of Rail Group assets and related leases | (12,438) | (14,666) |
Excess tax benefit from share-based payment arrangement | (1,299) | (1,770) |
Deferred income taxes | 18,921 | 9,441 |
Stock-based compensation expense | 2,598 | 7,542 |
Goodwill impairment expense | 1,985 | 0 |
Other | 1,061 | (446) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (6,003) | 10,161 |
Inventories | 292,960 | 218,460 |
Commodity derivatives | 16,160 | 127,655 |
Other assets | (1,465) | 11,755 |
Trade and other payables | (344,400) | (396,629) |
Net cash provided by operating activities | 57,773 | 102,274 |
Investing Activities | ||
Acquisition of business, net of cash acquired | (124,592) | 0 |
Purchases of Rail Group assets | (112,346) | (39,294) |
Proceeds from sale of Rail Group assets | 64,978 | 30,894 |
Purchases of property, plant and equipment | (42,387) | (39,624) |
Proceeds from sale of property, plant and equipment | 184 | 1,043 |
Proceeds from returns of investments in affiliates | 1,480 | 35,920 |
Cash distributions to noncontrolling interests | 0 | (1,494) |
Investments in affiliates | 0 | (238) |
Change in restricted cash | 248 | 235 |
Net cash used in investing activities | (212,435) | (12,558) |
Financing Activities | ||
Net change in short-term borrowings | 79,700 | 0 |
Proceeds from issuance of long-term debt | 152,796 | 1,787 |
Payments of long-term debt | (87,032) | (64,442) |
Purchase of treasury stock | (49,089) | 0 |
Distributions to noncontrolling interest owner | (2,453) | 0 |
Proceeds from sale of treasury shares to employees and directors | 447 | 1,564 |
Payments of debt issuance costs | (271) | (3,175) |
Dividends paid | (12,011) | (9,359) |
Excess tax benefit from share-based payment arrangement | 1,299 | 1,770 |
Other | (2,770) | 0 |
Net cash provided by (used in) financing activities | 80,616 | (71,855) |
Increase (decrease) in cash and cash equivalents | (74,046) | 17,861 |
Cash and cash equivalents at beginning of period | 114,704 | 309,085 |
Cash and cash equivalents at end of period | $ 40,658 | $ 326,946 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Shares | Additional Paid-in Capital | Treasury Shares | Accumulated Other Comprehensive Loss | Retained Earnings | Noncontrolling Interests | |
Beginning Balance at Dec. 31, 2013 | $ 724,421 | $ 96 | $ 184,380 | $ (10,222) | $ (21,181) | $ 548,401 | $ 22,947 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 94,678 | 83,834 | 10,844 | |||||
Other comprehensive (loss) | (6,790) | [1] | (6,790) | |||||
Cash distributions to noncontrolling interest | (8,916) | (8,916) | ||||||
Stock awards, stock option exercises and other shares issued to employees and directors, net of income tax of $819 (163 shares) and $1,522 (215 shares) for the period June 30, 2015 and 2014, respectively | 7,621 | 6,161 | 1,460 | |||||
Payment of cash in lieu for stock split (187 shares) | (58) | (58) | ||||||
Dividends declared ($0.42 and $0.33 per common share for the year September 30, 2015 and 2014, respectively) | (9,379) | (9,379) | ||||||
Performance share unit dividend equivalents | 0 | 134 | (134) | |||||
Ending Balance at Sep. 30, 2014 | 801,577 | 96 | 190,617 | (8,762) | (27,971) | 622,722 | 24,875 | |
Beginning Balance at Dec. 31, 2014 | 824,049 | 96 | 222,789 | (9,743) | (54,595) | 644,556 | 20,946 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 35,394 | 33,961 | 1,433 | |||||
Other comprehensive (loss) | (2,864) | [1] | (2,864) | |||||
Cash distributions to noncontrolling interest | (2,453) | (2,453) | ||||||
Stock awards, stock option exercises and other shares issued to employees and directors, net of income tax of $819 (163 shares) and $1,522 (215 shares) for the period June 30, 2015 and 2014, respectively | 2,226 | (2,635) | 4,861 | |||||
Purchase of treasury shares (1,193 shares) | (49,089) | (49,089) | ||||||
Dividends declared ($0.42 and $0.33 per common share for the year September 30, 2015 and 2014, respectively) | (11,872) | (11,872) | ||||||
Shares issued for acquisitions (77 shares) | 4,303 | 4,303 | ||||||
Performance share unit dividend equivalents | 0 | 138 | (138) | |||||
Ending Balance at Sep. 30, 2015 | $ 799,694 | $ 96 | $ 224,595 | $ (53,971) | $ (57,459) | $ 666,507 | $ 19,926 | |
[1] | All amounts are net of tax. Amounts in parentheses indicate debits |
Condensed Consolidated Stateme9
Condensed Consolidated Statements of Equity (Parenthetical) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Dividends declared, per common share | $ 0.42 | $ 0.33 |
Additional Paid-in Capital | ||
Income tax on stock option exercise and other shares issued to employees and directors | $ 819 | $ 1,542 |
Stock option exercises and other shares issued to employees and directors, shares | 163 | 220 |
Shares as a result of stock split | 187 | |
Shares issued in connection with acquisition | 77 | |
Retained Earnings | ||
Dividends declared, per common share | $ 0.42 | $ 0.33 |
Treasury Shares | ||
Treasury shares purchased | 1,193 |
Basis of Presentation and Conso
Basis of Presentation and Consolidation | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Consolidation | 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”). 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. 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, 2015 . The Condensed Consolidated Balance Sheet data at December 31, 2014 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. An unaudited Condensed Consolidated Balance Sheet as of September 30, 2014 has been included as the Company operates in several seasonal industries. 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, 2014 (the “2014 Form 10-K”). New Accounting Standards In September 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments. This standard amends the recognition requirements for adjustments to provisional amounts in business combinations so that changes are recognized in the period in which they are identified. The Company has elected to early adopt this standard for business combination reporting as of the current period. The Company does not expect this standard will have a material impact on its Consolidated Financial Statements and disclosures. In July 2015, the FASB issued Accounting Standards Update No. 2015-11, Simplifying the Measurement of Inventory. This standard requires entities to measure inventory at the lower of cost or net realizable value rather than at the lower of cost or market. The standard is effective for annual and interim periods beginning after December 15, 2016. The Company does not expect this standard will have a material impact on its Consolidated Financial Statements and disclosures. In April 2015, the FASB issued Accounting Standards Update No. 2015-03, Simplifying the Presentation of Debt Issuance Costs. This standard requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability. The standard is effective for annual and interim periods beginning after December 15, 2015 and will not have a material impact on the Company's Consolidated Financial Statements and disclosures. In February 2015, the FASB issued Accounting Standards Update No. 2015-02, Consolidation (Topic 810) - Amendments to the Consolidation Analysis. This standard provides amendments to the manner in which companies assess the characteristics of variable interest entities. The standard is effective for annual periods beginning after December 15, 2015. The Company is currently assessing the impact this standard will have on its Consolidated Financial Statements and disclosures. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue From Contracts With Customers. The core principle of the new revenue model is that an entity recognizes revenue from the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard is currently effective for annual and interim periods beginning after December 15, 2016, however, the FASB has extended the effective date for one year. The Company is currently assessing the method of adoption and the impact this standard will have on its Consolidated Financial Statements and disclosures. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2015 | |
Inventory, Net [Abstract] | |
Inventories | Inventories Major classes of inventories are as follows: (in thousands) September 30, December 31, September 30, Grain $ 325,536 $ 570,916 $ 227,014 Ethanol and by-products 8,365 13,154 9,696 Plant nutrients and cob products 161,562 181,136 128,573 Retail merchandise 26,079 23,810 25,647 Railcar repair parts 6,057 6,431 5,336 Other 190 208 198 $ 527,789 $ 795,655 $ 396,464 Inventories on the Condensed Consolidated Balance Sheets at September 30, 2015 , December 31, 2014 and September 30, 2014 do not include 3.2 million , 3.1 million and 2.0 million bushels of grain, respectively, held in storage for others. 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. |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The components of property, plant and equipment are as follows: (in thousands) September 30, December 31, September 30, Land $ 30,285 $ 23,380 $ 22,415 Land improvements and leasehold improvements 76,414 71,817 68,976 Buildings and storage facilities 301,125 275,059 238,664 Machinery and equipment 368,338 333,559 320,648 Software 70,781 55,436 55,791 Construction in progress 21,044 29,620 28,260 867,987 788,871 734,754 Less: accumulated depreciation and amortization 372,942 335,264 332,954 $ 495,045 $ 453,607 $ 401,800 Depreciation and amortization expense on property, plant and equipment amounted to $39.0 million and $31.6 million for the nine months ended September 30, 2015 and 2014 , respectively. Depreciation and amortization expense on property, plant and equipment were $13.6 million and $11.2 million for the three months ended September 30, 2015 and 2014 , respectively. Rail Group Assets The components of Rail Group assets leased to others are as follows: (in thousands) September 30, December 31, September 30, Rail Group assets leased to others $ 441,267 $ 384,958 $ 330,318 Less: accumulated depreciation 94,167 87,211 84,469 $ 347,100 $ 297,747 $ 245,849 Depreciation expense on Rail Group assets leased to others amounted to $12.9 million and $10.5 million for the nine months ended September 30, 2015 and 2014 , respectively. Depreciation expense on Rail Group assets leased to others amounted to $4.6 million and $3.6 million for the three months ended September 30, 2015 and 2014 , respectively. Amortization expense on intangibles was $2.6 million and $5.5 million for the three and nine months ended September 30, 2015 , and $1.1 million and $2.2 million for the three and nine months ended September 30, 2014 . |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt The Company is party to borrowing arrangements with a syndicate of banks. See Note 10 in the Company’s 2014 Form 10-K for a description of these arrangements. Total borrowing capacity for the Company under all lines of credit is currently at $ 875.0 million , including $25.0 million of debt of The Andersons Denison Ethanol LLC ("TADE"), which is non-recourse to the Company. At September 30, 2015 , the Company had a total of $657.9 million available for borrowing under its lines of credit. Our borrowing capacity is reduced by a combination of outstanding borrowings and letters of credit. The Company was in compliance with all financial covenants as of September 30, 2015 . The Company’s short-term and long-term debt at September 30, 2015 , December 31, 2014 and September 30, 2014 consisted of the following: (in thousands) September 30, December 31, September 30, Short-term debt – recourse $ 82,801 $ 2,166 $ 451 Total short-term debt 82,801 2,166 451 Current maturities of long-term debt – non-recourse — — — Current maturities of long-term debt – recourse 26,989 76,415 76,757 Total current maturities of long-term debt 26,989 76,415 76,757 Long-term debt, less current maturities – non-recourse — — — Long-term debt, less current maturities – recourse 413,561 298,638 289,448 Total long-term debt, less current maturities $ 413,561 $ 298,638 $ 289,448 |
Derivatives
