10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2015

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

For the transition period from              to             

Commission file number 000-20557

THE ANDERSONS, INC.

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

OHIO	34-1562374
(State of incorporation or organization)	(I.R.S. Employer Identification No.)

480 W. Dussel Drive, Maumee, Ohio	43537
(Address of principal executive offices)	(Zip Code)

(419) 893-5050

(Telephone Number)

(Former name, former address and former fiscal year, if changed since last report.)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ý    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.    Yes  ý    No  ¨

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

Large accelerated filer	ý	Accelerated Filer	¨
Non-accelerated filer	¨	Smaller reporting company	¨

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

The registrant had approximately 28.0 million common shares outstanding, no par value, at November 5, 2015.

THE ANDERSONS, INC.

INDEX

	Page No.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets – September 30, 2015, December 31, 2014 and September 30, 2014	3
Condensed Consolidated Statements of Income – Three and nine months ended September 30, 2015 and 2014	5
Condensed Consolidated Statements of Comprehensive Income – Three and nine months ended September 30, 2015 and 2014	6
Condensed Consolidated Statements of Cash Flows – Nine months ended September 30, 2015 and 2014	7
Condensed Consolidated Statements of Equity – Nine months ended September 30, 2015 and 2014	8
Notes to Condensed Consolidated Financial Statements	9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
Item 3. Quantitative and Qualitative Disclosures about Market Risk	40
Item 4. Controls and Procedures	40
PART II. OTHER INFORMATION
Item 1. Legal Proceedings	41
Item 1A. Risk Factors	41
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	41
Item 6. Exhibits	42

2

Part I. Financial Information

Item 1. Financial Statements

The Andersons, Inc. Condensed Consolidated Balance Sheets (Unaudited)(In thousands)
	September 30, 2015		December 31, 2014		September 30, 2014
Assets
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 (Note 2)	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	—		—		13,738
Equity method investments	223,207		226,857		257,166
	445,146		358,891		386,428
Rail Group assets leased to others, net (Note 3)	347,100		297,747		245,849
Property, plant and equipment, net (Note 3)	495,045		453,607		401,800
Total assets	$	2,191,694	$	2,364,692	$	2,082,992

3

The Andersons, Inc. Condensed Consolidated Balance Sheets (continued) (Unaudited)(In thousands)
	September 30, 2015			December 31, 2014			September 30, 2014
Liabilities and equity
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 (Note 4)	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 (Note 4)	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 (Note 13)
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)	—			—			—
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	(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

See Notes to Condensed Consolidated Financial Statements

4

The Andersons, Inc.

Condensed Consolidated Statements of Income

(Unaudited)(In thousands, except per share data)

	Three months ended September 30,					Nine months ended September 30,
	2015			2014		2015		2014
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 (loss) attributable to The Andersons, Inc. common shareholders	$	(0.04	)	$	0.59	$	1.19	$	2.95
Diluted earnings (loss) attributable to The Andersons, Inc. common shareholders	$	(0.04	)	$	0.59	$	1.19	$	2.95
Dividends declared	$	0.14		$	0.11	$	0.42	$	0.33

See Notes to Condensed Consolidated Financial Statements

5

The Andersons, Inc.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)(In thousands)

	Three months ended September 30,						Nine months ended September 30,
	2015			2014			2015			2014
Net income (loss)	$	(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))	—			(1,214		)	—			(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		)	—			(5,954		)	—
Cash flow hedge activity (net of income tax of $38, $48, $112 and $127)	62			79			184			210
Other comprehensive loss	(2,300		)	(948		)	(2,864		)	(6,790		)
Comprehensive income (loss)	(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

See Notes to Condensed Consolidated Financial Statements

6

The Andersons, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)(In thousands)

	Nine months ended September 30,
	2015			2014
Operating Activities
Net income	$	35,394		$	94,678
Adjustments to reconcile net income to cash provided by 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	—			(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			—
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		)	—
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	—			(1,494		)
Investments in affiliates	—			(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			—
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		)	—
Distributions to noncontrolling interest owner	(2,453		)	—
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		)	—
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

See Notes to Condensed Consolidated Financial Statements

7

The Andersons, Inc.

Condensed Consolidated Statements of Equity

(Unaudited)(In thousands, except per share data)

	Common Shares		Additional Paid-in Capital			Treasury Shares			Accumulated Other Comprehensive Loss			Retained Earnings			Noncontrolling Interests			Total
Balance at December 31, 2013	$	96	$	184,380		$	(10,222	)	$	(21,181	)	$	548,401		$	22,947		$	724,421
Net income												83,834			10,844			94,678
Other comprehensive loss									(6,790		)							(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 $1,542 (220 shares)			6,161			1,460												7,621
Payment of cash in lieu for stock split (187 shares)			(58		)													(58		)
Dividends declared ($0.33 per common share)												(9,379		)				(9,379		)
Performance share unit dividend equivalents			134									(134		)				—
Balance at September 30, 2014	$	96	$	190,617		$	(8,762	)	$	(27,971	)	$	622,722		$	24,875		$	801,577
Balance at December 31, 2014	$	96	$	222,789		$	(9,743	)	$	(54,595	)	$	644,556		$	20,946		$	824,049
Net income												33,961			1,433			35,394
Other comprehensive loss									(2,864		)							(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)			(2,635		)	4,861												2,226
Purchase of treasury shares (1,193 shares)						(49,089		)										(49,089		)
Dividends declared ($0.42 per common share)												(11,872		)				(11,872		)
Shares issued for acquisitions (77 shares)			4,303															4,303
Performance share unit dividend equivalents			138									(138		)				—
Balance at September 30, 2015	$	96	$	224,595		$	(53,971	)	$	(57,459	)	$	666,507		$	19,926		$	799,694

See Notes to Condensed Consolidated Financial Statements

8

The Andersons, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

1. Basis of Presentation and Consolidation

These Condensed Consolidated Financial Statements include the accounts of The Andersons, Inc. and its wholly owned and controlled subsidiaries (the “Company”). 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.

9

2. Inventories

Major classes of inventories are as follows:

(in thousands)	September 30, 2015		December 31, 2014		September 30, 2014
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.

3. Property, Plant and Equipment

The components of property, plant and equipment are as follows:

(in thousands)	September 30, 2015		December 31, 2014		September 30, 2014
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, 2015		December 31, 2014		September 30, 2014
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.

10

4. 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, 2015		December 31, 2014		September 30, 2014
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

5. 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

11

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	)

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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 September 30,				Nine months ended September 30,
(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

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	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

6. 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

14

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 September 30,					Nine months ended September 30,
	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 September 30,						Nine months ended September 30,
	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

7. Income Taxes

On a quarterly basis, the Company estimates the effective tax rate expected to be applicable for the full year and makes changes if necessary based on new information or events. The estimated annual effective tax rate is 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.

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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.

8. 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	)

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		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).

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9. 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 September 30,					Nine months ended September 30,
	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.

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10. Fair Value Measurements

The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis at 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

19

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	%

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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, 2015		December 31, 2014		September 30, 2014
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.

11. 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:

21

	% ownership at September 30, 2015	Three months ended September 30,					Nine months ended September 30,
(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 September 30,				Nine months ended September 30,
(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.

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(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.

12. 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.

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	Three months ended September 30,				Nine months ended September 30,
(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 September 30,				Nine months ended September 30,
(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 September 30,						Nine months ended September 30,
(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

13. 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

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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.

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14. 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 September 30,
(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

15. 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:

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(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.

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

Forward Looking Statements

The following “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contains forward-looking statements which relate to future events or future financial performance and involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements. You are urged to carefully consider these risks and others, including those risk factors listed under Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2014 (“2014 Form 10-K”). In some cases, you can identify forward-looking statements by terminology such as “may,” “anticipates,” “believes,” “estimates,” “predicts,” or the negative of these terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially. These forward-looking statements relate only to events as of the date on which the statements are made and the Company undertakes no obligation, other than any imposed by law, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

Critical Accounting Policies and Estimates

Our critical accounting policies and critical accounting estimates, as described in our 2014 Form 10-K, have not materially changed through the third quarter of 2015.

Executive Overview

Our agricultural commodity-based business is one in which changes in selling prices generally move in relationship to changes in purchase prices. Therefore, increases or decreases in prices of the agricultural commodities that the business deals in will have a relatively equal impact on sales and cost of sales and a much less significant impact on gross profit. As a result, changes in sales for the period may not necessarily be indicative of the overall performance of the business and more focus should be placed on changes to gross profit.

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. We believe this merger will allow the groups to operate under a common strategy to better service our customers, boost growth opportunities and improve profitability.

Grain Group

The Grain Group's performance in the third quarter reflects reduced performance in its core grain assets, as well as significantly lower returns from affiliates. The decline in results is attributable to reductions in margin per bushel, which was partly offset by increases in space income related to soybeans, wheat, and oats. Heavy rain in the eastern corn belt is expected to reduce corn yields and may put pressure on basis and space income in the fourth quarter. The wheat harvest was dramatically impacted by summer rainfall, with quality well below average. This may provide opportunities for higher income from blending in forward months.