Derivatives | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives The Company’s operating results are affected by changes to commodity prices. The Grain and Ethanol businesses have established “unhedged” position limits (the amount of a commodity, either owned or contracted for, that does not have an offsetting derivative contract to lock in the price). To reduce the exposure to market price risk on commodities owned and forward grain and ethanol 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. The exchange traded contracts are primarily via the regulated Chicago Mercantile Exchange ("CME"). 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. Contracts for the sale of commodities to processors or other commercial consumers generally do not extend beyond one year . All 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 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 grain inventories are included in 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 September 30, 2015 , December 31, 2014 and September 30, 2014 , 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 noncurrent commodity derivative assets (or liabilities) on the Condensed Consolidated Balance Sheets: September 30, 2015 December 31, 2014 September 30, 2014 (in thousands) Net derivative asset position Net derivative liability position Net derivative asset position Net derivative liability position Net derivative asset position Net derivative liability position Collateral paid (received) $ 28,585 $ — $ 79,646 $ — $ (79,711 ) $ — Fair value of derivatives 5,733 — (10,981 ) — 147,983 — Balance at end of period $ 34,318 $ — $ 68,665 $ — $ 68,272 $ — The following table presents, on a gross basis, current and noncurrent commodity derivative assets and liabilities: September 30, 2015 (in thousands) Commodity derivative assets - current Commodity derivative assets - noncurrent Commodity derivative liabilities - current Commodity derivative liabilities - noncurrent Total Commodity derivative assets $ 43,892 $ 1,591 $ 2,306 $ 32 $ 47,821 Commodity derivative liabilities (11,512 ) (7 ) (52,217 ) (2,944 ) (66,680 ) Cash collateral 28,585 — — — 28,585 Balance sheet line item totals $ 60,965 $ 1,584 $ (49,911 ) $ (2,912 ) $ 9,726 December 31, 2014 (in thousands) Commodity derivative assets - current Commodity derivative assets - noncurrent Commodity derivative liabilities - current Commodity derivative liabilities - noncurrent Total Commodity derivative assets $ 49,847 $ 545 $ 6,123 $ 118 $ 56,633 Commodity derivative liabilities (36,722 ) (38 ) (70,198 ) (3,436 ) (110,394 ) Cash collateral 79,646 — — — 79,646 Balance sheet line item totals $ 92,771 $ 507 $ (64,075 ) $ (3,318 ) $ 25,885 September 30, 2014 (in thousands) Commodity derivative assets - current Commodity derivative assets - noncurrent Commodity derivative liabilities - current Commodity derivative liabilities - noncurrent Total Commodity derivative assets $ 212,760 $ 2,383 $ 2,897 $ 196 $ 218,236 Commodity derivative liabilities (6,653 ) — (232,162 ) (26,399 ) (265,214 ) Cash collateral (79,711 ) — — — (79,711 ) Balance sheet line item totals $ 126,396 $ 2,383 $ (229,265 ) $ (26,203 ) $ (126,689 ) The gains included in the Company’s Condensed Consolidated Statements of Income and the line items in which they are located for the three and nine months ended September 30, 2015 and 2014 are as follows: Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Gains (losses) on commodity derivatives included in sales and merchandising revenues $ 44,290 $ 86,558 $ 105,651 $ 106,389 The Company had the following volume of commodity derivative contracts outstanding (on a gross basis) at September 30, 2015 , December 31, 2014 and September 30, 2014 : September 30, 2015 Commodity Number of bushels (in thousands) Number of gallons (in thousands) Number of pounds (in thousands) Number of tons (in thousands) Non-exchange traded: Corn 331,740 — — — Soybeans 47,208 — — — Wheat 12,631 — — — Oats 19,449 — — — Ethanol — 131,789 — — Corn oil — — 10,063 — Other 572 — — 123 Subtotal 411,600 131,789 10,063 123 Exchange traded: Corn 129,810 — — — Soybeans 24,860 — — — Wheat 28,360 — — — Oats 3,285 — — — Ethanol — 3,192 — — Bean Oil — — — — Other — — — — Subtotal 186,315 3,192 — — Total 597,915 134,981 10,063 123 December 31, 2014 Commodity Number of bushels (in thousands) Number of gallons (in thousands) Number of pounds (in thousands) Number of tons (in thousands) Non-exchange traded: Corn 265,574 — — — Soybeans 23,820 — — — Wheat 14,967 — — — Oats 23,440 — — — Ethanol — 233,637 — — Corn oil — — 18,076 — Other 28 — — 139 Subtotal 327,829 233,637 18,076 139 Exchange traded: Corn 159,575 — — — Soybeans 31,265 — — — Wheat 30,360 — — — Oats 7,545 — — — Ethanol — 41,832 — — Bean oil — — 2,700 — Other — — — 5 Subtotal 228,745 41,832 2,700 5 Total 556,574 275,469 20,776 144 September 30, 2014 Commodity Number of bushels (in thousands) Number of gallons (in thousands) Number of pounds (in thousands) Number of tons (in thousands) Non-exchange traded: Corn 293,592 — — — Soybeans 68,486 — — — Wheat 11,370 — — — Oats 26,687 — — — Ethanol — 209,264 — — Corn oil — — 68,799 — Other 140 — — 115 Subtotal 400,275 209,264 68,799 115 Exchange traded: Corn 117,175 — — — Soybeans 34,760 — — — Wheat 35,635 — — — Oats 9,195 — — — Ethanol — 104,286 — — Other — — 5,400 11 Subtotal 196,765 104,286 5,400 11 Total 597,040 313,550 74,199 126 |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans In the fourth quarter of 2014, we began the process of terminating the funded defined benefit plan (the "Plan"), which will include settling the Plan liabilities by offering lump sum distributions to plan participants or purchasing annuity contracts for those who do not elect lump sums. As part of the planned termination, in 2014 we adjusted our asset portfolio to a target asset allocation of 100% fixed income investments (up from 49% ), which will provide a better matching of Plan assets to the characteristics of the liabilities. In the fourth quarter of 2014, we provided notice to plan participants of our intent to terminate the Plan and we applied for a determination with the Internal Revenue Service with regards to the termination. We will take further actions to minimize the volatility of the value of our pension assets relative to pension liabilities and to settle remaining Plan liabilities, including making such contributions to the Plan as may be necessary to make the Plan sufficient to settle all Plan liabilities. As of December 31, 2014, we have valued the projected benefit obligations of the Plan based on the present value of estimated costs to settle the liabilities through a combination of lump sum payments to participants and purchasing annuities from an insurance company. This reflects an estimate of how many participants we expect will accept a lump sum offering, and an estimate of lump sum payouts for those participants based on the current lump sum rates approved by the IRS. Liabilities expected to be settled through annuity contracts have been estimated based on future benefit payments, discounted based on current interest rates that correspond to the liability payouts, adjusted to reflect a premium that would be assessed by the insurer. As the liabilities are settled, unamortized losses in accumulated other comprehensive income will be recognized based on the projected benefit obligations and assets measured as of the dates the settlements occur. Based on rates as of September 30, 2015, the amount of unamortized losses in other comprehensive income that would result in a one-time noncash pre-tax charge was estimated at $54.4 million . Prior to settling the liabilities, we will contribute such additional amounts (estimated to be approximately $6.9 million as of September 30, 2015) as may be necessary to fully fund the Plan. Such contributions are expected to be made concurrent with settling the liabilities but may be made earlier at our discretion. The impact of termination is subject to rate changes at the time of settlement. This planned termination does not yet constitute a settlement of liability under applicable accounting guidance for pension plans. The Company anticipates the conversion to individual annuity policies along with the liability discharge to occur in the fourth quarter. The defined benefit plan is included in the accompanying table for all periods presented. The following are components of the net periodic benefit cost for the pension and postretirement benefit plans maintained by the Company for the three and nine months ended September 30, 2015 and 2014 : Pension Benefits (in thousands) Three months ended Nine months ended 2015 2014 2015 2014 Service cost $ 59 $ 45 $ 177 $ 135 Interest cost 45 1,193 136 3,580 Expected return on plan assets — (1,903 ) — (5,711 ) Recognized net actuarial loss 379 234 1,137 701 Benefit cost (income) $ 483 $ (431 ) $ 1,450 $ (1,295 ) Postretirement Benefits (in thousands) Three months ended Nine months ended 2015 2014 2015 2014 Service cost $ 225 $ 173 $ 675 $ 516 Interest cost 396 377 1,188 1,133 Amortization of prior service cost (136 ) (136 ) (408 ) (408 ) Recognized net actuarial loss 379 203 1,138 609 Benefit cost $ 864 $ 617 $ 2,593 $ 1,850 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 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 forecast 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. Additionally, the annual effective tax rate differs from the statutory U.S. Federal tax rate of 35% primarily due to the impact of state and local income taxes and income or losses attributable to non-controlling interests that do not impact the Company’s income tax provision. For the three months ended September 30, 2015, an income tax benefit of $1.5 million was provided at 61.3% , which varied from the U.S. Federal tax rate of 35% . The higher effective tax rate this quarter is primarily due to the cumulative impact of revised full year earnings expectations, driven by the inclusion of a one-time charge expected in the fourth quarter related to the termination of the Company’s pension plan, and relatively low third quarter earnings. For the three months ended September 30, 2014, the Company recorded income tax expense of $10.3 million at an effective tax rate of 34.7% . For the nine months ended September 30, 2015, income tax expense of $17.6 million was provided at 33.2% , which differs from the statutory U.S. Federal tax rate of 35% primarily due to lower earnings expectations and the relative benefit of the domestic production activity deduction and accounting for the investment in a foreign affiliate, partially offset by tax charges related to other permanent book to taxable income items. For the nine months ended September 30, 2014, income tax expense of $49.8 million was provided at a rate of 34.5% . We have made income tax payments, net of refunds, of $4.5 million through the first nine months of 2015, and we expect to make payments totaling approximately $21.0 million for the remainder of 2015. There have been no material changes to the balance of unrecognized tax benefits reported at December 31, 2014. The Company’s consolidated Federal income tax returns for 2011 and 2012 are currently being audited by the IRS, and it is anticipated that the IRS will substantially complete its examination in 2015. The Company does not expect that the resolution of the examination will have a material effect on its effective tax rate. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The following tables summarize the after-tax components of accumulated other comprehensive income (loss) attributable to the Company for the three and nine months ended September 30, 2015 and 2014 : Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the three months ended September 30, 2015 For the nine months ended September 30, 2015 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (242 ) $ (7,913 ) $ 126 $ (47,130 ) $ (55,159 ) $ (364 ) $ (4,709 ) $ 126 $ (49,648 ) $ (54,595 ) Other comprehensive income (loss) before reclassifications 62 (2,750 ) — 473 (2,215 ) 184 (5,954 ) — 3,161 (2,609 ) Amounts reclassified from accumulated other comprehensive loss — — — (85 ) (85 ) — — — (255 ) (255 ) Net current-period other comprehensive income (loss) 62 (2,750 ) — 388 (2,300 ) 184 (5,954 ) — 2,906 (2,864 ) Ending balance $ (180 ) $ (10,663 ) $ 126 $ (46,742 ) $ (57,459 ) $ (180 ) $ (10,663 ) $ 126 $ (46,742 ) $ (57,459 ) Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the three months ended September 30, 2014 For the nine months ended September 30, 2014 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (506 ) $ — $ 2,399 $ (28,916 ) $ (27,023 ) $ (637 ) $ — $ 7,861 $ (28,405 ) $ (21,181 ) Other comprehensive income (loss) before reclassifications 79 — (1,214 ) 272 (863 ) 210 — (6,676 ) (69 ) (6,535 ) Amounts reclassified from accumulated other comprehensive loss — — — (85 ) (85 ) — — — (255 ) (255 ) Net current-period other comprehensive income (loss) 79 — (1,214 ) 187 (948 ) 210 — (6,676 ) (324 ) (6,790 ) Ending balance $ (427 ) $ — $ 1,185 $ (28,729 ) $ (27,971 ) $ (427 ) $ — $ 1,185 $ (28,729 ) $ (27,971 ) (a) All amounts are net of tax. Amounts in parentheses indicate debits The following tables show the reclassification adjustments from accumulated other comprehensive loss to net income (loss) for the three and nine months ended September 30, 2015 and 2014 : Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (a) (in thousands) For the three months ended September 30, 2015 For the nine months ended September 30, 2015 Details about Accumulated Other Comprehensive Income (Loss) Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Statement Where Net Income Is Presented Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (136 ) (b) $ (408 ) (b) (136 ) Total before tax (408 ) Total before tax 51 Income tax provision 153 Income tax provision $ (85 ) Net of tax $ (255 ) Net of tax Total reclassifications for the period $ (85 ) Net of tax $ (255 ) Net of tax Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (a) (in thousands) For the three months ended September 30, 2014 For the nine months ended September 30, 2014 Details about Accumulated Other Comprehensive Income (Loss) Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Statement Where Net Income Is Presented Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (136 ) (b) $ (408 ) (b) (136 ) Total before tax (408 ) Total before tax 51 Income tax provision 153 Income tax provision $ (85 ) Net of tax $ (255 ) Net of tax Total reclassifications for the period $ (85 ) Net of tax $ (255 ) Net of tax (a) Amounts in parentheses indicate debits to profit/loss (b) This accumulated other comprehensive loss component is included in the computation of net periodic benefit cost (see Note 6). |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Unvested share-based payment awards that contain non-forfeitable rights to dividends are participating securities and are included in the computation of earnings per share pursuant to the two-class method. The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for common stock and any participating securities according to dividends declared (whether paid or unpaid) and participation rights in undistributed earnings. The Company’s nonvested restricted stock that was granted prior to March 2015 is considered a participating security since the share-based awards contain a non-forfeitable right to dividends irrespective of whether the awards ultimately vest. (in thousands, except per common share data) Three months ended Nine months ended 2015 2014 2015 2014 Net income (loss) attributable to The Andersons, Inc. $ (1,227 ) $ 16,825 $ 33,961 $ 83,834 Less: Distributed and undistributed earnings allocated to nonvested restricted stock (2 ) 93 61 443 Earnings available to common shareholders $ (1,225 ) $ 16,732 $ 33,900 $ 83,391 Earnings per share – basic: Weighted average shares outstanding – basic 28,071 28,260 28,394 28,222 Earnings per common share – basic $ (0.04 ) $ 0.59 $ 1.19 $ 2.95 Earnings per share – diluted: Weighted average shares outstanding – basic 28,071 28,260 28,394 28,222 Effect of dilutive awards — 40 60 46 Weighted average shares outstanding – diluted 28,071 28,300 28,454 28,268 Earnings per common share – diluted $ (0.04 ) $ 0.59 $ 1.19 $ 2.95 There were no antidilutive stock-based awards outstanding at September 30, 2015 or 2014 . |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis at September 30, 2015 , December 31, 2014 and September 30, 2014 : (in thousands) September 30, 2015 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ 16,121 $ — $ — $ 16,121 Restricted cash 181 — — 181 Commodity derivatives, net (a) 34,337 (24,611 ) — 9,726 Convertible preferred securities (b) — — 12,800 12,800 Other assets and liabilities (c) 10,814 (4,010 ) 350 7,154 Total $ 61,453 $ (28,621 ) $ 13,150 $ 45,982 (in thousands) December 31, 2014 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ 269 $ — $ — $ 269 Restricted cash 429 — — 429 Commodity derivatives, net (a) 72,868 (46,983 ) — 25,885 Convertible preferred securities (b) — — 13,300 13,300 Other assets and liabilities (c) 10,869 (2,666 ) — 8,203 Total $ 84,435 $ (49,649 ) $ 13,300 $ 48,086 (in thousands) September 30, 2014 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ 85,663 $ — $ — $ 85,663 Restricted cash 173 — — 173 Commodity derivatives, net (a) 32,606 (159,295 ) — (126,689 ) Convertible preferred securities (b) — — 15,000 15,000 Other assets and liabilities (c) 10,671 (1,636 ) — 9,035 Total $ 129,113 $ (160,931 ) $ 15,000 $ (16,818 ) (a) Includes associated cash posted/received as collateral (b) Recorded in “Other noncurrent assets” on the Company’s Condensed Consolidated Balance Sheets (c) Included in other assets and liabilities are deferred compensation assets (Level 1), interest rate derivatives (Level 2), and contingent consideration to the former owners of Kay Flo Industries, Inc (Level 3). Level 1 commodity derivatives reflect the fair value of the exchange-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 on the CME or the New York Mercantile Exchange 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, we have concluded that basis is a Level 2 fair value input for purposes of the fair value disclosure requirements related to our commodity derivatives. 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 material input to fair value for these commodity contracts. The Company’s convertible preferred securities are measured at fair value using a combination of the income and market approaches on a quarterly basis. Specifically, the income approach incorporates the use of the Discounted Cash Flow method, whereas the Market Approach incorporates the use of the Guideline Public Company method. Application of the Discounted Cash Flow method requires estimating the annual cash flows that the business enterprise is expected to generate in the future. The assumptions input into this method are estimated annual cash flows for a specified estimation period, the discount rate, and the terminal value at the end of the estimation period. In the Guideline Public Company method, valuation multiples, including total invested capital, are calculated based on financial statements and stock price data from selected guideline publicly traded companies. A comparative analysis is then performed for factors including, but not limited to size, profitability and growth to determine fair value. A reconciliation of beginning and ending balances for the Company’s fair value measurements using Level 3 inputs is as follows: (in thousands) 2015 2014 2015 2014 Contingent Consideration Contingent Consideration Convertible Preferred Securities Convertible Preferred Securities Asset at January 1, $ — $ — $ 13,300 $ 25,720 Unrealized gains (losses) included in other comprehensive income — — — (5,190 ) Asset at March 31, $ — $ — $ 13,300 $ 20,530 Unrealized gains (losses) included in other comprehensive income — — — (3,580 ) New agreements $ 350 $ — $ — $ — Asset at June 30, $ 350 $ — $ 13,300 $ 16,950 Unrealized gains (losses) included in other comprehensive income — — — (1,950 ) Sales proceeds — — (992 ) — Realized gains (losses) included in earnings — — 492 — Asset at September 30, $ 350 $ — $ 12,800 $ 15,000 The following tables summarize quantitative information about the Company's Level 3 fair value measurements as of September 30, 2015 , December 31, 2014 and September 30, 2014 : Quantitative Information about Level 3 Fair Value Measurements (in thousands) Fair Value as of September 30, 2015 Valuation Method Unobservable Input Weighted Average Convertible Preferred Securities $ 12,800 Market Approach EBITDA Multiples 5.535 Income Approach Discount Rate 14.5 % (in thousands) Fair Value as of December 31, 2014 Valuation Method Unobservable Input Weighted Average Convertible Preferred Securities $ 13,300 Market Approach EBITDA Multiples 7.00 Income Approach Discount Rate 14.5 % (in thousands) Fair Value as of September 30, 2014 Valuation Method Unobservable Input Weighted Average Convertible Preferred Securities $ 15,000 Market Approach EBITDA Multiples 8.35 Income Approach Discount Rate 14.5 % Fair Value of Financial Instruments The fair value of the Company’s long-term debt is estimated using quoted market prices or discounted future cash flows based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements. As such, the Company has concluded that the fair value of long-term debt is considered Level 2 in the fair value hierarchy. (in thousands) September 30, December 31, September 30, Fair value of long-term debt, including current maturities $ 448,590 $ 382,139 $ 369,000 Fair value in excess of carrying value 8,040 7,086 2,795 The fair value of the Company’s cash equivalents, accounts receivable and accounts payable approximate their carrying value as they are close to maturity. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Equity Method Investments The Company, directly or indirectly, holds investments in companies that are accounted for under the equity method. The Company’s equity in these entities is presented at cost plus its accumulated proportional share of income or loss, less any distributions it has received. On January 22, 2014, the Company entered into an agreement with Lansing Trade Group, LLC ("LTG") for a partial redemption of the Company's investment in LTG for $60 million . At the time of redemption, the Company's interest in LTG reduced from approximately 47.5 percent to approximately 39.2 percent on a fully diluted basis. A portion of the proceeds ( $28.5 million ) was considered a distribution of earnings and reduced the Company's cost basis in LTG. The difference between the remaining proceeds of $31.5 million and the new cost basis of the shares sold, net of deal costs, resulted in a book gain of $17.1 million ( $10.7 million after tax). This gain was recorded in Other income. The following table presents the Company’s investment balance in each of its equity method investees by entity: (in thousands) September 30, 2015 December 31, 2014 September 30, 2014 The Andersons Albion Ethanol LLC $ 31,409 $ 27,824 $ 33,465 The Andersons Clymers Ethanol LLC 31,151 37,624 51,692 The Andersons Marathon Ethanol LLC 30,066 31,537 42,416 Lansing Trade Group, LLC 84,081 78,696 72,560 Thompsons Limited (a) 43,803 48,455 53,125 Other 2,697 2,721 3,908 Total $ 223,207 $ 226,857 $ 257,166 (a) Thompsons Limited and related U.S. operating company held by joint ventures The Company holds a majority interest ( 66% ) in The Andersons Ethanol Investment LLC (“TAEI”). This consolidated entity holds a 50% interest in The Andersons Marathon Ethanol LLC (“TAME”). The noncontrolling interest in TAEI is attributed 34% of the gains and losses of TAME recorded by the Company in its equity in earnings of affiliates. The following table summarizes income earned from the Company’s equity method investments by entity: % ownership at Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 The Andersons Albion Ethanol LLC 53% $ 665 $ 4,566 $ 4,080 $ 16,165 The Andersons Clymers Ethanol LLC 38% 1,454 4,564 4,922 16,819 The Andersons Marathon Ethanol LLC 50% 385 4,596 3,530 23,106 Lansing Trade Group, LLC 40% (a) 1,382 10,016 9,290 17,130 Thompsons Limited (b) 50% 17 68 1,385 3,154 Other 5%-34% (58 ) 107 88 257 Total $ 3,845 $ 23,917 $ 23,295 $ 76,631 (a) This does not consider restricted management units which once vested will reduce the ownership percentage by approximately 1.4% (b) Thompsons Limited and related U.S. operating company held by joint ventures Total distributions received from unconsolidated affiliates were $1.6 million and $20.8 million for the three and nine months ended September 30, 2015 and $31.0 million and $96.9 million for the three and nine months ended September 30, 2014 . Investment in Debt Securities The Company owns 100% of the cumulative convertible preferred shares of Iowa Northern Railway Corporation (“IANR”), which operates a short-line railroad in Iowa. As a result of this investment, the Company has a 49.9% voting interest in IANR, with the remaining 50.1% voting interest held by the common shareholders. The preferred shares have certain rights associated with them, including voting, dividends, liquidation preference, redemption and conversion rights. IANR has indicated its desire to redeem our investment of preferred shares. On May 25, 2015, the Company and IANR agreed to reduce the preferred rate of the investment to 9% for the period of May to December, 2015 in exchange for certain other accommodations, as IANR attempts to complete its financing arrangements. This investment is accounted for as “available-for-sale” debt securities in accordance with ASC 320 and is carried at estimated fair value in “Other noncurrent assets” on the Company’s Condensed Consolidated Balance Sheet. The estimated fair value of the Company’s investment in IANR as of September 30, 2015 was $12.8 million . See Footnote 10 for additional discussion on the change in the investment value. The Company’s current maximum exposure to loss related to IANR is $22.2 million , which represents the Company’s investment at fair value plus unpaid accrued dividends of $ 9.4 million as of September 30, 2015 . The Company does not have any obligations or commitments to provide additional financial support to IANR. Related Party Transactions In the ordinary course of business, the Company will enter into related party transactions with each of the investments described above, along with other related parties. The following table sets forth the related party transactions entered into for the time periods presented: Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Sales revenues $ 230,409 $ 247,451 $ 577,133 $ 766,553 Service fee revenues (a) 3,610 5,732 14,865 17,573 Purchases of product 123,051 140,843 339,159 465,459 Lease income (b) 1,542 1,426 4,787 4,686 Labor and benefits reimbursement (c) 2,950 2,804 8,761 8,603 Other expenses (d) 269 301 827 1,025 (a) Service fee revenues include management fees, corn origination fees, ethanol and DDG marketing fees, and other commissions. (b) Lease income includes the lease of the Company’s Albion, Michigan and Clymers, Indiana grain facilities as well as certain railcars to the various ethanol LLCs and IANR. (c) The Company provides all operational labor to the unconsolidated ethanol LLCs and charges them an amount equal to the Company’s costs of the related services. (d) Other expenses include payments to IANR for repair facility rent and use of their railroad reporting mark, payment to LTG for the lease of railcars and other various expenses. (in thousands) September 30, 2015 December 31, 2014 September 30, 2014 Accounts receivable (e) $ 19,799 $ 25,049 $ 21,407 Accounts payable (f) 15,929 17,687 21,911 (e) Accounts receivable represents amounts due from related parties for sales of corn, leasing revenue and service fees. (f) Accounts payable represents amounts due to related parties for purchases of ethanol and other various items. For the three months ended September 30, 2015 and 2014 , revenues recognized for the sale of ethanol that the Company purchased from the unconsolidated ethanol LLCs were $105.1 million and $131.7 million , respectively. For the three months ended September 30, 2015 and 2014 , revenues recognized for the sale of corn to the unconsolidated ethanol LLCs under these agreements were $119.4 million and $93.0 million , respectively. For the nine months ended September 30, 2015 and 2014 , revenues recognized for the sale of ethanol that the Company purchased from the unconsolidated ethanol LLCs were $315.9 million and $444.2 million , respectively. For the nine months ended September 30, 2015 and 2014 , revenues recognized for the sale of corn to the unconsolidated ethanol LLCs under these agreements were $323.7 million and $368.3 million , respectively. From time to time, the Company enters into derivative contracts with certain of its related parties for the purchase and sale of corn and ethanol, for similar price risk mitigation purposes and on similar terms as the purchase and sale of derivative contracts it enters into with unrelated parties. The fair value of derivative contract assets with related parties as of September 30, 2015 , December 31, 2014 and September 30, 2014 was $ 3.4 million , $ 1.4 million and $ 24.6 million , respectively. The fair value of derivative contract liabilities with related parties as of September 30, 2015 , December 31, 2014 and September 30, 2014 was $ 0.3 million , $ 3.8 million and $ 18.9 million , respectively. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company’s operations include five reportable business segments that are distinguished primarily on the basis of products and services offered. The Grain business includes grain merchandising, the operation of terminal grain elevator facilities and the investments in LTG and Thompsons Limited. The Ethanol business purchases and sells ethanol and also manages the ethanol production facilities organized as limited liability companies, one is consolidated and three are investments accounted for under the equity method. There are various service contracts for these investments. Rail operations include the leasing, marketing and fleet management of railcars and other assets, railcar repair and metal fabrication. The Plant Nutrient business manufactures and distributes agricultural inputs, primarily fertilizer, to dealers and farmers, along with turf care and corncob-based products. The Retail business operates large retail stores, a specialty food market, a distribution center and a lawn and garden equipment sales and service facility. Included in “Other” are the corporate level amounts not attributed to an operating segment. In the first quarter of 2015, the Plant Nutrient Group merged with the Turf & Specialty Group, as announced in the fourth quarter of 2014. Management has adjusted its internal reporting structure to reflect this organizational change and the result of this merger is one reportable business segment, referred to as the Plant Nutrient Group. All prior periods have been recast to reflect this change. 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. Inter-segment sales are made at prices comparable to normal, unaffiliated customer sales. The Company does not have any customers who represent 10 percent or more of total revenues. Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Revenues from external customers Grain $ 570,626 $ 575,354 $ 1,781,104 $ 1,814,517 Ethanol 139,140 179,405 416,752 594,613 Plant Nutrient 149,303 133,440 660,440 639,603 Rail 44,758 32,022 134,497 117,733 Retail 31,947 32,706 101,562 101,837 Total $ 935,774 $ 952,927 $ 3,094,355 $ 3,268,303 Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Inter-segment sales Grain $ 404 $ 894 $ 2,534 $ 4,256 Plant Nutrient 53 42 517 520 Rail 388 109 813 327 Total $ 845 $ 1,045 $ 3,864 $ 5,103 Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Income (loss) before income taxes Grain $ 131 $ 12,449 $ 4,024 $ 34,110 Ethanol 5,888 21,253 20,833 74,981 Plant Nutrient (11,114 ) (3,014 ) 8,183 23,952 Rail 11,913 4,160 43,915 25,889 Retail (769 ) (968 ) (1,483 ) (1,666 ) Other (8,781 ) (6,804 ) (23,955 ) (23,595 ) Noncontrolling interests 277 2,454 1,433 10,844 Total $ (2,455 ) $ 29,530 $ 52,950 $ 144,515 (in thousands) September 30, 2015 December 31, 2014 September 30, 2014 Identifiable assets Grain $ 852,388 $ 1,137,437 $ 713,352 Ethanol 186,250 197,888 257,194 Plant Nutrient 546,673 433,013 336,887 Rail 413,955 365,531 316,851 Retail 45,403 44,536 46,108 Other 147,025 186,287 412,600 Total $ 2,191,694 $ 2,364,692 $ 2,082,992 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies 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. The estimated range of loss for all outstanding claims that are considered reasonably possible of occurring is not material. The Company has received and is cooperating fully with a request for information from the United States Environmental Protection Agency (“U.S. EPA”) regarding the history of the grain and fertilizer facility along the Maumee River in Toledo, Ohio. The U.S. EPA is investigating the possible introduction into the Maumee River of hazardous materials potentially leaching from rouge piles deposited along the riverfront by glass manufacturing operations that existed in the area prior to the initial acquisition of the land in 1960. The Company has on several prior occasions cooperated with local, state and federal regulators to install or improve drainage systems to contain storm water runoff and sewer discharges along the riverfront property to minimize the potential for such leaching. Other area land owners and the successor to the original glass making operations have also been contacted by the U.S. EPA for information. No claim or finding has been asserted thus far. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information Certain supplemental cash flow information, including noncash investing and financing activities for the nine months ended September 30, 2015 and 2014 are as follows: Nine months ended (in thousands) 2015 2014 Noncash investing and financing activity Capital projects incurred but not yet paid $ 10,708 $ 5,502 Purchase of a productive asset through seller-financing 1,010 5,055 Shares issued for acquisition of business 4,303 — Dividends declared not yet paid 3,967 3,127 |
Business Acquisitions
Business Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Business Acquisitions | Business Acquisitions On May 18, 2015, the Company purchased Kay Flo Industries, Inc. and certain subsidiaries. The Company acquired 100% of the outstanding shares of Kay Flo Industries, Inc. In connection with the acquisition, the Company agreed to pay contingent consideration based on the achievement of specified objectives, including reaching targeted gross profit thresholds. The range of undiscounted amounts the Company could be required to pay under the contingent consideration arrangement is between $0 and $24 million . The total fair value of consideration for the acquisitions is $125.5 million , including working capital. Included is $0.4 million in estimated fair value of the contingent consideration arrangement. The Company has funded this transaction with long-term debt, short-term debt, and cash on hand. The debt has been drawn from the Company's existing line of credit. The purchase price allocation has been adjusted from the prior period for additional working capital payments to the sellers of $0.3 million . The purchase price allocation is preliminary and is subject to final working capital adjustments with the sellers in the fourth quarter. The allocation is summarized below: (in thousands) Cash $ 880 Accounts receivable 14,699 Inventory 25,094 Other assets 6,155 Intangibles 53,091 Goodwill 45,706 Property, plant, and equipment 27,478 Accounts payable (17,075 ) Other current liabilities (4,521 ) Other non-current liabilities (26,035 ) Total purchase price $ 125,472 The goodwill recognized as a result of the Kay Flo Industries, Inc. acquisition is $45.7 million and is allocated to the Plant Nutrient segment. The goodwill is not deductible for tax purposes. The goodwill recognized is primarily attributable to expansion of the segment's geographic range and the ability to realize synergies from the combination of product lines and marketing efforts. Details of the intangible assets acquired are as follows: (in thousands) Fair Value Useful Life Unpatented technology $ 13,400 10 years Customer relationships 22,800 10 years Trade names 15,500 7 to 10 years Noncompete agreement 1,342 5 years Favorable leasehold interest 49 5 years Total identifiable intangible assets $ 53,091 10 years * *weighted average number of years The Company performed an analysis of all acquisitions and has determined that no pro forma financial information is needed due to such information not being material. Prior Years Business Acquisitions On October 7, 2014, the Company purchased Auburn Bean and Grain, which included six grain and four agronomy assets. The Company acquired 100% of the outstanding shares of Auburn Bean and Grain, in related transactions valued at an aggregate purchase price of $60.9 million . The purchase occurred in two transactions. For the shares of Auburn Bean and Grain, the Company paid $5.0 million in cash and approximately 637 thousand unregistered shares of the Company's common stock, valued at $35.5 million . Included in these amounts are approximately 80 thousand shares, valued at $4.5 million for an adjustment to working capital paid in 2015. The Company also paid $20.4 million in cash for certain facilities previously leased by Auburn Bean and Grain. The purchase provides combined grain storage capacity of approximately: 18.1 million bushels, 16.0 thousand tons of dry and 3.7 million gallons of liquid nutrient capacity. The purchase price allocation was finalized in the first quarter of 2015 with no changes noted from December 31, 2014. The Company also completed various individually insignificant acquisitions in 2014 for a combined purchase price of $7.2 million . The purchase price allocations were finalized in the first quarter of 2015 with no changes noted from December 31, 2014. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Inventory, Net [Abstract] | |
Classes of inventories | Major classes of inventories are as follows: (in thousands) September 30, December 31, September 30, Grain $ 325,536 $ 570,916 $ 227,014 Ethanol and by-products 8,365 13,154 9,696 Plant nutrients and cob products 161,562 181,136 128,573 Retail merchandise 26,079 23,810 25,647 Railcar repair parts 6,057 6,431 5,336 Other 190 208 198 $ 527,789 $ 795,655 $ 396,464 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Components of property, plant and equipment | The components of property, plant and equipment are as follows: (in thousands) September 30, December 31, September 30, Land $ 30,285 $ 23,380 $ 22,415 Land improvements and leasehold improvements 76,414 71,817 68,976 Buildings and storage facilities 301,125 275,059 238,664 Machinery and equipment 368,338 333,559 320,648 Software 70,781 55,436 55,791 Construction in progress 21,044 29,620 28,260 867,987 788,871 734,754 Less: accumulated depreciation and amortization 372,942 335,264 332,954 $ 495,045 $ 453,607 $ 401,800 |
Components of railcar assets leased to others | The components of Rail Group assets leased to others are as follows: (in thousands) September 30, December 31, September 30, Rail Group assets leased to others $ 441,267 $ 384,958 $ 330,318 Less: accumulated depreciation 94,167 87,211 84,469 $ 347,100 $ 297,747 $ 245,849 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-term debt | The Company’s short-term and long-term debt at September 30, 2015 , December 31, 2014 and September 30, 2014 consisted of the following: (in thousands) September 30, December 31, September 30, Short-term debt – recourse $ 82,801 $ 2,166 $ 451 Total short-term debt 82,801 2,166 451 Current maturities of long-term debt – non-recourse — — — Current maturities of long-term debt – recourse 26,989 76,415 76,757 Total current maturities of long-term debt 26,989 76,415 76,757 Long-term debt, less current maturities – non-recourse — — — Long-term debt, less current maturities – recourse 413,561 298,638 289,448 Total long-term debt, less current maturities $ 413,561 $ 298,638 $ 289,448 |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Estimated fair value of Company's commodity derivative instruments for cash collateral and associated cash 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 noncurrent commodity derivative assets (or liabilities) on the Condensed Consolidated Balance Sheets: September 30, 2015 December 31, 2014 September 30, 2014 (in thousands) Net derivative asset position Net derivative liability position Net derivative asset position Net derivative liability position Net derivative asset position Net derivative liability position Collateral paid (received) $ 28,585 $ — $ 79,646 $ — $ (79,711 ) $ — Fair value of derivatives 5,733 — (10,981 ) — 147,983 — Balance at end of period $ 34,318 $ — $ 68,665 $ — $ 68,272 $ — |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table presents, on a gross basis, current and noncurrent commodity derivative assets and liabilities: September 30, 2015 (in thousands) Commodity derivative assets - current Commodity derivative assets - noncurrent Commodity derivative liabilities - current Commodity derivative liabilities - noncurrent Total Commodity derivative assets $ 43,892 $ 1,591 $ 2,306 $ 32 $ 47,821 Commodity derivative liabilities (11,512 ) (7 ) (52,217 ) (2,944 ) (66,680 ) Cash collateral 28,585 — — — 28,585 Balance sheet line item totals $ 60,965 $ 1,584 $ (49,911 ) $ (2,912 ) $ 9,726 December 31, 2014 (in thousands) Commodity derivative assets - current Commodity derivative assets - noncurrent Commodity derivative liabilities - current Commodity derivative liabilities - noncurrent Total Commodity derivative assets $ 49,847 $ 545 $ 6,123 $ 118 $ 56,633 Commodity derivative liabilities (36,722 ) (38 ) (70,198 ) (3,436 ) (110,394 ) Cash collateral 79,646 — — — 79,646 Balance sheet line item totals $ 92,771 $ 507 $ (64,075 ) $ (3,318 ) $ 25,885 September 30, 2014 (in thousands) Commodity derivative assets - current Commodity derivative assets - noncurrent Commodity derivative liabilities - current Commodity derivative liabilities - noncurrent Total Commodity derivative assets $ 212,760 $ 2,383 $ 2,897 $ 196 $ 218,236 Commodity derivative liabilities (6,653 ) — (232,162 ) (26,399 ) (265,214 ) Cash collateral (79,711 ) — — — (79,711 ) Balance sheet line item totals $ 126,396 $ 2,383 $ (229,265 ) $ (26,203 ) $ (126,689 ) |
Company's Condensed Consolidated Statement of Income gains and location of line items | The gains included in the Company’s Condensed Consolidated Statements of Income and the line items in which they are located for the three and nine months ended September 30, 2015 and 2014 are as follows: Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Gains (losses) on commodity derivatives included in sales and merchandising revenues $ 44,290 $ 86,558 $ 105,651 $ 106,389 |
Amounts of quantities outstanding included in commodity derivative contracts | The Company had the following volume of commodity derivative contracts outstanding (on a gross basis) at September 30, 2015 , December 31, 2014 and September 30, 2014 : September 30, 2015 Commodity Number of bushels (in thousands) Number of gallons (in thousands) Number of pounds (in thousands) Number of tons (in thousands) Non-exchange traded: Corn 331,740 — — — Soybeans 47,208 — — — Wheat 12,631 — — — Oats 19,449 — — — Ethanol — 131,789 — — Corn oil — — 10,063 — Other 572 — — 123 Subtotal 411,600 131,789 10,063 123 Exchange traded: Corn 129,810 — — — Soybeans 24,860 — — — Wheat 28,360 — — — Oats 3,285 — — — Ethanol — 3,192 — — Bean Oil — — — — Other — — — — Subtotal 186,315 3,192 — — Total 597,915 134,981 10,063 123 December 31, 2014 Commodity Number of bushels (in thousands) Number of gallons (in thousands) Number of pounds (in thousands) Number of tons (in thousands) Non-exchange traded: Corn 265,574 — — — Soybeans 23,820 — — — Wheat 14,967 — — — Oats 23,440 — — — Ethanol — 233,637 — — Corn oil — — 18,076 — Other 28 — — 139 Subtotal 327,829 233,637 18,076 139 Exchange traded: Corn 159,575 — — — Soybeans 31,265 — — — Wheat 30,360 — — — Oats 7,545 — — — Ethanol — 41,832 — — Bean oil — — 2,700 — Other — — — 5 Subtotal 228,745 41,832 2,700 5 Total 556,574 275,469 20,776 144 September 30, 2014 Commodity Number of bushels (in thousands) Number of gallons (in thousands) Number of pounds (in thousands) Number of tons (in thousands) Non-exchange traded: Corn 293,592 — — — Soybeans 68,486 — — — Wheat 11,370 — — — Oats 26,687 — — — Ethanol — 209,264 — — Corn oil — — 68,799 — Other 140 — — 115 Subtotal 400,275 209,264 68,799 115 Exchange traded: Corn 117,175 — — — Soybeans 34,760 — — — Wheat 35,635 — — — Oats 9,195 — — — Ethanol — 104,286 — — Other — — 5,400 11 Subtotal 196,765 104,286 5,400 11 Total 597,040 313,550 74,199 126 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Pension Benefits | |
Employee Benefit Plans [Line Items] | |
Schedule of Defined Benefit Plans Disclosures | The following are components of the net periodic benefit cost for the pension and postretirement benefit plans maintained by the Company for the three and nine months ended September 30, 2015 and 2014 : Pension Benefits (in thousands) Three months ended Nine months ended 2015 2014 2015 2014 Service cost $ 59 $ 45 $ 177 $ 135 Interest cost 45 1,193 136 3,580 Expected return on plan assets — (1,903 ) — (5,711 ) Recognized net actuarial loss 379 234 1,137 701 Benefit cost (income) $ 483 $ (431 ) $ 1,450 $ (1,295 ) |
Postretirement Benefits | |
Employee Benefit Plans [Line Items] | |
Schedule of Defined Benefit Plans Disclosures | Postretirement Benefits (in thousands) Three months ended Nine months ended 2015 2014 2015 2014 Service cost $ 225 $ 173 $ 675 $ 516 Interest cost 396 377 1,188 1,133 Amortization of prior service cost (136 ) (136 ) (408 ) (408 ) Recognized net actuarial loss 379 203 1,138 609 Benefit cost $ 864 $ 617 $ 2,593 $ 1,850 |
Accumulated Other Comprehensi30
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following tables summarize the after-tax components of accumulated other comprehensive income (loss) attributable to the Company for the three and nine months ended September 30, 2015 and 2014 : Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the three months ended September 30, 2015 For the nine months ended September 30, 2015 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (242 ) $ (7,913 ) $ 126 $ (47,130 ) $ (55,159 ) $ (364 ) $ (4,709 ) $ 126 $ (49,648 ) $ (54,595 ) Other comprehensive income (loss) before reclassifications 62 (2,750 ) — 473 (2,215 ) 184 (5,954 ) — 3,161 (2,609 ) Amounts reclassified from accumulated other comprehensive loss — — — (85 ) (85 ) — — — (255 ) (255 ) Net current-period other comprehensive income (loss) 62 (2,750 ) — 388 (2,300 ) 184 (5,954 ) — 2,906 (2,864 ) Ending balance $ (180 ) $ (10,663 ) $ 126 $ (46,742 ) $ (57,459 ) $ (180 ) $ (10,663 ) $ 126 $ (46,742 ) $ (57,459 ) Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the three months ended September 30, 2014 For the nine months ended September 30, 2014 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (506 ) $ — $ 2,399 $ (28,916 ) $ (27,023 ) $ (637 ) $ — $ 7,861 $ (28,405 ) $ (21,181 ) Other comprehensive income (loss) before reclassifications 79 — (1,214 ) 272 (863 ) 210 — (6,676 ) (69 ) (6,535 ) Amounts reclassified from accumulated other comprehensive loss — — — (85 ) (85 ) — — — (255 ) (255 ) Net current-period other comprehensive income (loss) 79 — (1,214 ) 187 (948 ) 210 — (6,676 ) (324 ) (6,790 ) Ending balance $ (427 ) $ — $ 1,185 $ (28,729 ) $ (27,971 ) $ (427 ) $ — $ 1,185 $ (28,729 ) $ (27,971 ) (a) All amounts are net of tax. Amounts in parentheses indicate debits |
Reclassification out of Accumulated Other Comprehensive Income | The following tables show the reclassification adjustments from accumulated other comprehensive loss to net income (loss) for the three and nine months ended September 30, 2015 and 2014 : Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (a) (in thousands) For the three months ended September 30, 2015 For the nine months ended September 30, 2015 Details about Accumulated Other Comprehensive Income (Loss) Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Statement Where Net Income Is Presented Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (136 ) (b) $ (408 ) (b) (136 ) Total before tax (408 ) Total before tax 51 Income tax provision 153 Income tax provision $ (85 ) Net of tax $ (255 ) Net of tax Total reclassifications for the period $ (85 ) Net of tax $ (255 ) Net of tax Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (a) (in thousands) For the three months ended September 30, 2014 For the nine months ended September 30, 2014 Details about Accumulated Other Comprehensive Income (Loss) Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Statement Where Net Income Is Presented Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (136 ) (b) $ (408 ) (b) (136 ) Total before tax (408 ) Total before tax 51 Income tax provision 153 Income tax provision $ (85 ) Net of tax $ (255 ) Net of tax Total reclassifications for the period $ (85 ) Net of tax $ (255 ) Net of tax (a) Amounts in parentheses indicate debits to profit/loss (b) This accumulated other comprehensive loss component is included in the computation of net periodic benefit cost (see Note 6). |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings per share | (in thousands, except per common share data) Three months ended Nine months ended 2015 2014 2015 2014 Net income (loss) attributable to The Andersons, Inc. $ (1,227 ) $ 16,825 $ 33,961 $ 83,834 Less: Distributed and undistributed earnings allocated to nonvested restricted stock (2 ) 93 61 443 Earnings available to common shareholders $ (1,225 ) $ 16,732 $ 33,900 $ 83,391 Earnings per share – basic: Weighted average shares outstanding – basic 28,071 28,260 28,394 28,222 Earnings per common share – basic $ (0.04 ) $ 0.59 $ 1.19 $ 2.95 Earnings per share – diluted: Weighted average shares outstanding – basic 28,071 28,260 28,394 28,222 Effect of dilutive awards — 40 60 46 Weighted average shares outstanding – diluted 28,071 28,300 28,454 28,268 Earnings per common share – diluted $ (0.04 ) $ 0.59 $ 1.19 $ 2.95 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value on a recurring basis | The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis at September 30, 2015 , December 31, 2014 and September 30, 2014 : (in thousands) September 30, 2015 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ 16,121 $ — $ — $ 16,121 Restricted cash 181 — — 181 Commodity derivatives, net (a) 34,337 (24,611 ) — 9,726 Convertible preferred securities (b) — — 12,800 12,800 Other assets and liabilities (c) 10,814 (4,010 ) 350 7,154 Total $ 61,453 $ (28,621 ) $ 13,150 $ 45,982 (in thousands) December 31, 2014 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ 269 $ — $ — $ 269 Restricted cash 429 — — 429 Commodity derivatives, net (a) 72,868 (46,983 ) — 25,885 Convertible preferred securities (b) — — 13,300 13,300 Other assets and liabilities (c) 10,869 (2,666 ) — 8,203 Total $ 84,435 $ (49,649 ) $ 13,300 $ 48,086 (in thousands) September 30, 2014 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ 85,663 $ — $ — $ 85,663 Restricted cash 173 — — 173 Commodity derivatives, net (a) 32,606 (159,295 ) — (126,689 ) Convertible preferred securities (b) — — 15,000 15,000 Other assets and liabilities (c) 10,671 (1,636 ) — 9,035 Total $ 129,113 $ (160,931 ) $ 15,000 $ (16,818 ) (a) Includes associated cash posted/received as collateral (b) Recorded in “Other noncurrent assets” on the Company’s Condensed Consolidated Balance Sheets (c) Included in other assets and liabilities are deferred compensation assets (Level 1), interest rate derivatives (Level 2), and contingent consideration to the former owners of Kay Flo Industries, Inc (Level 3). |
Beginning and ending balances for the Company's fair value measurements using Level 3 inputs | A reconciliation of beginning and ending balances for the Company’s fair value measurements using Level 3 inputs is as follows: (in thousands) 2015 2014 2015 2014 Contingent Consideration Contingent Consideration Convertible Preferred Securities Convertible Preferred Securities Asset at January 1, $ — $ — $ 13,300 $ 25,720 Unrealized gains (losses) included in other comprehensive income — — — (5,190 ) Asset at March 31, $ — $ — $ 13,300 $ 20,530 Unrealized gains (losses) included in other comprehensive income — — — (3,580 ) New agreements $ 350 $ — $ — $ — Asset at June 30, $ 350 $ — $ 13,300 $ 16,950 Unrealized gains (losses) included in other comprehensive income — — — (1,950 ) Sales proceeds — — (992 ) — Realized gains (losses) included in earnings — — 492 — Asset at September 30, $ 350 $ — $ 12,800 $ 15,000 |
Fair Value Inputs, Assets, Quantitative Information | The following tables summarize quantitative information about the Company's Level 3 fair value measurements as of September 30, 2015 , December 31, 2014 and September 30, 2014 : Quantitative Information about Level 3 Fair Value Measurements (in thousands) Fair Value as of September 30, 2015 Valuation Method Unobservable Input Weighted Average Convertible Preferred Securities $ 12,800 Market Approach EBITDA Multiples 5.535 Income Approach Discount Rate 14.5 % (in thousands) Fair Value as of December 31, 2014 Valuation Method Unobservable Input Weighted Average Convertible Preferred Securities $ 13,300 Market Approach EBITDA Multiples 7.00 Income Approach Discount Rate 14.5 % (in thousands) Fair Value as of September 30, 2014 Valuation Method Unobservable Input Weighted Average Convertible Preferred Securities $ 15,000 Market Approach EBITDA Multiples 8.35 Income Approach Discount Rate 14.5 % |