Grain inventories on hand at September 30, 2015 were 67.3 million bushels, of which 3.2 million bushels were stored for others. This compares to 53.8 million bushels on hand at September 30, 2014, of which 2.0 million bushels were stored for others. With the acquisition of Auburn Bean and Grain in the fourth quarter of 2014, total grain storage capacity was approximately 163 million bushels at September 30, 2015 compared to 142 million bushels at September 30, 2014.

The outlook for the Grain Group remains cautious as the industry builds back from lower storage utilization rates which we have seen in the past few years. While no triggering event has occurred in the grain reporting unit, the assessment performed for goodwill is subject to changes in key assumptions that affect the calculated fair value of the reporting unit at the annual October 1 assessment date. The goodwill fair value is highly sensitive to changes in those assumptions. If recent weakness in our grain business affects our forecast for future years, this may result in a goodwill impairment charge. Total goodwill in the grain reporting unit is $46.4 million.

Ethanol Group

As expected, the Ethanol Group's third quarter results reflect lower margins, which is driven by lower ethanol prices, partly offset by a decrease in corn prices. Third quarter margins on sales of ethanol were higher than the first quarter but lower than the second quarter. Additionally, margins remain significantly lower than the record levels experienced in 2014. Despite an

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increase in driving demand, pressure from unleaded prices as well as high levels of production kept margins relatively weak for the quarter.  In addition to lower prices on the finished product side, regional weather challenges adversely impacted the corn crop leading to an increase in average feedstock costs at several of our facilities.  This lead to further weakness in margins compared to the prior quarter. Due to efficiency gains, total ethanol production hit record levels for the third quarter.

Ethanol volumes shipped for the three and nine months ended September 30, 2015 and 2014 were as follows:

(in thousands)	Three months ended September 30,		Nine months ended September 30,
	2015	2014	2015	2014
Ethanol (gallons shipped)	72,839	69,202	221,535	216,968
E-85 (gallons shipped)	10,294	8,113	25,433	20,913
Corn Oil (pounds shipped) *	4,244	20,686	11,601	64,034
DDG (tons shipped) ^	42	41	124	123

* Starting in 2015, the Company is only selling corn oil for consolidated operations. Equity affiliates have modified their sales arrangements to sell the product directly to customers instead of using the Company as an intermediary.

^ DDG tons shipped converts wet tons to a dry ton equivalent amount

The above table shows only shipped volumes that flow through the Company's sales revenues. Total ethanol and DDG production by the unconsolidated LLCs are higher, however, the portion of this volume that is sold directly to their customers is excluded here.

Plant Nutrient Group

The Plant Nutrient Group's results reflect lower volumes in our legacy business due to adverse weather conditions throughout the year, particularly in the eastern corn belt. While margins have remained close to the prior year, it is not expected that the volume lost due to weather will be fully recovered in the current year.

Storage capacity at our wholesale nutrient and farm center facilities, including leased storage, was approximately 508 thousand tons for dry nutrients and approximately 546 thousand tons for liquid nutrients at September 30, 2015 and approximately 495 thousand tons for dry nutrients and approximately 440 thousand tons for liquid nutrients at September 30, 2014. The increase in our storage capacity is a result of the four additional agronomy locations acquired with the purchase of Auburn Bean and Grain in the fourth quarter of 2014 and the three additional liquid fertilizer facilities acquired as part of Kay Flo Industries, Inc in the second quarter of 2015.

Fertilizer tons shipped (including sales and service tons) for the three and nine months ended September 30, 2015 and 2014 were as follows:

(in thousands)	Three months ended September 30,		Nine months ended September 30,
	2015	2014	2015	2014
Sales tons	345	307	1,485	1,461
Service tons	34	45	156	199
Total tons	379	352	1,641	1,660

Rail Group

The Rail Group delivered improved results from its leasing business in the third quarter of 2015. Strong utilization rates and improved average lease rates are driving these results. Railcars, locomotives, and barges under management (owned, leased or managed for financial institutions in non-recourse arrangements) at September 30, 2015 were 23,301 compared to 22,139 at September 30, 2014. The average utilization rate (railcars and locomotives under management that are in lease services, exclusive of railcars managed for third party investors) has increased to 91.6% from 89.9% for the three months ended September 30, 2015 and 2014, respectively.

On May 1, 2015, the U.S. Department of Transportation announced its final rules for safe transportation of flammable liquids by rail, which affects a portion of our tank cars. We have a fleet of approximately 23,000 railcars in North America, including approximately 2,100 tank cars currently used to transport flammable liquids that are affected by the new rules, of which approximately 1,500 are moving crude oil and ethanol. Approximately 91% of the affected tank cars have a compliance deadline of 2023 or later. We have not yet determined the number of these cars that will be modified, repurposed or retired.

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Retail Group

The retail industry is highly competitive. Our stores compete with a variety of retail merchandisers, including home centers, department and hardware stores, as well as local and national grocers.

Other

Our “Other” represents corporate functions that provide support and services to the operating segments. The results contained within this segment include expenses and benefits not allocated back to the operating segments, including a portion of our ERP project.

Operating Results

The following discussion focuses on the operating results as shown in the Condensed Consolidated Statements of Income with a separate discussion by segment. Additional segment information is included in the Notes to the Condensed Consolidated Financial Statements herein in Note 12. Segment Information.

	Three months ended September 30,					Nine months ended September 30,
(in thousands)	2015			2014		2015		2014
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
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 before income taxes	(2,455		)	29,530		52,950		144,515
Income attributable to noncontrolling interests	277			2,454		1,433		10,844
Income before income taxes attributable to The Andersons, Inc.	$	(2,732	)	$	27,076	$	51,517	$	133,671

Comparison of the three months ended September 30, 2015 with the three months ended September 30, 2014:

Grain Group

	Three months ended September 30,
(in thousands)	2015			2014
Sales and merchandising revenues	$	570,626		$	575,354
Cost of sales and merchandising revenues	540,700			542,606
Gross profit	29,926			32,748
Operating, administrative and general expenses	31,087			26,414
Interest expense	668			1,723
Equity in earnings of affiliates, net	1,340			10,190
Other income, net	618			(2,354		)
Income before income taxes	129			12,447
Loss attributable to noncontrolling interest	(2		)	(2		)
Income before income taxes attributable to The Andersons, Inc.	$	131		$	12,449

Operating results for the Grain Group have decreased $12.3 million compared to the results of the same period last year. Sales and merchandising revenues and cost of sales and merchandising revenues were relatively flat compared to the same period in the prior year. Gross profit decreased $2.8 million over the prior year due to the negative financial impact on risk management positions resulting from weather-induced market volatility and lower merchandising fees, partially offset by higher income from blending opportunities related to the quality of the wheat harvest.

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Operating, administrative and general expenses increased $4.7 million compared to the same period in 2014. The increase was driven by a $1.1 million increase in labor and benefit costs, including additional headcount from recent acquisitions, as well as a $1.4 million increase from on-going support costs for the ERP project since most of the cost in the prior year was capital in nature. Depreciation and amortization expense also increased $1.1 million due to capital growth, primarily from acquisitions.

Equity in earnings of affiliates decreased $8.9 million compared to the same period in 2014. This was primarily driven by a $5.8 million decrease in operating results caused by a difficult merchandising environment due to US dollar strength and low oil prices. It also includes our share ($2.8 million) of a correction of a prior period accounting error at Lansing Trade Group.

Ethanol Group

	Three months ended September 30,
(in thousands)	2015		2014
Sales and merchandising and service fee revenues	$	139,140	$	179,405
Cost of sales and merchandising revenues	132,875		166,635
Gross profit	6,265		12,770
Operating, administrative and general expenses	2,625		2,782
Interest expense	14		77
Equity in earnings of affiliates, net	2,505		13,727
Other income (expense), net	36		71
Income before income taxes	6,167		23,709
(Loss) Income attributable to noncontrolling interests	279		2,456
Income before income taxes attributable to The Andersons, Inc.	$	5,888	$	21,253

Operating results for the Ethanol Group decreased $15.4 million over the results of the same period last year. Sales and merchandising and service fee revenues decreased $40.3 million, almost entirely related to ethanol sales. While ethanol gallons sold increased 5%, the average price of ethanol decreased 26%. The $33.8 million decrease in cost of sales is due to lower corn and ethanol prices.

Equity in earnings of affiliates decreased $11.2 million due to significantly lower earnings from the unconsolidated ethanol LLCs. The ethanol plants' performance was unfavorably impacted by significantly lower ethanol margins.

Plant Nutrient Group

	Three months ended September 30,
(in thousands)	2015			2014
Sales and merchandising revenues	$	149,303		$	133,440
Cost of sales and merchandising revenues	126,983			114,200
Gross profit	22,320			19,240
Operating, administrative and general expenses	32,593			23,760
Interest expense	1,788			1,355
Other income, net	947			2,861
Income (loss) before income taxes	$	(11,114	)	$	(3,014	)

Operating results for the Plant Nutrient Group decreased $8.1 million from the same period last year. Sales and merchandising revenues increased $15.9 million due to $18.0 million in sales related to the acquisition of Kay Flo Industries, Inc. which was partly offset by marginal declines in price per ton. The increase in cost of sales and merchandising revenues follows that of revenues, which is a result of acquisition activity. Gross profit increased by $3.1 million, all of which was attributable to the Kay Flo Industries acquisition.

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Operating, administrative, and general expenses increased $8.8 million. $7.0 million of this was direct expenses at the acquired Kay Flo Industries facilities. A triggering event occurred and after completion of an impairment analysis, expense of $2.0 million was recognized to fully impair goodwill held by the cob reporting unit.

Rail Group

	Three months ended September 30,
(in thousands)	2015		2014
Sales and merchandising revenues	$	44,758	$	32,022
Cost of sales and merchandising revenues	27,267		21,181
Gross profit	17,491		10,841
Operating, administrative and general expenses	6,165		5,652
Interest expense	1,506		1,821
Other income, net	2,093		792
Income before income taxes	$	11,913	$	4,160

Operating results for the Rail Group increased $7.8 million from the same period last year. Sales and merchandising revenues increased $12.7 million. Revenue from car sales increased $7.1 million, leasing revenues increased $4.1 million, and repair and other revenues increased $1.5 million. Cost of sales and merchandising revenues increased $6.1 million compared to the same period last year primarily as a result of a higher volume of car sales. Gross profit increased by $6.7 million compared to last year. The gross profit on car sales increased by $1.8 million as the number of cars sold increased, and base leasing gross profit increased $2.1 million.

Retail Group

	Three months ended September 30,
(in thousands)	2015			2014
Sales and merchandising revenues	$	31,947		$	32,706
Cost of sales and merchandising revenues	22,759			23,387
Gross profit	9,188			9,319
Operating, administrative and general expenses	9,999			10,523
Interest expense	50			182
Other income, net	92			418
Loss before income taxes	$	(769	)	$	(968	)

Operating results for the Retail Group improved slightly from the same period last year, with a 4% decrease in customer count and flat margins during the quarter offset by effective cost controls.

Other

	Three months ended September 30,
(in thousands)	2015			2014
Sales and merchandising revenues	$	—		$	—
Cost of sales and merchandising revenues	—			—
Gross profit	—			—
Operating, administrative and general expenses	6,229			7,606
Interest expense (income)	2,121			(905		)
Other income (expense), net	(431		)	(103		)
Loss before income taxes	$	(8,781	)	$	(6,804	)

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The other operating loss not allocated to business segments increased $2.0 million compared to the same period in the prior year. The majority of the change was a $2.9 million increase in interest expense due to mark-to-market adjustments on interest rate derivative contracts. This was offset by a $1.1 million decrease in incentive compensation for corporate employees.

Income Taxes

An income tax benefit of $1.5 million was provided at 61.3%. In the third quarter of 2014, income tax expense of $10.3 million was provided at a rate of 34.7%. The higher 2015 effective tax rate 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.

The Company anticipates that its 2015 effective annual rate will be 33.0%. The Company’s actual 2014 effective tax rate was 33.4%. The lower effective rate for 2015 is primarily due to benefits related to accounting for the investment in a foreign affiliate.

Comparison of the nine months ended September 30, 2015 with the nine months ended September 30, 2014:

Grain Group

	Nine months ended September 30,
(in thousands)	2015			2014
Sales and merchandising revenues	$	1,781,104		$	1,814,517
Cost of sales and merchandising revenues	1,696,448			1,736,852
Gross profit	84,656			77,665
Operating, administrative and general expenses	89,020			73,868
Interest expense	5,066			7,203
Equity in earnings of affiliates, net	10,764			20,541
Other income, net	2,682			16,967
Income before income taxes	4,016			34,102
Loss attributable to noncontrolling interest	(8		)	(8		)
Income before income taxes attributable to The Andersons, Inc.	$	4,024		$	34,110

Operating results for the Grain Group have decreased $30.1 million compared to the results of the same period last year. Sales and merchandising revenues decreased $33.4 million, primarily due to a 16% decrease in the average sales price per bushel and the impact of mark to market adjustments on grain inventory and commodity derivative assets which impact revenues, partly offset by a 17% increase in bushels sold. Cost of sales and merchandising revenues decreased $40.4 million compared to the prior year, following the decrease in grain sales discussed above. Gross profit increased $7.0 million with most of the increase resulting from a $6.0 million increase in gross profit from blending operations, $5.0 million in space income, and $2.6 million in higher margins on contracted sales. This is partially offset by an $8.7 million decrease due to the negative financial impact on risk management positions resulting from weather-induced market volatility and lower merchandising fees.

Operating, administrative and general expenses increased $15.2 million compared to the same period in 2014. The increase was driven by a $5.3 million increase in labor and benefit costs, including additional headcount from recent acquisitions, as well as a $4.1 million increase from on-going support costs for the ERP project since most of the cost in the prior year was capital in nature. Depreciation and amortization expense also increased $3.1 million due to capital growth, primarily from acquisitions. Other income decreased $14.3 million due to the $17.1 million gain from the partial share redemption of our investment in LTG in the first quarter of 2014.

Equity in earnings of affiliates decreased $9.8 million compared to the same period in 2014. This was primarily driven by a $5.0 million decrease in operating results caused by a difficult merchandising environment due to US dollar strength and low oil prices. It also includes our share ($2.8 million) of a correction of a prior period accounting error at Lansing Trade Group. Our share of earnings in Thompsons Limited also declined by $1.8 million due to lower operating results and depreciation in the Canadian dollar relative to our reporting currency.

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Ethanol Group

	Nine months ended September 30,
(in thousands)	2015		2014
Sales and merchandising and service fee revenues	$	416,752	$	594,613
Cost of sales and merchandising revenues	398,358		555,840
Gross profit	18,394		38,773
Operating, administrative and general expenses	8,684		8,978
Interest expense	50		253
Equity in earnings of affiliates, net	12,531		56,090
Other income (expense), net	83		201
Income before income taxes	22,274		85,833
(Loss) Income attributable to noncontrolling interests	1,441		10,852
Income before income taxes attributable to The Andersons, Inc.	$	20,833	$	74,981

Operating results for the Ethanol Group decreased $54.1 million over the results of the same period last year. Sales and merchandising and service fee revenues decreased $177.9 million, almost entirely related to ethanol price. While ethanol gallons sold increased 2%, the average price of ethanol decreased 31%. The $157.5 million decrease in cost of sales is due to lower corn and ethanol prices.

Equity in earnings of affiliates decreased $43.6 million due to significantly lower earnings from the unconsolidated ethanol LLCs. The ethanol plants' performance was unfavorably impacted by significantly lower ethanol margins.

Plant Nutrient Group

	Nine months ended September 30,
(in thousands)	2015		2014
Sales and merchandising revenues	$	660,440	$	639,603
Cost of sales and merchandising revenues	569,456		549,275
Gross profit	90,984		90,328
Operating, administrative and general expenses	80,136		66,661
Interest expense	5,106		3,926
Other income, net	2,441		4,211
Income (loss) before income taxes	$	8,183	$	23,952

Operating results for the Plant Nutrient Group decreased $15.8 million from the same period last year. Sales and merchandising revenues increased $20.8 million due to $25.0 million in revenues related to the Kay Flo Industries acquisition offset by lower volumes in our legacy business. The increase in cost of sales and merchandising revenues follows that of revenues. Gross profit increased $0.6 million, with $3.8 million attributable to the Kay Flo acquisition and the remainder caused by a reduction in tons sold in our legacy business.

Operating, administrative, and general expenses increased $13.5 million due to $9.6 million in costs at the facilities acquired from Kay Flo Industries as well as lower volumes decreasing the amount of overhead absorbed into cost of sales during the period. A triggering event occurred and after completion of an impairment analysis, expense of $2.0 million was recognized to fully impair goodwill held by the cob reporting unit.

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Rail Group

	Nine months ended September 30,
(in thousands)	2015		2014
Sales and merchandising revenues	$	134,497	$	117,733
Cost of sales and merchandising revenues	81,435		71,164
Gross profit	53,062		46,569
Operating, administrative and general expenses	18,984		17,588
Interest expense	4,929		5,381
Other income, net	14,766		2,289
Income before income taxes	$	43,915	$	25,889

Operating results for the Rail Group increased $18.0 million from the same period last year. Sales and merchandising revenues increased $16.8 million. Revenue from car sales increased $1.6 million compared to the prior year and leasing revenues increased $11.1 million. Repair and other revenues increased $4.1 million. Cost of sales and merchandising revenues increased $10.3 million compared to the same period last year primarily as a result of a higher volume of leased cars entering service. Gross profit was up $6.5 million due to a 3.1% increase in average railcar utilization compared to the prior year.

Other income increased significantly due to $10.6 million in higher than normal lease settlement activity in the second quarter.

Retail Group

	Nine months ended September 30,
(in thousands)	2015			2014
Sales and merchandising revenues	$	101,562		$	101,837
Cost of sales and merchandising revenues	71,984			71,984
Gross profit	29,578			29,853
Operating, administrative and general expenses	31,037			31,723
Interest expense	308			516
Other income, net	284			720
Loss before income taxes	$	(1,483	)	$	(1,666	)

Operating results for the Retail Group improved slightly from the same period last year, with a 1.5% decrease in customer count and flat margins compared to the same period last year offset by effective cost controls.