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | (in thousands) September 30, December 31, September 30, Fair value of long-term debt, including current maturities $ 448,590 $ 382,139 $ 369,000 Fair value in excess of carrying value 8,040 7,086 2,795 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Company's investment balance in each of its equity method investees by entity | The following table presents the Company’s investment balance in each of its equity method investees by entity: (in thousands) September 30, 2015 December 31, 2014 September 30, 2014 The Andersons Albion Ethanol LLC $ 31,409 $ 27,824 $ 33,465 The Andersons Clymers Ethanol LLC 31,151 37,624 51,692 The Andersons Marathon Ethanol LLC 30,066 31,537 42,416 Lansing Trade Group, LLC 84,081 78,696 72,560 Thompsons Limited (a) 43,803 48,455 53,125 Other 2,697 2,721 3,908 Total $ 223,207 $ 226,857 $ 257,166 (a) Thompsons Limited and related U.S. operating company held by joint ventures |
Income (loss) earned from the Company's equity method investments by entity | The following table summarizes income earned from the Company’s equity method investments by entity: % ownership at Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 The Andersons Albion Ethanol LLC 53% $ 665 $ 4,566 $ 4,080 $ 16,165 The Andersons Clymers Ethanol LLC 38% 1,454 4,564 4,922 16,819 The Andersons Marathon Ethanol LLC 50% 385 4,596 3,530 23,106 Lansing Trade Group, LLC 40% (a) 1,382 10,016 9,290 17,130 Thompsons Limited (b) 50% 17 68 1,385 3,154 Other 5%-34% (58 ) 107 88 257 Total $ 3,845 $ 23,917 $ 23,295 $ 76,631 (a) This does not consider restricted management units which once vested will reduce the ownership percentage by approximately 1.4% (b) Thompsons Limited and related U.S. operating company held by joint ventures |
Schedule of aggregate summarized financial information of subsidiaries | The following table sets forth the related party transactions entered into for the time periods presented: Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Sales revenues $ 230,409 $ 247,451 $ 577,133 $ 766,553 Service fee revenues (a) 3,610 5,732 14,865 17,573 Purchases of product 123,051 140,843 339,159 465,459 Lease income (b) 1,542 1,426 4,787 4,686 Labor and benefits reimbursement (c) 2,950 2,804 8,761 8,603 Other expenses (d) 269 301 827 1,025 (a) Service fee revenues include management fees, corn origination fees, ethanol and DDG marketing fees, and other commissions. (b) Lease income includes the lease of the Company’s Albion, Michigan and Clymers, Indiana grain facilities as well as certain railcars to the various ethanol LLCs and IANR. (c) The Company provides all operational labor to the unconsolidated ethanol LLCs and charges them an amount equal to the Company’s costs of the related services. (d) Other expenses include payments to IANR for repair facility rent and use of their railroad reporting mark, payment to LTG for the lease of railcars and other various expenses. (in thousands) September 30, 2015 December 31, 2014 September 30, 2014 Accounts receivable (e) $ 19,799 $ 25,049 $ 21,407 Accounts payable (f) 15,929 17,687 21,911 (e) Accounts receivable represents amounts due from related parties for sales of corn, leasing revenue and service fees. (f) Accounts payable represents amounts due to related parties for purchases of ethanol and other various items. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Revenues from external customers Grain $ 570,626 $ 575,354 $ 1,781,104 $ 1,814,517 Ethanol 139,140 179,405 416,752 594,613 Plant Nutrient 149,303 133,440 660,440 639,603 Rail 44,758 32,022 134,497 117,733 Retail 31,947 32,706 101,562 101,837 Total $ 935,774 $ 952,927 $ 3,094,355 $ 3,268,303 Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Inter-segment sales Grain $ 404 $ 894 $ 2,534 $ 4,256 Plant Nutrient 53 42 517 520 Rail 388 109 813 327 Total $ 845 $ 1,045 $ 3,864 $ 5,103 Three months ended Nine months ended (in thousands) 2015 2014 2015 2014 Income (loss) before income taxes Grain $ 131 $ 12,449 $ 4,024 $ 34,110 Ethanol 5,888 21,253 20,833 74,981 Plant Nutrient (11,114 ) (3,014 ) 8,183 23,952 Rail 11,913 4,160 43,915 25,889 Retail (769 ) (968 ) (1,483 ) (1,666 ) Other (8,781 ) (6,804 ) (23,955 ) (23,595 ) Noncontrolling interests 277 2,454 1,433 10,844 Total $ (2,455 ) $ 29,530 $ 52,950 $ 144,515 (in thousands) September 30, 2015 December 31, 2014 September 30, 2014 Identifiable assets Grain $ 852,388 $ 1,137,437 $ 713,352 Ethanol 186,250 197,888 257,194 Plant Nutrient 546,673 433,013 336,887 Rail 413,955 365,531 316,851 Retail 45,403 44,536 46,108 Other 147,025 186,287 412,600 Total $ 2,191,694 $ 2,364,692 $ 2,082,992 |
Supplemental Cash Flow Inform35
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Schedule of Cash Flow Supplemental Information | Certain supplemental cash flow information, including noncash investing and financing activities for the nine months ended September 30, 2015 and 2014 are as follows: Nine months ended (in thousands) 2015 2014 Noncash investing and financing activity Capital projects incurred but not yet paid $ 10,708 $ 5,502 Purchase of a productive asset through seller-financing 1,010 5,055 Shares issued for acquisition of business 4,303 — Dividends declared not yet paid 3,967 3,127 |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions | The purchase price allocation is preliminary and is subject to final working capital adjustments with the sellers in the fourth quarter. The allocation is summarized below: (in thousands) Cash $ 880 Accounts receivable 14,699 Inventory 25,094 Other assets 6,155 Intangibles 53,091 Goodwill 45,706 Property, plant, and equipment 27,478 Accounts payable (17,075 ) Other current liabilities (4,521 ) Other non-current liabilities (26,035 ) Total purchase price $ 125,472 |
Schedule of Acquired Intangible Assets | Details of the intangible assets acquired are as follows: (in thousands) Fair Value Useful Life Unpatented technology $ 13,400 10 years Customer relationships 22,800 10 years Trade names 15,500 7 to 10 years Noncompete agreement 1,342 5 years Favorable leasehold interest 49 5 years Total identifiable intangible assets $ 53,091 10 years * *weighted average number of years |
Inventories (Details)
Inventories (Details) $ in Thousands, bu in Millions | Sep. 30, 2015USD ($)bu | Dec. 31, 2014USD ($)bu | Sep. 30, 2014USD ($)bu |
Inventory, Net [Abstract] | |||
Grain | $ 325,536 | $ 570,916 | $ 227,014 |
Ethanol and by-products | 8,365 | 13,154 | 9,696 |
Plant nutrients and cob products | 161,562 | 181,136 | 128,573 |
Retail merchandise | 26,079 | 23,810 | 25,647 |
Railcar repair parts | 6,057 | 6,431 | 5,336 |
Other | 190 | 208 | 198 |
Total inventories | $ 527,789 | $ 795,655 | $ 396,464 |
Bushels of grain held in storage and excluded from inventory calculations | bu | 3.2 | 3.1 | 2 |
Property, Plant and Equipment38
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Components of property, plant and equipment | |||
Land | $ 30,285 | $ 23,380 | $ 22,415 |
Land improvements and leasehold improvements | 76,414 | 71,817 | 68,976 |
Buildings and storage facilities | 301,125 | 275,059 | 238,664 |
Machinery and equipment | 368,338 | 333,559 | 320,648 |
Software | 70,781 | 55,436 | 55,791 |
Construction in progress | 21,044 | 29,620 | 28,260 |
Property, plant and equipment, gross | 867,987 | 788,871 | 734,754 |
Less: accumulated depreciation and amortization | 372,942 | 335,264 | 332,954 |
Property, plant and equipment, net | $ 495,045 | $ 453,607 | $ 401,800 |
Property, Plant and Equipment39
Property, Plant and Equipment (Details 1) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Components of Railcar assets leased to others | |||
Railcar assets leased to others | $ 441,267 | $ 384,958 | $ 330,318 |
Less: accumulated depreciation | 94,167 | 87,211 | 84,469 |
Railcar assets leased to others, net | $ 347,100 | $ 297,747 | $ 245,849 |
Property, Plant and Equipment40
Property, Plant and Equipment (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation, Depletion and Amortization, Nonproduction | $ 13.6 | $ 11.2 | $ 39 | $ 31.6 |
Depreciation expense on railcar assets leased to others | 4.6 | 3.6 | 12.9 | 10.5 |
Amortization expense on intangible assets | $ 2.6 | $ 1.1 | $ 5.5 | $ 2.2 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Debt Instrument [Line Items] | |||
Short-term debt | $ 82,801 | $ 2,166 | $ 451 |
Long-term debt | |||
Total current maturities of long-term debt | 26,989 | 76,415 | 76,757 |
Total long-term debt, less current maturities | 413,561 | 298,638 | 289,448 |
Nonrecourse | |||
Long-term debt | |||
Total current maturities of long-term debt | 0 | 0 | 0 |
Total long-term debt, less current maturities | 0 | 0 | 0 |
Recourse | |||
Debt Instrument [Line Items] | |||
Short-term debt | 82,801 | 2,166 | 451 |
Long-term debt | |||
Total current maturities of long-term debt | 26,989 | 76,415 | 76,757 |
Total long-term debt, less current maturities | $ 413,561 | $ 298,638 | $ 289,448 |
Debt (Details Textual)
Debt (Details Textual) - Line of credit $ in Millions | Sep. 30, 2015USD ($) |
Line of Credit Facility [Line Items] | |
Total borrowing capacity under lines of credit | $ 875 |
Total available for borrowings under lines of credit | 657.9 |
Secured Debt | |
Line of Credit Facility [Line Items] | |
Total borrowing capacity under lines of credit | $ 25 |
Derivatives (Details)
Derivatives (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Estimated fair value of Company's commodity derivative instruments for cash collateral and associated cash as collateral | |||
Net derivative asset position, Collateral paid (received) | $ 28,585 | $ 79,646 | $ (79,711) |
Net derivative asset position, Fair value of derivatives | 5,733 | (10,981) | 147,983 |
Net derivative asset position, net | 34,318 | 68,665 | 68,272 |
Net derivative liability position, Collateral paid | 0 | 0 | 0 |
Net derivative liability position, Fair value of derivatives | 0 | 0 | 0 |
Net derivative liability position, net | $ 0 | $ 0 | $ 0 |
Derivatives (Details 1)
Derivatives (Details 1) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Derivatives, Fair Value [Line Items] | |||
Commodity derivative assets | $ 5,733 | $ (10,981) | $ 147,983 |
Commodity derivative liabilities | 0 | 0 | 0 |
Commodity derivative assets - current | 60,965 | 92,771 | 126,396 |
Commodity derivative assets - noncurrent | 1,584 | 507 | 2,383 |
Commodity derivative liabilities - current | (49,911) | (64,075) | (229,265) |
Commodity derivative liabilities - noncurrent | (2,912) | (3,318) | (26,203) |
Commodity | |||
Derivatives, Fair Value [Line Items] | |||
Commodity derivative assets | 47,821 | 56,633 | 218,236 |
Commodity derivative liabilities | (66,680) | (110,394) | (265,214) |
Cash collateral | 28,585 | 79,646 | (79,711) |
Total | 9,726 | 25,885 | (126,689) |
Commodity | Commodity derivative assets - current | |||
Derivatives, Fair Value [Line Items] | |||
Commodity derivative assets | 43,892 | 49,847 | 212,760 |
Commodity derivative liabilities | (11,512) | (36,722) | (6,653) |
Cash collateral | 28,585 | 79,646 | (79,711) |
Commodity derivative assets - current | 60,965 | 92,771 | 126,396 |
Commodity | Commodity derivative assets - noncurrent | |||
Derivatives, Fair Value [Line Items] | |||
Commodity derivative assets | 1,591 | 545 | 2,383 |
Commodity derivative liabilities | (7) | (38) | 0 |
Cash collateral | 0 | 0 | 0 |
Commodity derivative assets - noncurrent | 1,584 | 507 | 2,383 |
Commodity | Commodity derivative liabilities - current | |||
Derivatives, Fair Value [Line Items] | |||
Commodity derivative assets | 2,306 | 6,123 | 2,897 |
Commodity derivative liabilities | (52,217) | (70,198) | (232,162) |
Cash collateral | 0 | 0 | 0 |
Commodity derivative liabilities - current | (49,911) | (64,075) | (229,265) |
Commodity | Commodity derivative liabilities - noncurrent | |||
Derivatives, Fair Value [Line Items] | |||
Commodity derivative assets | 32 | 118 | 196 |
Commodity derivative liabilities | (2,944) | (3,436) | (26,399) |
Cash collateral | 0 | 0 | 0 |
Commodity derivative liabilities - noncurrent | $ (2,912) | $ (3,318) | $ (26,203) |
Derivatives (Details 2)
Derivatives (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gains (losses) on commodity derivatives included in sales and merchandising revenues | $ 44,290 | $ 86,558 | $ 105,651 | $ 106,389 |
Derivatives (Details 3)
Derivatives (Details 3) lb in Thousands, gal in Thousands, bu in Thousands, T in Thousands | Sep. 30, 2015lb | Sep. 30, 2015bu | Sep. 30, 2015T | Sep. 30, 2015gal | Dec. 31, 2014lb | Dec. 31, 2014bu | Dec. 31, 2014T | Dec. 31, 2014gal | Sep. 30, 2014lb | Sep. 30, 2014bu | Sep. 30, 2014T | Sep. 30, 2014gal |
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 10,063 | 597,915 | 123 | 134,981 | 20,776 | 556,574 | 144 | 275,469 | 74,199 | 597,040 | 126 | 313,550 |
Non-exchange Traded | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 10,063 | 411,600 | 123 | 131,789 | 18,076 | 327,829 | 139 | 233,637 | 68,799 | 400,275 | 115 | 209,264 |
Non-exchange Traded | Corn | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 331,740 | 0 | 0 | 0 | 265,574 | 0 | 0 | 0 | 293,592 | 0 | 0 |
Non-exchange Traded | Soybeans | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 47,208 | 0 | 0 | 0 | 23,820 | 0 | 0 | 0 | 68,486 | 0 | 0 |