Other

	Nine months ended September 30,
(in thousands)	2015			2014
Sales and merchandising revenues	$	—		$	—
Cost of sales and merchandising revenues	—			—
Gross profit	—			—
Operating, administrative and general expenses	23,183			25,179
Interest expense (income)	751			(878		)
Other income (expense), net	(21		)	706
Loss before income taxes	$	(23,955	)	$	(23,595	)

The other operating loss not allocated to business segments increased $0.4 million compared to the same period in the prior year. Operating expenses decreased $4.8 million due to lower incentive compensation, which was offset by $5.4 million in additional ERP project expenses, as the project was not fully implemented in the third quarter of 2014 and most of the prior

35

year spend was capital in nature. Unallocated benefit costs decreased by $0.9 million and interest expense increased $1.4 million.

Income Taxes

Income tax expense of $17.6 million was provided at 33.2%. In 2014, income tax expense of $49.8 million was provided at a rate of 34.5%. The lower 2015 effective tax rate was due primarily to increased benefits attributable to the domestic production activity deduction and accounting for the investment in foreign affiliate, partially offset by tax charges related to other permanent book to taxable income items.

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Liquidity and Capital Resources

Working Capital

At September 30, 2015, we had working capital of $183.1 million. The following table presents changes in the components of current assets and current liabilities:

(in thousands)	September 30, 2015		September 30, 2014		Variance
Current Assets:
Cash and cash equivalents	$	40,658	$	326,946	$	(286,288	)
Restricted cash	181		173		8
Accounts receivable, net	201,664		162,270		39,394
Inventories	527,789		396,464		131,325
Commodity derivative assets – current	60,965		126,396		(65,431		)
Deferred income taxes	6,735		148		6,587
Other current assets	66,411		36,518		29,893
Total current assets	904,403		1,048,915		(144,512		)
Current Liabilities:
Short-term debt	82,801		451		82,350
Trade and other payables	466,428		387,311		79,117
Customer prepayments and deferred revenue	23,581		27,246		(3,665		)
Commodity derivative liabilities – current	49,911		229,265		(179,354		)
Accrued expenses and other current liabilities	71,593		70,598		995
Current maturities of long-term debt	26,989		76,757		(49,768		)
Total current liabilities	721,303		791,628		(70,325		)
Working Capital	$	183,100	$	257,287	$	(74,187	)

In comparison to September 30, 2014, current assets decreased due to changes in cash and cash equivalents and commodity derivative assets. This decrease is partly offset by increases in accounts receivable and inventories. The increase in inventory is due to the integration of the assets from the acquisitions of Auburn Bean and Grain and Kay Flo Industries, Inc. as well as an earlier harvest in certain key markets. The increase in accounts receivable is due to the same acquisition activity. The decrease in cash was due to the increase in inventory as well as the purchase of long term assets. Commodity derivative assets and liabilities decreased which reflects the customers' net asset or liability based on the value of forward contracts as compared to market prices at the end of the period.

Current liabilities decreased primarily due to decreases in commodity derivative liabilities and current maturities of long-term debt. This was partially offset by increases in short-term debt and trade and other payables. Included in trade and other payables was an increase in accounts payable for grain from $222.2 million in the prior year to $274.2 million as of September 30, 2015. This increase was primarily due to the integration of the fourth quarter 2014 grain acquisition and an earlier harvest compared to the prior year. Short-term debt increased due to the general working capital needs of the business. Current maturities of long-term debt decreased due to the pay down of $61.5 million in private placement bonds that matured in March 2015.

Sources and Uses of Cash

Operating Activities

Our operating activities provided cash of $57.8 million and $102.3 million in the first nine months of 2015 and 2014, respectively. The cash provided year to date is primarily a result of net income and non-cash expenses offset by decreases in net working capital. We also note that the prior year activity included significant cash distributions from the unconsolidated ethanol LLCs that occurred to a much smaller extent in the current year.

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.

Investing Activities

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Investing activities used cash of $212.4 million through the first nine months of 2015, compared to $12.6 million of cash used in the prior year. The significant increase in cash used is due primarily to the $124.6 million net cash outflow for the purchase of Kay Flo Industries, Inc. in the second quarter. Additionally, there was an increase of $73.1 million of Rail Group asset purchases partly offset by a $34.1 million increase of Rail Group asset sales. The variability is driven by timing of opportunities in the Rail Group asset market. In 2015, we expect to spend a total of $129.2 million for the purchase of railcars, barges and related leases and capitalized modifications of railcars. We also expect to offset this amount by proceeds from the sales and dispositions of approximately $89.7 million during the year. Through September 30, 2015, we invested $112.3 million in the purchase of additional railcars, which is partially offset by proceeds from sales of railcars of $65.0 million. Through September 30, 2014, we invested $39.3 million in the purchase of additional railcars, which was largely offset by proceeds from sales of $30.9 million. Additionally, total capital spending for 2015 on property, plant and equipment in our base business, inclusive of information technology spending and the beginning of construction on a new corporate headquarters building is expected to be approximately $98.2 million. The prior year also included $31.5 million of proceeds received from LTG as part of the partial share redemption as proceeds from sale of investments.

Financing Activities

Financing activities provided cash of $80.6 million and used cash of $71.9 million for the nine months ended September 30, 2015 and 2014, respectively. Most of the increase is from additional borrowings on the short-term line of credit, which increased due to the working capital needs of the business and from the increase in long-term debt for the purchase of Kay Flo Industries, Inc. We are party to borrowing arrangements with a syndicate of banks that provides a total of $875 million in borrowings, which includes $25 million of debt of The Andersons Denison Ethanol LLC which is non-recourse to the Company. Of that total, we had $657.9 million remaining available for borrowing at September 30, 2015. Peak short-term borrowings to date were $308.5 million on March 31, 2015. Typically, our highest borrowing occurs in the Spring due to seasonal inventory requirements in our fertilizer and grain businesses. In addition to increased short-term borrowings, proceeds from long-term debt of $152.8 million were received, which was partially offset by $87.0 million of long-term debt reductions.

In the first nine months of 2015, we also made payments of $49.0 million to repurchase approximately 1.2 million shares, which exceeds the number of shares issued as part of the acquisition of Auburn Bean and Grain. We have completed our full authorization for share buy backs under the current repurchase program.

We paid $12.0 million in dividends in the first nine months of 2015 compared to $9.4 million in the prior year. We paid $0.14 per common share for the dividends paid in January, April, and July 2015, and $0.11 per common share for the dividends paid in January, April, July and October 2014. On August 28, 2015, we declared a cash dividend of $0.14 per common share payable on October 22, 2015 to shareholders of record on October 1, 2015.

Certain of our long-term borrowings include covenants that, among other things, impose minimum levels of equity and limitations on additional debt. We are in compliance with all such covenants as of September 30, 2015. In addition, certain of our long-term borrowings are collateralized by first mortgages on various facilities or are collateralized by railcar assets. Our non-recourse long-term debt is collateralized by ethanol plant assets.

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

We believe our sources of liquidity will be adequate to fund our operations, capital expenditures and payments of dividends in the foreseeable future.

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Off-Balance Sheet Transactions

Our Rail Group utilizes leasing arrangements that provide off-balance sheet financing for its activities. We lease assets from financial intermediaries through sale-leaseback transactions, the majority of which involve operating leasebacks. Rail Group assets we own or lease from a financial intermediary are generally leased to a customer under an operating lease. We also arrange non-recourse lease transactions under which we sell assets to a financial intermediary, and assign the related operating lease to the financial intermediary on a non-recourse basis. In such arrangements, we generally provide ongoing maintenance and management services for the financial intermediary, and receive a fee for such services. On most of the assets, we hold an option to purchase the assets at the end of the lease.

The following table describes our Rail Group asset positions at September 30, 2015:

Method of Control	Financial Statement	Units
Owned-railcars available for sale	On balance sheet – current	20
Owned-railcar assets leased to others	On balance sheet – non-current	16,608
Railcars leased from financial intermediaries	Off balance sheet	3,689
Railcars – non-recourse arrangements	Off balance sheet	2,899
Total Railcars		23,216
Locomotive assets leased to others	On balance sheet – non-current	29
Locomotives leased from financial intermediaries	Off balance sheet	16
Total Locomotives		45
Barge assets leased to others	On balance sheet – non-current	—
Barge assets leased from financial intermediaries	Off balance sheet	40
Total Barges		40

In addition, we manage 410 railcars for third-party customers or owners for which we receive a fee.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

For further information, refer to our Annual Report on Form 10-K for the year ended December 31, 2014. There were no material changes in market risk, specifically commodity and interest rate risk during the quarter ended September 30, 2015.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that such information is accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer ("Certifying Officers"), as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

As required by Rule 13a-15(b) of the Exchange Act, the Company carried out an evaluation, under the supervision and with the participation of management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures as of the end of the period covered by this quarterly report. Based on the results of this evaluation, management concluded that, as of September 30, 2015, the Company's disclosure controls and procedures were effective.

Changes in Internal Control over Financial Reporting

Management concluded that the Company’s system of internal control over financial reporting was effective as of December 31, 2014.  As required by Rule 13a-15(d) of the Exchange Act, the Company carried out an evaluation, under the supervision and with the participation of management, including its Chief Executive Officer and Chief Financial Officer, of any change in the Company’s internal controls over financial reporting that have materially affected, or is reasonably likely to materially affect, the Company’s internal controls over financial reporting. The Company is undertaking the phased implementation of an ERP software system.  The phased implementation continued with several new Grain locations during the first and third quarters of 2015.  The Company believes it is maintaining and monitoring appropriate internal controls during the implementation period and further believes that its internal control environment will be enhanced as a result of this implementation.  There have been no other changes in the Company’s internal controls over financial reporting during the Company’s most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

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Part II. Other Information

Item 1. Legal Proceedings

We have received, and are cooperating fully with, a request for information from the United States Environmental Protection Agency (“U.S. EPA”) regarding the history of our 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 our initial acquisition of the land in 1960. We have 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 our 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.

We are also currently subject to various claims and suits arising in the ordinary course of business, which include environmental issues, employment claims, contractual disputes, and defensive counter claims. We accrue liabilities where litigation losses are deemed probable and estimable. We believe it is unlikely that the results of our current legal proceedings, even if unfavorable, will be materially different from what we currently have accrued. There can be no assurance, however, that any claims or suits arising in the future, whether taken individually or in the aggregate, will not have a material adverse effect on our financial condition or results of operations.

Item 1A. Risk Factors

Our operations are subject to risks and uncertainties that could cause actual results to differ materially from those discussed in this Form 10-Q and could have a material adverse impact on our financial results. These risks can be impacted by factors beyond our control as well as by errors and omissions on our part. The most significant factors known to us that could materially adversely affect our business, financial condition or operating results are described in our 2014 Form 10-K (Item 1A).

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

In October 2014, the Company's Board of Directors approved a resolution authorizing the repurchase of shares at a value not to exceed $50.0 million, expiring on October 31, 2016. The following table gives information regarding the repurchases for the period ended September 30, 2015:

(in thousands, except per share data)	Total number of shares purchased	Average price paid per share		Total number of shares purchased as part of publicly announced programs	Maximum dollar value of shares that may yet be purchased under the program
July 1 through July 31	323	$	36.59	323	$	3,118
August 1 through August 31	84	36.92		84	10
September 1 through September 30	—	—		—	10
Total	407	$	36.68	407	$	10

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Item 6. Exhibits

(a) Exhibits

No.	Description
10	Employment Agreement between The Andersons, Inc. and Patrick E. Bowe
12	Computation of Ratio of Earnings to Fixed Charges
31.1	Certification of the Chief Executive Officer under Rule 13(a)-14(a)/15d-14(a)
31.2	Certification of the Chief Financial Officer under Rule 13(a)-14(a)/15d-14(a)
32.1	Certifications Pursuant to 18 U.S.C. Section 1350
101	Financial Statements from the interim report on Form 10-Q of The Andersons, Inc. for the period ended September 30, 2015, formatted in XBRL: (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Equity, (v) the Condensed Consolidated Statement of Cash Flows and (vi) the Notes to Condensed Consolidated Financial Statements.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	THE ANDERSONS, INC. (Registrant)
Date: November 5, 2015	By /s/ Patrick E. Bowe
	Patrick E. Bowe
	Chief Executive Officer (Principal Executive Officer)
Date: November 5, 2015	By /s/ John Granato
	John Granato
	Chief Financial Officer (Principal Financial Officer)

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Exhibit Index

The Andersons, Inc.

No.	Description
10	Employment Agreement between The Andersons, Inc. and Patrick E. Bowe
12	Computation of Ratio of Earnings to Fixed Charges
31.1	Certification of the Chief Executive Officer under Rule 13(a)-14(a)/15d-14(a)
31.2	Certification of the Chief Financial Officer under Rule 13(a)-14(a)/15d-14(a)
32.1	Certifications Pursuant to 18 U.S.C. Section 1350
101	Financial Statements from the interim report on Form 10-Q of The Andersons, Inc. for the period ended September 30, 2015, formatted in XBRL: (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Equity, (v) the Condensed Consolidated Statement of Cash Flows and (vi) the Notes to Condensed Consolidated Financial Statements.

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EX-10

EXECUTION COPY

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT (this “Agreement”) dated as of September 2, 2015, by and between The Andersons, Inc. an Ohio corporation (the “Company”), and Patrick E. Bowe (the “Executive”).

W I T N E S S E T H

WHEREAS, the Company desires to employ the Executive as the Chief Executive Officer of the Company; and

WHEREAS, the Company and the Executive desire to enter into this Agreement as to the terms of the Executive’s employment with the Company.

NOW, THEREFORE, in consideration of the foregoing, of the mutual promises contained herein and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. POSITION AND DUTIES.

(a)GENERAL. During the Employment Term (as defined in Section 2 hereof), the Executive shall serve as theChief Executive Officerof the Company. In this capacity, the Executive shall have the duties, authorities and responsibilities commensurate with the duties, authorities and responsibilities of persons in similar capacities in similarly sized companies, and such other duties, authorities and responsibilities as may reasonably be assigned to the Executivefrom time to time that are not inconsistent with the Executive’s position with the Company. The Executive’s principal place of employment with the Company shall be in Maumee, Ohio, provided that the Executive understands and agrees that the Executive may be required to travel from time to time for business purposes. The Executive shall report directly to the Board of Directors of the Company (the “Board”).

(b)OTHER ACTIVITIES. During the Employment Term, the Executive shall devote all of the Executive’s business time, energy, business judgment, knowledge and skill and the Executive’s best efforts to the performance of the Executive’s duties with the Company, provided that the foregoing shall not prevent the Executive from (i) with prior written notice to the Board, serving on the boards of directors (and board committees) of non-profit organizations, and, following the first anniversary of the Effective Date and with the prior written approval of the Board, other for profit companies, (ii) participating in charitable, civic, educational, professional, community or industry affairs, (iii) serving as a member of the boards of Fabcon Companies, LLC, and Schwan’s Home Service, Inc., provided that Executive will resign from such boards not later than March 31, 2016 and (iv) managing the Executive’s passive personal investments so long as such activities in the aggregate do not interfere or conflict with the Executive’s duties hereunder, create a potential business or fiduciary conflict, or violate any of the provisions of Section 11 hereof.

(c)BOARD SERVICE. The Board shall take such action as may be necessary to appoint or elect the Executive as a member of the Board as soon as practical after the Effective Date (as defined in Section 2 hereof). Thereafter, during the Employment Term, the Board shall nominate the Executive for re-election as a member of the Board at the expiration of the then-current term, provided that the foregoing shall not be required to the extent prohibited by legal or regulatory requirements. Following the end of the term of the current Chairman of the Board, the Executive shall be considered for the position as Chairman of the Board.

2.EMPLOYMENT TERM. The Company agrees to employ the Executive pursuant to the terms of this Agreement, and the Executive agrees to be so employed, for an indefinite term commencing as of November 2, 2015, or such other date as the parties may agree upon (the “Effective Date”) and continuing until the Executive’s employment hereunder is terminated in accordance with Section 8 hereof, subject to the provisions of Section 9 hereof. The period of time between the Effective Date and the termination of the Executive’s employment hereunder shall be referred to herein as the “Employment Term.” During the period between the date of this Agreement and the Effective Date, the Executive shall not be an employee or officer of the Company, and shall not be entitled to any compensation or other benefits (but shall be reimbursed for any reasonable out-of-pocket costs incurred by him for attendance at meetings or other functions at the Company’s request). If the Company notifies the Executive prior to the Effective Date that it has elected not to employ the Executive, other than (i) as a result of circumstances that would have enabled the Company to terminate the Executive for Cause, or (ii) due to the Executive’s former employer receiving an injunction (other than a temporary restraining order) providing that such continued employment violates a restrictive covenant with the former employer, the Executive shall be entitled, as his sole remedy, to reimbursement of any expenses described in the preceding sentence not yet reimbursed, to the amount described in Section 9(d)(ii), payable in a lump sum not more than sixty (60) days after the Company gives such notice, to the benefits described in Sections 9(d)(iii) and 9(d)(iv) (except that the Company may, in lieu of providing coverage under its medical plan, reimburse Executive for his premiums for COBRA coverage for himself and his dependents under the plan of his prior employer), and, if a Clawback (as defined in Section 7) occurs, to the Clawback Reimbursement and Clawback Gross-up in accordance with Section 7, all determined as if the Executive’s employment had been terminated without Cause immediately after the Effective Date. In such event, the provisions of Section 10, 11(a) and 11(d) (but for avoidance of doubt no other provision of Section 11 or Section 12) shall apply as if the Executive’s employment had been terminated without Cause immediately after the Effective Date. Except as provided in the two preceding sentences, if the Executive fails to commence employment on or prior to the Effective Date for any other reason, this Agreement will be null and void and neither party shall have any obligation to the other hereunder, other than with respect to Section 11(a).

3.BASE SALARY. During the Employment Term, the Company agrees to pay the Executive a base salary at the initial annual rate of $900,000, payable in accordance with the regular payroll practices of the Company, but not less frequently than monthly. The Executive’s base salary shall be subject to annual review by the Board (or a committee thereof), and may be increased, but not decreased below its then current level other than in connection with an across-the-board reduction applicable to all senior executives of the Company (in which the percentage by which the Base Salary is reduced is not greater than the percentage by which the base salary of any other senior executive is reduced), from time to time by the Board. The base salary as determined herein and adjusted from time to time shall constitute “Base Salary” for purposes of this Agreement.