Non-exchange Traded | Wheat | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 12,631 | 0 | 0 | 0 | 14,967 | 0 | 0 | 0 | 11,370 | 0 | 0 |
Non-exchange Traded | Oats | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 19,449 | 0 | 0 | 0 | 23,440 | 0 | 0 | 0 | 26,687 | 0 | 0 |
Non-exchange Traded | Ethanol | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 0 | 0 | 131,789 | 0 | 0 | 0 | 233,637 | 0 | 0 | 0 | 209,264 |
Non-exchange Traded | Corn Oil | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 10,063 | 0 | 0 | 0 | 18,076 | 0 | 0 | 0 | 68,799 | 0 | 0 | 0 |
Non-exchange Traded | Other | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 572 | 123 | 0 | 0 | 28 | 139 | 0 | 0 | 140 | 115 | 0 |
Exchange Traded | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 186,315 | 0 | 3,192 | 2,700 | 228,745 | 5 | 41,832 | 5,400 | 196,765 | 11 | 104,286 |
Exchange Traded | Corn | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 129,810 | 0 | 0 | 0 | 159,575 | 0 | 0 | 0 | 117,175 | 0 | 0 |
Exchange Traded | Soybeans | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 24,860 | 0 | 0 | 0 | 31,265 | 0 | 0 | 0 | 34,760 | 0 | 0 |
Exchange Traded | Wheat | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 28,360 | 0 | 0 | 0 | 30,360 | 0 | 0 | 0 | 35,635 | 0 | 0 |
Exchange Traded | Oats | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 3,285 | 0 | 0 | 0 | 7,545 | 0 | 0 | 0 | 9,195 | 0 | 0 |
Exchange Traded | Ethanol | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 0 | 0 | 3,192 | 0 | 0 | 0 | 41,832 | 0 | 0 | 0 | 104,286 |
Exchange Traded | Bean Oil | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 0 | 0 | 0 | 2,700 | 0 | 0 | 0 | ||||
Exchange Traded | Other | ||||||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||||||
Nonmonetary notional amount | 0 | 0 | 0 | 0 | 0 | 0 | 5 | 0 | 5,400 | 0 | 11 | 0 |
Derivatives (Details Textual)
Derivatives (Details Textual) | 9 Months Ended |
Sep. 30, 2015 | |
Derivatives (Textual) [Abstract] | |
Maximum period in which contracts for the sale of grain to processors or other consumers extend (years) | 1 year |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Benefit Plans [Line Items] | ||||||
Target asset allocation, fixed income investments, percentage | 100.00% | 49.00% | ||||
Amount of unamortized losses in other comprehensive income | $ 54,400 | |||||
Additional company contributions to settle pension obligation | 6,900 | |||||
Pension Benefits | ||||||
Components of the net periodic benefit cost | ||||||
Service cost | $ 59 | $ 45 | 177 | $ 135 | ||
Interest cost | 45 | 1,193 | 136 | 3,580 | ||
Expected return on plan assets | 0 | (1,903) | 0 | (5,711) | ||
Recognized net actuarial loss | 379 | 234 | 1,137 | 701 | ||
Benefit cost (income) | 483 | (431) | 1,450 | (1,295) | ||
Postretirement Benefits | ||||||
Components of the net periodic benefit cost | ||||||
Service cost | 225 | 173 | 675 | 516 | ||
Interest cost | 396 | 377 | 1,188 | 1,133 | ||
Amortization of prior service cost | (136) | (136) | (408) | (408) | ||
Recognized net actuarial loss | 379 | 203 | 1,138 | 609 | ||
Benefit cost (income) | $ 864 | $ 617 | $ 2,593 | $ 1,850 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Examination [Line Items] | |||||
U.S. Federal tax rate | 35.00% | 35.00% | |||
Income tax expense (benefit) | $ (1,505) | $ 10,251 | $ 17,556 | $ 49,837 | |
Foreign affiliate investment tax benefit, percent | 33.20% | ||||
Effective tax rate | 61.30% | 34.70% | 34.50% | ||
Income taxes paid, net of refunds | $ 4,500 | ||||
Scenario, Forecast [Member] | |||||
Income Tax Examination [Line Items] | |||||
Income taxes paid, net of refunds | $ 21,000 |
Accumulated Other Comprehensi50
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | $ (55,159) | $ (27,023) | $ (54,595) | $ (21,181) |
Other comprehensive income (loss) before reclassifications | [1] | (2,215) | (863) | (2,609) | (6,535) |
Amounts reclassified from accumulated other comprehensive income (loss) | [1] | (85) | (85) | (255) | (255) |
Other comprehensive income (loss) | [1] | (2,300) | (948) | (2,864) | (6,790) |
Ending balance | [1] | (57,459) | (27,971) | (57,459) | (27,971) |
Losses on Cash Flow Hedges | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | (242) | (506) | (364) | (637) |
Other comprehensive income (loss) before reclassifications | [1] | 62 | 79 | 184 | 210 |
Amounts reclassified from accumulated other comprehensive income (loss) | [1] | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | [1] | 62 | 79 | 184 | 210 |
Ending balance | [1] | (180) | (427) | (180) | (427) |
Foreign Currency Translation Adjustments | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | (7,913) | 0 | (4,709) | 0 |
Other comprehensive income (loss) before reclassifications | [1] | (2,750) | 0 | (5,954) | 0 |
Amounts reclassified from accumulated other comprehensive income (loss) | [1] | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | [1] | (2,750) | 0 | (5,954) | 0 |
Ending balance | [1] | (10,663) | 0 | (10,663) | 0 |
Investment in Debt Securities | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | 126 | 2,399 | 126 | 7,861 |
Other comprehensive income (loss) before reclassifications | [1] | 0 | (1,214) | 0 | (6,676) |
Amounts reclassified from accumulated other comprehensive income (loss) | [1] | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | [1] | 0 | (1,214) | 0 | (6,676) |
Ending balance | [1] | 126 | 1,185 | 126 | 1,185 |
Defined Benefit Plan Items | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | (47,130) | (28,916) | (49,648) | (28,405) |
Other comprehensive income (loss) before reclassifications | [1] | 473 | 272 | 3,161 | (69) |
Amounts reclassified from accumulated other comprehensive income (loss) | [1] | (85) | (85) | (255) | (255) |
Other comprehensive income (loss) | [1] | 388 | 187 | 2,906 | (324) |
Ending balance | [1] | $ (46,742) | $ (28,729) | $ (46,742) | $ (28,729) |
[1] | All amounts are net of tax. Amounts in parentheses indicate debits |
Accumulated Other Comprehensi51
Accumulated Other Comprehensive Loss - Schedule of Reclassifications Out of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Schedule of Reclassifciations Out of Accumulated Other Comprehensive Income [Line Items] | |||||
Income (loss) before income taxes | $ (2,455) | $ 29,530 | $ 52,950 | $ 144,515 | |
Income tax provision (benefit) | (1,505) | 10,251 | 17,556 | 49,837 | |
Net income | (950) | 19,279 | 35,394 | 94,678 | |
Reclassification out of Accumulated Other Comprehensive Income | |||||
Schedule of Reclassifciations Out of Accumulated Other Comprehensive Income [Line Items] | |||||
Net income | [1] | (85) | (85) | (255) | (255) |
Defined Benefit Plan Items | Reclassification out of Accumulated Other Comprehensive Income | |||||
Schedule of Reclassifciations Out of Accumulated Other Comprehensive Income [Line Items] | |||||
Amortization of prior-service cost | [1],[2] | (136) | (136) | (408) | (408) |
Income (loss) before income taxes | [1] | (136) | (136) | (408) | (408) |
Income tax provision (benefit) | [1] | 51 | 51 | 153 | 153 |
Net income | [1] | $ (85) | $ (85) | $ (255) | $ (255) |
[1] | Amounts in parentheses indicate debits to profit/loss | ||||
[2] | This accumulated other comprehensive loss component is included in the computation of net periodic benefit cost (see Note 6). |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Net income attributable to The Andersons, Inc. | $ (1,227) | $ 16,825 | $ 33,961 | $ 83,834 |
Less: Distributed and undistributed earnings allocated to nonvested restricted stock | (2) | 93 | 61 | 443 |
Earnings available to common shareholders | $ (1,225) | $ 16,732 | $ 33,900 | $ 83,391 |
Earnings per share - basic: | ||||
Weighted average shares outstanding - basic (shares) | 28,071,000 | 28,260,000 | 28,394,000 | 28,222,000 |
Earnings per common share - basic (dollars per share) | $ (0.04) | $ 0.59 | $ 1.19 | $ 2.95 |
Earnings per share - diluted: | ||||
Weighted average shares outstanding - basic (shares) | 28,071,000 | 28,260,000 | 28,394,000 | 28,222,000 |
Effect of dilutive awards (shares) | 0 | 40,000 | 60,000 | 46,000 |
Weighted average shares outstanding - diluted (shares) | 28,071,000 | 28,300,000 | 28,454,000 | 28,268,000 |
Earnings per common share - diluted (dollars per share) | $ (0.04) | $ 0.59 | $ 1.19 | $ 2.95 |
Earnings Per Share (Textual) [Abstract] | ||||
Antidilutive stock-based awards outstanding (shares) | 0 | 0 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | |
Assets and liabilities measured at fair value on a recurring basis | ||||
Cash equivalents | $ 16,121 | $ 269 | $ 85,663 | |
Restricted cash | 181 | 429 | 173 | |
Commodity derivatives, net | [1] | 9,726 | 25,885 | (126,689) |
Convertible preferred securities | [2] | 12,800 | 13,300 | 15,000 |
Other assets and liabilities | [3] | 7,154 | 8,203 | 9,035 |
Total | 45,982 | 48,086 | (16,818) | |
Level 1 | ||||
Assets and liabilities measured at fair value on a recurring basis | ||||
Cash equivalents | 16,121 | 269 | 85,663 | |
Restricted cash | 181 | 429 | 173 | |
Commodity derivatives, net | [1] | 34,337 | 72,868 | 32,606 |
Convertible preferred securities | [2] | 0 | 0 | 0 |
Other assets and liabilities | [3] | 10,814 | 10,869 | 10,671 |
Total | 61,453 | 84,435 | 129,113 | |
Level 2 | ||||
Assets and liabilities measured at fair value on a recurring basis | ||||
Cash equivalents | 0 | 0 | 0 | |
Restricted cash | 0 | 0 | 0 | |
Commodity derivatives, net | [1] | (24,611) | (46,983) | (159,295) |
Convertible preferred securities | [2] | 0 | 0 | 0 |
Other assets and liabilities | [3] | (4,010) | (2,666) | (1,636) |
Total | (28,621) | (49,649) | (160,931) | |
Level 3 | ||||
Assets and liabilities measured at fair value on a recurring basis | ||||
Cash equivalents | 0 | 0 | 0 | |
Restricted cash | 0 | 0 | 0 | |
Commodity derivatives, net | [1] | 0 | 0 | 0 |
Convertible preferred securities | [2] | 12,800 | 13,300 | 15,000 |
Other assets and liabilities | [3] | 350 | 0 | 0 |
Total | $ 13,150 | $ 13,300 | $ 15,000 | |
[1] | Includes associated cash posted/received as collateral | |||
[2] | Recorded in “Other noncurrent assets” on the Company’s Condensed Consolidated Balance Sheets | |||
[3] | Included in other assets and liabilities are deferred compensation assets (Level 1), interest rate derivatives (Level 2), and contingent consideration to the former owners of Kay Flo Industries, Inc (Level 3). |
Fair Value Measurements (Deta54
Fair Value Measurements (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Contingent consideration | |||||||||
Beginning and ending balances for the Company's fair value measurements using Level 3 inputs | |||||||||
Asset, Beginning Balance | $ 350 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Unrealized gains (losses) included in other comprehensive income | 0 | 0 | 0 | 0 | 0 | 0 | |||
New agreements | 350 | 0 | |||||||
Sales Proceeds | 0 | 0 | |||||||
Realized gains (losses) included in earnings | 0 | 0 | |||||||
Asset, Ending Balance | 350 | 350 | 0 | 0 | 0 | 0 | 350 | 0 | 0 |
Asset fair value | 350 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Convertible Preferred Stock | |||||||||
Beginning and ending balances for the Company's fair value measurements using Level 3 inputs | |||||||||
Asset, Beginning Balance | 13,300 | 13,300 | 13,300 | 16,950 | 20,530 | 25,720 | 13,300 | 25,720 | 25,720 |
Unrealized gains (losses) included in other comprehensive income | 0 | 0 | 0 | (1,950) | (3,580) | (5,190) | |||
New agreements | 0 | 0 | |||||||
Sales Proceeds | (992) | 0 | |||||||
Realized gains (losses) included in earnings | 492 | 0 | |||||||
Asset, Ending Balance | 12,800 | 13,300 | 13,300 | 15,000 | 16,950 | 20,530 | 12,800 | 15,000 | 13,300 |
Asset fair value | 13,300 | $ 13,300 | 13,300 | 16,950 | $ 20,530 | $ 25,720 | 13,300 | 25,720 | 25,720 |
Level 3 | Convertible Preferred Stock | |||||||||
Beginning and ending balances for the Company's fair value measurements using Level 3 inputs | |||||||||
Asset, Beginning Balance | 13,300 | 13,300 | |||||||
Asset, Ending Balance | 12,800 | 15,000 | 12,800 | 15,000 | 13,300 | ||||
Asset fair value | $ 12,800 | $ 13,300 | $ 15,000 | $ 13,300 | $ 15,000 | $ 13,300 | |||
Market Approach Valuation Technique | Level 3 | Convertible Preferred Stock | |||||||||
Beginning and ending balances for the Company's fair value measurements using Level 3 inputs | |||||||||
Fair Value Inputs, Earnings before Interest, Taxes, Depreciation, and Amortization Multiple | 5.535 | 8.35 | 7 | ||||||
Income Approach Valuation Technique | Level 3 | Convertible Preferred Stock | |||||||||
Beginning and ending balances for the Company's fair value measurements using Level 3 inputs | |||||||||
Fair Value Inputs, Discount Rate | 14.50% | 14.50% | 14.50% |
Fair Value Measurements (Deta55
Fair Value Measurements (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | |||
Fair value of long-term debt, including current maturities | $ 448,590 | $ 382,139 | $ 369,000 |
Fair value in excess of carrying value | $ 8,040 | $ 7,086 | $ 2,795 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | |
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | ||||
Equity method investments | $ 223,207 | $ 226,857 | $ 257,166 | |
The Andersons Albion Ethanol LLC | ||||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | ||||