4.ANNUAL BONUS. During the Employment Term and commencing with fiscal year 2016, the Executive shall be eligible to receive an annual incentive payment under the Company’s annual bonus plan as may be in effect from time to time (any such annual bonus, an “Annual Bonus”) with a target bonus opportunity equal to 100% of the Base Salary as in effect for the fiscal year to which the Annual Bonus relates (the “Target Bonus”). For fiscal year 2015, the Executive shall receive an Annual Bonus pro-rated from the Effective Date through the end of 2015, determined based upon the level at which the Company’s applicable performance goals for fiscal year 2015 have been satisfied, and paid when Annual Bonuses for 2015 are paid (or would be paid) to other senior executives. The Executive shall be eligible to receive this Annual Bonus for each performance year during the Employment Term upon the attainment of threshold performance of one or more pre-established performance goals established by the Board (or a committee thereof) in its reasonable discretion, after consulting with the Executive. The actual amount of the Annual Bonus may vary from a minimum of 0% of Base Salary to a maximum of 200% of Base Salary, based upon the extent to which actual performance is below or above the applicable threshold levels of performance,

and shall be determined pursuant to a formula established in good faith by the Board (or a committee thereof) for the applicable performance period. Any Annual Bonus payable hereunder shall be paid in the calendar year following the end of the fiscal year to which such Annual Bonus relates, at the same time annual bonuses are paid to other senior executives of the Company, but in no event later than March 15^th of such calendar year, subject to the Executive’s continued employment with the Company through the date of payment, except as otherwise provided in Section 9 hereof.

5.EQUITY AWARDS.

(a)As soon as reasonably practical following the Effective Date, the Company shall grant to the Executive 325,000 stock options pursuant to the Company’s 2014 Long-Term Incentive Compensation Plan (the “Make Whole Stock Options”) and a number of shares of restricted stock equal to $1,000,000 divided by the closing price of the Company’s common stock on the last trading day prior to the date of grant, pursuant to the Company’s 2014 Long-Term Performance Compensation Plan (the “Make Whole Restricted Stock and, together with the Make Whole Stock Options, the “Make Whole Equity Awards”). The Make Whole Stock Options shall be granted pursuant to an award agreement substantially in the form attached hereto as Exhibit A and the Make Whole Restricted Stock shall be granted pursuant to an award agreement substantially in the form attached hereto as Exhibit B, in each case following the approval of the Compensation Committee of the Board. A failure of the Compensation Committee to approve the grant of the Make Whole Equity Awards in such forms shall be considered a material breach of this Agreement for purposes of Section 8(e)(iv).

(b)During the Employment Term, the Executive shall be considered to receive equity and/or other long-term incentive awards pursuant to the Company’s Long Term Incentive Compensation Plan (each an “Annual Equity Award”) with a targeted aggregate grant date fair market value of $2,000,000. The final amount of the Annual Equity Award will be determined in good faith by the Board based upon the performance of the Executive and the Company for the applicable year. The Annual Equity Awards shall in all cases be subject to the approval of the Compensation Committee of the Board and the terms and conditions of the award agreements memorializing such Annual Equity Awards. Notwithstanding the foregoing, the Annual Equity Awards shall provide that in the event of the Executive’s termination of employment (i) due to the Executive’s death or Disability, (ii) by the Company without Cause, or (iii) by the Executive for Good Reason, (A) any time-based vesting requirement shall be deemed satisfied immediately upon such termination, pro-rata, based upon the number of days during such vesting period that that the Executive remaining employed with the Company, (B) if such termination occurs within twenty four (24) months following a Change in Control that occurs on or prior to the third anniversary of the Effective Date, any time-based vesting requirements shall be deemed satisfied in full upon such termination, and (C) if such termination occurs prior to the third anniversary of the Effective Date but before a Change in Control, the portion of any Annual Equity Award that would otherwise be forfeited by reason of a time-based vesting requirement shall vest in full if a Change in Control occurs within three (3) months following the date of termination (and on or prior to the third anniversary of the Effective Date), and shall only be forfeited if such three month period elapses without the occurrence of a Change in Control; provided that in each case only to the extent that such vesting does not cause the Award to become subject to the excise tax under Code Section 409A (as defined below), and, in the event of a termination described in Section 5(b)(ii), subject to the Executive’s timely execution of a release of claims in the form attached as Exhibit C.

6.EMPLOYEE BENEFITS.

(a)BENEFIT PLANS. During the Employment Term, the Executive shall be entitled to participate in any employee benefit plan that the Company has adopted or may adopt, maintain or contribute to or for the benefit of its employees generally, subject to satisfying the applicable eligibility requirements, and except to the extent such plans are duplicative of the benefits otherwise provided hereunder. The Executive’s participation will be subject to the terms of the applicable plan documents and generally applicable Company policies. Notwithstanding the foregoing, the Company may modify or terminate any employee benefit plan at any time.

(b)VACATION TIME. During the Employment Term, the Executive shall be entitled to four (4) weeks of paid vacation per calendar year (as prorated for partial years) and such additional time as determined by the Board in consultation with the Executive in accordance with the Company’s policy on accrual and use applicable to employees as in effect from time to time.

(c)ANNUAL EXECUTIVE PHYSICAL. During the Employment Term, the Company shall provide the Executive with an annual executive physical at the Mayo Clinic or a comparable facility selected by the Executive, which executive physical shall be comprised of the standard procedures and services customarily included in an executive physical.

(d)RELOCATION BENEFITS. During the Employment Term, the Executive shall be entitled to receive the relocation benefits described in the Company’s Executive Relocation Benefits Policy (the “Standard Relocation Benefits”). In addition to the Standard Relocation Benefits, the Company shall reimburse the Executive for the commission payable to the Executive’s realtor in connection with the sale of the Executive’s primary residence in Minnesota during the Employment Term, following receipt by the Company of reasonable substantiation and documentation of such commission; provided that the aggregate amount of such reimbursed commission shall not exceed $400,000. Such amount shall be payable within thirty (30) days following the closing of the sale of the Executive’s primary residence in Minnesota.

(e)HOUSING REIMBURSEMENT. Upon presentation of reasonable substantiation and documentation as the Company may specify from time to time, the Company shall reimburse the Executive during the Employment Term on a monthly basis for the reasonable costs incurred by the Executive in obtaining temporary housing in the vicinity of the Company’s headquarters (the “Housing Reimbursement”); provided that each monthly Housing Reimbursement under this Section 6(e) shall not exceed $6,250 and the aggregate Housing Reimbursement under this Section 6(e) shall not exceed $75,000; provided, further, that the Housing Reimbursement shall only be provided until the earlier of the first anniversary of the Effective Date or the Executive’s relocation of his primary residence from Minnesota to the vicinity of the Company’s headquarters. To the extent that the Housing Reimbursement constitutes taxable income to the Executive, the amount of the Housing Reimbursement shall be grossed-up so that the after-tax amount received by the Executive is equal to the amounts provided herein.

(f)BUSINESS AND COMMUTING EXPENSES. Upon presentation of reasonable substantiation and documentation as the Company may specify from time to time, the Executive shall be reimbursed in accordance with the Company’s expense reimbursement policy, for all reasonable out-of-pocket business expenses incurred and paid by the Executive during the Employment Term and in connection with the performance of the Executive’s duties hereunder and the Company’s policies with regard thereto, including but not limited to reasonable costs incurred in traveling on standard commercial airlines between Minneapolis, Minnesota and Maumee, Ohio (the “Commuting Expenses”); provided that the Commuting Expenses shall only be reimbursed until the earlier of the first anniversary of the Effective Date or the Executive’s relocation of his primary residence from Minnesota to the vicinity of the Company’s headquarters.

(g)OTHER EXPENSES. The Company shall reimburse the Executive for the Executive’s reasonable legal and consulting fees incurred in connection with the Executive’s negotiation and documentation of this Agreement, following receipt by the Company of reasonable substantiation and documentation of such expenses; provided that the aggregate amount of such reimbursed fees shall not exceed $50,000. Such amount shall be payable within thirty (30) days following the Effective Date.

7.CLAWBACK INDEMNITY. In the event that, as a result of the Executive’s employment by the Company in accordance with the terms of this Agreement, or any action taken by the Executive in connection with his employment by the Company (provided that such action does not constitute a willful violation of any of the provisions of Section 22), the Executive is subject to, and the former employer has made a demand for, the forfeiture of previously vested equity incentive awards, or the Executive is required to repay to his former employer the value of any previously vested equity incentive award that was previously sold by the Executive (a “Clawback”), the Company shall pay to the Executive an amount equal to the sum of the amount that Executive is required to repay to his former employer plus the amount paid by the Executive

for any previously vested equity incentive award that is forfeited (the “Clawback Reimbursement”), plus, if the total amount of additional state and federal income and social security tax payable by Executive by reason of receipt of the Clawback Reimbursement, after taking into account any deduction to which the Executive is entitled by reason of the Clawback, is greater than zero, the Company shall pay to the Executive an amount equal to such additional tax, grossed-up for any tax payable by reason of such amount (the “Clawback Gross-up”), provided that in no event shall the sum of the Clawback Reimbursement and the Clawback Gross-up exceed Four Million Dollars ($4,000,000.00). If the Executive’s employment by the Company is terminated by the Company for Cause, prior to the third anniversary of the Effective Date, the Executive shall promptly repay to the Company, upon demand, an amount equal to the sum of the Clawback Reimbursement and Clawback Gross-up previously received. If the Executive’s employment by the Company is terminated by the Executive without Good Reason, prior to the third anniversary of the Effective Date, the Executive shall not be entitled to any additional Clawback Reimbursement or Clawback Gross-up, and shall promptly repay to the Company, upon demand, an amount equal to the sum of the Clawback Reimbursement and Clawback Gross-up previously received multiplied by a fraction, the numerator of which is thirty-six minus the number of full months that have elapsed between the Effective Date and the date of termination, and the denominator of which is thirty-six. The Executive shall in good faith work with the Company and his former employer to provide that the Clawback does not apply, and shall in good faith take any actions reasonably necessary to file his federal and state income tax returns on a basis that will minimize the amount of the Clawback Gross-up, it being acknowledged and agreed by the Company that the results of such good-faith efforts shall not reduce the Clawback Reimbursement or the Claw-Back Gross-up.

8.TERMINATION. The Executive’s employment and the Employment Term shall terminate on the first of the following to occur (such date of termination, the “Termination Date”):

(a)DISABILITY. Upon thirty (30) days’ prior written notice by the Company to the Executive of a termination due to Disability,provided that within the thirty (30) notice period, the Executive has not returned to full-time performance of the Executive’s duties. For purposes of this Agreement, “Disability” shall be defined as the inability of the Executive to have performed the Executive’s material duties hereunder after reasonable accommodation due to a physical or mental injury, infirmity or incapacity for a period of one hundred eighty (180) days (including weekends and holidays) during any three hundred sixty-five (365)-day period as determined by the Board in its reasonable good faith discretion, based upon the medical opinion of a licensed physician selected by the Company with the consent of the Executive or his representative, which shall not be unreasonably withheld. The Executive (or the Executive’s representative) shall cooperate in all respects with the Company if a question arises as to whether the Executive has become Disabled (including, without limitation by submitting to reasonable examinations by one or more medical doctors and other health care specialists selected by the Company and authorizing such medical doctors and other health care specialists to discuss the Executive’s condition with the Company). Notwithstanding the foregoing, the Company shall not terminate the Executive by reason of Disability prior to the date on which the Executive is eligible for long-term disability benefits under any long-term disability plan or policy maintained by the Company, but if the Executive is otherwise Disabled the Company may remove him as CEO and a member of the Board, and such action shall not constitute Good Reason, provided that the Executive remains employed (and continues to receive his Base Salary and all benefits) until he is eligible for such benefits.

(b)DEATH. Automatically upon the date of death of the Executive.

(c)CAUSE. Immediately upon written notice by the Company to the Executive of a termination for Cause. “Cause” shall mean:

(i)the Executive’s willful, material and substantive breach of written Company policy, which breach is not cured by the Executive within a reasonable time after receipt of written notice from the Company specifying the breach; provided, however, that in the event of any conflict between any Company policy and the terms of this Agreement, the terms of this Agreement shall govern and control;

(ii)the Executive’s willful, intentional and substantive breach of fiduciary duty to the Company or any of its affiliates involving personal gain or profit to the Executive;

(iii)the Executive’s engagement in other employment that substantially impairs the Executive’s ability to perform his obligations hereunder, for which consent of the Company was not previously obtained; or

(iv)the Executive’s conviction of any felony, crime of moral turpitude, or intentional crime in the conduct of his employment the Company or any of its affiliates, in each case which conviction (x) is materially adverse to the welfare of the Company or any of its affiliates (but excluding any conviction which is not the result of any action or inaction by the Executive for his personal gain) or (y) is in willful violation of law or Company policy.

For purposes of this Section 8(c), no act or failure to act shall be deemed “willful” if done or omitted to be done by the Executive in good faith and in the reasonable belief that such act or omission was in the best interest of the Company. Any determination of Cause by the Company will be made by a resolution approved by a majority of the members of the Board (other than the Executive, as applicable). Notwithstanding anything to the contrary contained herein, the Executive’s right to cure shall not apply if there are habitual breaches by the Executive.

(d)WITHOUT CAUSE. Immediately upon written notice by the Company to the Executive of an involuntary termination without Cause (other than for death or Disability).

(e)GOOD REASON. Upon written notice by the Executive to the Company of a termination for Good Reason. “Good Reason” shall mean the occurrence of any of the following events, without the express written consent of the Executive, unless such events are fully corrected in all material respects by the Company within thirty (30)days following written notification by the Executive to the Company:

(i)a material diminution in the Executive’s Base Salary or Target Bonus opportunity;

(ii)a material diminution in the Executive’s authority, duties, or responsibilities;

(iii)a material change in the geographic location at which the Executive must perform services; or

(iv)any other action or inaction that constitutes a material breach by the Company of this Agreement or any other material written agreement between the Company and the Executive relating to the Executive’s employment arrangement.

The Executive shall provide the Company with a written notice detailing the specific circumstances alleged to constitute Good Reason within ninety (90) days after the Executive first knows, or with the exercise of reasonable diligence would know, of the occurrence of such circumstances, and must actually terminate employment within thirty (30) days following the expiration of the Company’s cure period as set forth above. Otherwise, any claim of such circumstances as “Good Reason” shall be deemed irrevocably waived by the Executive; provided that such waiver shall not apply to any subsequent occurrence of the same or other circumstances constituting Good Reason.

(f)WITHOUT GOOD REASON. Upon thirty (30)days’ prior written notice by the Executive to the Company of the Executive’s voluntary termination of employment without Good Reason (which the Company may, in its sole discretion, make effective earlier than any notice date).

9.CONSEQUENCES OF TERMINATION.

(a)DEATH. In the event that the Executive’s employment and the Employment Term end on account of the Executive’s death, the Executive or the Executive’s estate, as the case may be, shall be entitled to the following (with the amounts due under Sections 9(a)(i) and 9(a)(iv) hereof to be paid within sixty (60) days following termination of employment, or such earlier date as may be required by applicable law):

(i)any unpaid Base Salary through the Termination Date;

(ii)a pro rata Annual Bonus for the Bonus Plan performance period in which the Termination Date occurs, calculated by multiplying the actual amount of the Annual Bonus that would have been earned by the Executive had the Executive remained employed with the Company through the end of the applicable performance period by a fraction, the numerator of which is the number of days during the

applicable performance period during which the Executive was actively employed by the Company and the denominator of which is the total number of days comprising the applicable performance period, payable at the same time bonuses for such performance period are otherwise paid to the Company’s senior executives;

(iii)any Annual Bonus earned but unpaid with respect to a fiscal year ending on or preceding the Termination Date, payable as provided in Section 4 hereof (without regard to any continued employment requirement);

(iv)reimbursement for any unreimbursed business expenses incurred through the Termination Date and reimbursable pursuant to Section 6(d) hereof;

(v)any accrued but unused vacation pay or paid time off that may remain as of the Termination Date, determined in accordance with the Company’s policy on accrual and use; and

(vi)all other accrued and vested payments, benefits or fringe benefits to which the Executive is entitled in accordance with the terms and conditions of the applicable compensation or benefit plan, program or arrangement of the Company (collectively, Sections 9(a)(i) through 9(a)(vi) hereof shall be hereafter referred to as the “Accrued Benefits”).

(b)DISABILITY. In the event that the Executive’s employment and the Employment Term end on account of the Executive’s Disability, the Company shall pay or provide the Executive with the Accrued Benefits.

(c)TERMINATION FOR CAUSE OR WITHOUT GOOD REASON. If the Executive’s employment is terminated (x) by the Company for Cause, or (y) by the Executive without Good Reason, the Company shall pay to the Executive the Accrued Benefits, other than the benefit described in Sections 9(a)(ii) and 9(a)(iii) hereof.

(d)TERMINATION WITHOUT CAUSE OR FOR GOOD REASON OTHER THAN IN CONNECTION WITH A CHANGE IN CONTROL. If the Executive’s employment with the Company is terminated during the Employment Term (x) by the Company other than for Cause, or (y) by the Executive for Good Reason (a “Qualifying Termination”), in either case on or prior to the third anniversary of the Effective Date and other than pursuant to Section 9(e) hereof, the Company shall pay or provide the Executive with the following:

(i)the Accrued Benefits, provided that the benefit described in Section9(a)(ii) hereof shall be subject to the Executive’s continued compliance with the obligations in Sections 10, 11 and 12 hereof;

(ii)subject to the Executive’s continued compliance with the obligations in Sections 10, 11 and 12 hereof, an amount equal to two times the sum of the Base Salary plus the Target Bonus, paid in equal installments, but in no event less frequently than monthly, in accordance with the Company’s normal payroll schedule for a period of twenty-four (24) months following the Termination Date; provided that to the extent that the payment of any amount constitutes “nonqualified deferred compensation” for purposes of “Code Section 409A” (as defined in Section 23 hereof), any such payment scheduled to occur during the first sixty (60) days following the Termination Date shall not be paid until the sixtieth (60^th) day following the Termination Date and shall include payment of any amount that was otherwise scheduled to be paid prior thereto;

(iii)subject to the Executive’s continued compliance with the obligations in Sections 10, 11 and 12 hereof, senior executive level outplacement services for a period of twelve (12) months following the Termination Date, provided at the Company’s expense by a reputable provider selected by the Executive with the consent of the Company, which shall not be unreasonably withheld; and

(iv)subject to (A) the Executive’s timely election of continuation coverage for himself or his eligible dependents under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), (B) the Executive’s continued copayment of premiums at the same level and cost to the Executive as if the Executive were an employee of the Company (excluding, for purposes of calculating cost, an employee’s ability to pay premiums with pre-tax dollars), and (C) the Executive’s continued compliance with the obligations in Sections 10, 11 and 12 hereof, continued participation in the Company’s group health plan (to the extent permitted under applicable law and the terms of such plan) which covers the Executive

(and the Executive’s eligible dependents) for a period of eighteen (18) months at the Company’s expense; provided that the Executive is eligible and remains eligible for COBRA coverage; and provided, further, that in the event that the Executive obtains other employment that offers group health benefits, such continuation of coverage by the Company under this Section 9(d)(iv) shall immediately cease. Notwithstanding the foregoing, the Company shall not be obligated to provide the continuation coverage contemplated by this Section 9(d)(iv) if it would result in the imposition of excise taxes on the Company for failure to comply with the nondiscrimination requirements of the Patient Protection and Affordable Care Act of 2010, as amended, and the Health Care and Education Reconciliation Act of 2010, as amended (to the extent applicable); provided that in such case the Company shall reimburse the Executive, on a taxable basis, for the cost of COBRA coverage if such reimbursement can be paid without resulting in imposition of such excise taxes.