Equity method investments | 31,409 | 27,824 | 33,465 | |
The Andersons Clymers Ethanol LLC | ||||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | ||||
Equity method investments | 31,151 | 37,624 | 51,692 | |
The Andersons Marathon Ethanol LLC | ||||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | ||||
Equity method investments | 30,066 | 31,537 | 42,416 | |
Lansing Trade Group LLC | ||||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | ||||
Equity method investments | 84,081 | 78,696 | 72,560 | |
Thompsons Limited | ||||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | ||||
Equity method investments | [1] | 43,803 | 48,455 | 53,125 |
Other | ||||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | ||||
Equity method investments | $ 2,697 | $ 2,721 | $ 3,908 | |
[1] | Thompsons Limited and related U.S. operating company held by joint ventures |
Related Party Transactions (D57
Related Party Transactions (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Income earned from Company's equity method investees | $ 3,845 | $ 23,917 | $ 23,295 | $ 76,631 | |
Reduction in ownership percentage (percentage) | 1.40% | 1.40% | |||
The Andersons Albion Ethanol LLC | |||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Percentage of company ownership interest (percentage) | 53.00% | 53.00% | |||
Income earned from Company's equity method investees | $ 665 | 4,566 | $ 4,080 | 16,165 | |
The Andersons Clymers Ethanol LLC | |||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Percentage of company ownership interest (percentage) | 38.00% | 38.00% | |||
Income earned from Company's equity method investees | $ 1,454 | 4,564 | $ 4,922 | 16,819 | |
The Andersons Marathon Ethanol LLC | |||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Percentage of company ownership interest (percentage) | 50.00% | 50.00% | |||
Income earned from Company's equity method investees | $ 385 | 4,596 | $ 3,530 | 23,106 | |
Lansing Trade Group LLC | |||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Percentage of company ownership interest (percentage) | [1] | 40.00% | 40.00% | ||
Income earned from Company's equity method investees | $ 1,382 | 10,016 | $ 9,290 | 17,130 | |
Thompsons Limited | |||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Percentage of company ownership interest (percentage) | [2] | 50.00% | 50.00% | ||
Income earned from Company's equity method investees | [2] | $ 17 | 68 | $ 1,385 | 3,154 |
Other | |||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Income earned from Company's equity method investees | $ (58) | $ 107 | $ 88 | $ 257 | |
Minimum | Other | |||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Percentage of company ownership interest (percentage) | 5.00% | 5.00% | |||
Maximum | Other | |||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | |||||
Percentage of company ownership interest (percentage) | 34.00% | 34.00% | |||
[1] | This does not consider restricted management units which once vested will reduce the ownership percentage by approximately 1.4% | ||||
[2] | Thompsons Limited and related U.S. operating company held by joint ventures |
Related Party Transactions (D58
Related Party Transactions (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | ||
Related party transactions entered into for the time periods presented | ||||||
Sales revenues | $ 230,409 | $ 247,451 | $ 577,133 | $ 766,553 | ||
Service fee revenues | [1] | 3,610 | 5,732 | 14,865 | 17,573 | |
Purchases of product | 123,051 | 140,843 | 339,159 | 465,459 | ||
Lease income | [2] | 1,542 | 1,426 | 4,787 | 4,686 | |
Labor and benefits reimbursement | [3] | 2,950 | 2,804 | 8,761 | 8,603 | |
Other expenses | [4] | 269 | 301 | 827 | 1,025 | |
Accounts receivable | [5] | 19,799 | 21,407 | 19,799 | 21,407 | $ 25,049 |
Accounts payable | [6] | $ 15,929 | $ 21,911 | $ 15,929 | $ 21,911 | $ 17,687 |
[1] | Service fee revenues include management fees, corn origination fees, ethanol and DDG marketing fees, and other commissions. | |||||
[2] | Lease income includes the lease of the Company’s Albion, Michigan and Clymers, Indiana grain facilities as well as certain railcars to the various ethanol LLCs and IANR. | |||||
[3] | The Company provides all operational labor to the unconsolidated ethanol LLCs and charges them an amount equal to the Company’s costs of the related services. | |||||
[4] | Other expenses include payments to IANR for repair facility rent and use of their railroad reporting mark, payment to LTG for the lease of railcars and other various expenses. | |||||
[5] | Accounts receivable represents amounts due from related parties for sales of corn, leasing revenue and service fees. | |||||
[6] | Accounts payable represents amounts due to related parties for purchases of ethanol and other various items. |
Related Party Transactions (D59
Related Party Transactions (Details Textual) - USD ($) $ in Thousands | May. 25, 2015 | Jan. 22, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Jan. 21, 2014 |
Related Party Transaction [Line Items] | ||||||||
Total distributions received from unconsolidated affiliates | $ 1,600 | $ 31,000 | $ 20,800 | $ 96,900 | ||||
Proceeds from returns of investments in affiliates | $ 1,480 | 35,920 | ||||||
Percentage of shares acquired from subsidiary (percentage) | 100.00% | 100.00% | ||||||
Voting interest in IANR (percentage) | 49.90% | |||||||
Voting interest held by the common shareholders (percentage) | 50.10% | |||||||
Rate of dividends accrued annually (percentage) | 9.00% | |||||||
Estimated fair value of the Company's investment in IANR | $ 12,800 | $ 12,800 | ||||||
Current maximum exposure to loss related to IANR | 22,200 | 22,200 | ||||||
Investment and unpaid accrued dividends | 9,400 | 9,400 | ||||||
Revenues recognized for the sale of ethanol | 105,100 | 131,700 | 315,900 | 444,200 | ||||
Revenues recognized for the sale of corn | 119,400 | 93,000 | 323,700 | 368,300 | ||||
Related party, Gross asset | 3,400 | 24,600 | 3,400 | 24,600 | $ 1,400 | |||
Related party, Gross liability | $ 300 | $ 18,900 | $ 300 | $ 18,900 | 3,800 | |||
The Andersons Ethanol Investment LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of company ownership interest (percentage) | 66.00% | 66.00% | ||||||
Noncontrolling interest is attributed of all gains and losses of parent (percentage) | 34.00% | 34.00% | ||||||
The Andersons Marathon Ethanol LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of company ownership interest (percentage) | 50.00% | 50.00% | ||||||
Lansing Trade Group LLC | ||||||||
Related Party Transaction [Line Items] | ||||||||
Agreement for partial redemption of equity method investment | $ 60,000 | |||||||
Percentage of company ownership interest (percentage) | 39.20% | 47.50% | ||||||
Total distributions received from unconsolidated affiliates | $ 28,500 | |||||||
Proceeds from returns of investments in affiliates | $ 31,500 | |||||||
Equity Method Investment, Realized Gain (Loss) on Disposal | 17,100 | |||||||
Equity Method Investment, Realized Gain (Loss) on Disposal, Net of Tax | $ 10,700 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | $ 935,774 | $ 952,927 | $ 3,094,355 | $ 3,268,303 | |
Inter-segment sales | 845 | 1,045 | 3,864 | 5,103 | |
Income (loss) before income taxes | (2,455) | 29,530 | 52,950 | 144,515 | |
Identifiable assets | 2,191,694 | 2,082,992 | 2,191,694 | 2,082,992 | $ 2,364,692 |
Grain | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | 570,626 | 575,354 | 1,781,104 | 1,814,517 | |
Inter-segment sales | 404 | 894 | 2,534 | 4,256 | |
Income (loss) before income taxes | 131 | 12,449 | 4,024 | 34,110 | |
Identifiable assets | 852,388 | 713,352 | 852,388 | 713,352 | 1,137,437 |
Ethanol | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | 139,140 | 179,405 | 416,752 | 594,613 | |
Income (loss) before income taxes | 5,888 | 21,253 | 20,833 | 74,981 | |
Identifiable assets | 186,250 | 257,194 | 186,250 | 257,194 | 197,888 |
Plant Nutrient | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | 149,303 | 133,440 | 660,440 | 639,603 | |
Inter-segment sales | 53 | 42 | 517 | 520 | |
Income (loss) before income taxes | (11,114) | (3,014) | 8,183 | 23,952 | |
Identifiable assets | 546,673 | 336,887 | 546,673 | 336,887 | 433,013 |
Rail | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | 44,758 | 32,022 | 134,497 | 117,733 | |
Inter-segment sales | 388 | 109 | 813 | 327 | |
Income (loss) before income taxes | 11,913 | 4,160 | 43,915 | 25,889 | |
Identifiable assets | 413,955 | 316,851 | 413,955 | 316,851 | 365,531 |
Retail | |||||
Segment Reporting Information [Line Items] | |||||
Revenues from external customers | 31,947 | 32,706 | 101,562 | 101,837 | |
Income (loss) before income taxes | (769) | (968) | (1,483) | (1,666) | |
Identifiable assets | 45,403 | 46,108 | 45,403 | 46,108 | 44,536 |
Other | |||||
Segment Reporting Information [Line Items] | |||||
Income (loss) before income taxes | (8,781) | (6,804) | (23,955) | (23,595) | |
Identifiable assets | 147,025 | 412,600 | 147,025 | 412,600 | $ 186,287 |
Noncontrolling Interests | |||||
Segment Reporting Information [Line Items] | |||||
Income (loss) before income taxes | $ 277 | $ 2,454 | $ 1,433 | $ 10,844 |
Segment Information (Details Te
Segment Information (Details Textual) | 9 Months Ended |
Sep. 30, 2015segment | |
Segment Reporting [Abstract] | |
Number of reportable segments (business segments) | 5 |
Supplemental Cash Flow Inform62
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Noncash investing and financing activity | ||
Capital projects incurred but not yet paid | $ 10,708 | $ 5,502 |
Purchase of a productive asset through seller-financing | 1,010 | 5,055 |
Shares issued for acquisition of business | 4,303 | 0 |
Dividends declared not yet paid | $ 3,967 | $ 3,127 |
Business Acquisitions (Details)
Business Acquisitions (Details) shares in Thousands, $ in Thousands, gal in Millions, bu in Millions | Oct. 07, 2014USD ($)locationtransactionTsharesbugal | Dec. 31, 2014USD ($) | May. 18, 2015USD ($) |
Kay Flow Industries, Inc. | |||
Business Acquisition [Line Items] | |||
Percentage of shares outstanding acquired | 100.00% | ||
Contingent consideration, minimum | $ 0 | ||
Contingent consideration, maximum | 24,000 | ||
Fair value of consideration for acquisition | 125,472 | ||
Contingent consideration | 400 | ||
Working capital adjustment | $ 300 | ||
Auburn Bean and Grain | |||
Business Acquisition [Line Items] | |||
Percentage of shares outstanding acquired | 100.00% | ||
Number of transactions | transaction | 2 | ||
Cash payments to acquire businesses | $ 5,000 | ||
Shares issued in connection with business acquisition, adjustment to working capital, shares | shares | 80 | ||
Shares issued in connection with business acquisition, adjustment to working capital, value | $ 4,500 | ||
Cash paid to acquire additional facilities | $ 20,400 | ||
Additional grain storage capacity acquired (bushels) | bu | 18.1 | ||
Dry grain storage acquired (tons) | T | 16,000 | ||
Grain storage acquired, liquid nutrient capacity (gallons) | gal | 3.7 | ||
Purchase price | $ 60,900 | ||
Series of business acquisitions | |||
Business Acquisition [Line Items] | |||
Purchase price | $ 7,200 | ||
Grain operations | Auburn Bean and Grain | |||
Business Acquisition [Line Items] | |||
Number of locations acquired | location | 6 | ||
Agronomy operations | Auburn Bean and Grain | |||
Business Acquisition [Line Items] | |||
Number of locations acquired | location | 4 | ||
Number of shares issued as part of acquisition | shares | 637 | ||
Shares issued in connection with business acquisition, value | $ 35,500 |
Business Acquisitions - Purchas
Business Acquisitions - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | May. 18, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 116,086 | $ 72,365 | $ 58,554 | |
Kay Flow Industries, Inc. | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 880 | |||
Accounts receivable | 14,699 | |||
Inventory | 25,094 | |||
Other assets | 6,155 | |||
Intangibles | 53,091 | |||
Goodwill | 45,706 | |||
Property, plant, and equipment | 27,478 | |||
Accounts payable | (17,075) | |||
Other current liabilities | (4,521) | |||
Other non-current liabilities | (26,035) | |||
Total purchase price | $ 125,472 |
Business Acquisitions - Acquire
Business Acquisitions - Acquired Intangible Assets (Details) - Kay Flow Industries, Inc. $ in Thousands | May. 18, 2015USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 53,091 | |
Useful life (years) | 10 years | [1] |
Unpatented technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 13,400 | |
Useful life (years) | 10 years | |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 22,800 | |
Useful life (years) | 10 years | |
Trade names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 15,500 | |
Noncompete agreements | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 1,342 | |
Useful life (years) | 5 years | |
Favorable leasehold interest | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 49 | |
Useful life (years) | 5 years | |
Minimum | Trade names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 7 years | |
Maximum | Trade names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Useful life (years) | 10 years | |
[1] | weighted average number of years |