Payments and benefits provided in this Section 9(d) shall be in lieu of any termination or severance payments or benefits for which the Executive may be eligible under any of the plans, policies or programs of the Company, including without limitation the Company’s Change in Control and Severance Policy, dated January 1, 2015, as may be amended from time to time (the “Company Severance Policy,” or under the Worker Adjustment Retraining Notification Act of 1988 or any similar state statute or regulation; provided for the avoidance of doubt that as of the third anniversary of the Effective Date, the Executive shall become eligible to participate in the Company Severance Policy. Notwithstanding anything to the contrary in the Company Severance Policy, (i) the terms “Cause”, “Good Reason”, and “Qualifying Termination” or terms of similar import shall have the definition provided in this Agreement (and any dispute over the reason for the Executive’s termination shall be resolved by binding arbitration in accordance with Section 20 of this Agreement), (ii) to the extent that a release of claims is required to receive such severance, the release shall be substantially in the form of Exhibit C attached hereto, and (iii) the restrictive covenants in this Agreement shall apply instead of any restrictive covenants of the policy.

(e)TERMINATION WITHOUT CAUSE OR FOR GOOD REASON IN CONNECTION WITH A CHANGE IN CONTROL. If the Executive’s employment by the Company is terminated in a Qualifying Termination during the three (3) months preceding or twenty four (24) months followinga “Change in Control” (as defined in the Company Severance Policy) which Change in Control occurs on or prior to the third anniversary of the Effective Date, the Company shall pay or provide the Executive with the following:

(i)the Accrued Benefits, provided that the benefit described in Section 9(a)(ii) hereof shall be replaced by a pro rata Annual Bonus for the Bonus Plan performance period in which the Termination Date occurs, calculated by multiplying the Target Bonus by a fraction, the numerator of which is the number of days during the applicable performance period during which the Executive was actively employed by the Company and the denominator of which is the total number of days comprising the applicable performance period, payable at the same time bonuses for such performance period are otherwise paid to the Company’s senior executives, and subject to the Executive’s continued compliance with the obligations in Sections 10, 11 and 12 hereof;

(ii)subject to the Executive’s continued compliance with the obligations in Sections 10, 11 and 12 hereof, the payment described in Section 9(d)(ii) hereof, except that “three times” shall be substituted for “two times” where it appears therein, and “thirty-six (36) months” shall be substituted for “twenty-four (24) months” where it appears therein; and

(iii)subject to the Executive’s continued compliance with the obligations in Sections 10, 11 and 12 hereof, the benefits described in Sections 9(d)(iii) and 9(d)(iv) hereof.

Payments and benefits provided in this Section 9(e) shall be in lieu of any termination or severance payments or benefits for which the Executive may be eligible under any of the plans, policies or programs of the Company, including without limitation the Company Severance Policy, or under the Worker Adjustment Retraining Notification Act of 1988 or any similar state statute or regulation; provided for the avoidance of

doubt that as of the third anniversary of the Effective Date, the Executive shall become eligible to participate in the Company Severance Policy, subject to the following. Notwithstanding anything to the contrary in the Company Severance Policy, (i) the terms “Cause”, “Good Reason”, and “Qualifying Termination” or terms of similar import shall have the definition provided in this Agreement (and any dispute over the reason for the Executive’s termination shall be resolved by binding arbitration in accordance with Section 20 of this Agreement), (ii) to the extent that a release of claims is required to receive such severance, the release shall be substantially in the form of Exhibit C attached hereto, and (iii) the restrictive covenants in this Agreement shall apply instead of any restrictive covenants of the policy. If a Change in Control occurs on or prior to the third anniversary of the Effective Date, and the twenty four (24) month period after the Change in Control ends after the third anniversary of the Effective Date, the provisions of this Section 9(e) shall apply if the Executive is terminated in a Qualifying Termination within the twenty four (24) month period following the Change in Control, and, if the Executive is not so terminated, the Executive shall become eligible to participate in the Company Severance Policy as set forth above at the end of such twenty four (24) month period. If the Executive’s employment is terminated in a Qualifying Termination prior to the third anniversary of the Effective Date, and prior to a Change in Control, and a Change in Control subsequently occurs within three (3) months after the date of the Qualifying Termination and on or prior to the third anniversary of the Effective Date, the provisions of this Section 9(e) shall apply, but any benefits payable pursuant to this Section 9(e) shall be offset by comparable benefits paid pursuant to Section 9(d).

(f)CODE SECTION 280G. To the extent that any amounts payable to the Executive hereunder, as well as any other “parachute payment,” as such term is defined under Section 280G of the Internal Revenue Code of 1986, as amended (the “Code”), payable to the Executive in connection with the Executive’s employment by the Company, exceed the limitations of Section 280G of the Code such that an excise tax will be imposed under Section 4999 of the Code (the “Excise Tax”), then such payments shall be either (x) reduced to the minimum extent necessary to avoid application of the Excise Tax or (y) provided to the Executive in full, whichever of the foregoing amounts, when taking into account applicable federal, state, local and foreign income and employment taxes, the Excise Tax, and any other applicable taxes, results in the receipt by the Executive, on an after-tax basis, of the greatest amount of benefits, notwithstanding that all or some portion of such benefits may be taxable under the Excise Tax. In the event of a reduction in benefits hereunder, the reduction shall occur in the following order: (i) benefits valued as parachute payments, (ii) any cash severance based on a multiple of Base Salary, Annual Bonus, or Target Bonus; (iii) any other cash amounts payable to the Executive, and (iv) acceleration of vesting of any equity awards.

(g)OTHER OBLIGATIONS. Upon any termination of the Executive’s employment with the Company, the Executive shall promptly resign from any position as an officer, director or fiduciary of any Company-related entity.

(h)EXCLUSIVE REMEDY. In the event of termination of the Executive’s employment and the Employment Term hereunder pursuant to Sections 8(d) or 8(e) hereof, the payments described in Section 9(d) or 9(e) hereof, as applicable, shall be in full and complete satisfaction of the Executive’s rights under this Agreement.

10.RELEASE; MITIGATION; SET-OFFS. Any and all amounts payable and benefits or additional rights provided pursuant to this Agreement in connection with the Executive’s termination of employment beyond the Accrued Benefits (other than the amounts described in Sections 9(a)(ii) and 9(a)(iii) hereof, which amount shall also be subject to the requirements of this Section 10) shall only be payable if the Executive delivers to the Company and does not revoke a general release of claims in favor of the Company substantially in the form of Exhibit C attached hereto. Such release shall be executed and delivered (and no longer subject to revocation, if applicable) within sixty (60) days following termination. Except as otherwise expressly provided in Section 9(d)(iv) hereof, in no event shall the Executive be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Executive

under any of the provisions of this Agreement, and such amounts shall not be offset by any amount received by the Executive from any other source.Subject to the provisions of Section 23(b)(v) hereof and the limitations of applicable wage laws, the Company’s obligations to pay the Executive amounts hereunder shall be subject to set-off, counterclaim or recoupment of amounts owed by the Executive to the Company or any of its affiliates.

11.RESTRICTIVE COVENANTS.

(a)CONFIDENTIALITY. During the course of the Executive’s employment with the Company, the Executive will have access to Confidential Information. For purposes of this Agreement, “Confidential Information” means all data, information, ideas, concepts, discoveries, trade secrets, inventions (whether or not patentable or reduced to practice), innovations, improvements, know-how, developments, techniques, methods, processes, treatments, drawings, sketches, specifications, designs, patterns, models, plans and strategies, and all other confidential or proprietary information or trade secrets in any form or medium (whether merely remembered or embodied in a tangible or intangible form or medium) whether now or hereafter existing, relating to or arising from the past, current or potential business, activities and/or operations of the Company or any of its subsidiaries or affiliates (collectively, the “Company Group”), including, without limitation, any such information relating to or concerning finances, sales, marketing, advertising, transition, promotions, pricing, personnel, customers, suppliers, vendors, partners and/or competitors. The Executive agrees that the Executive shall not, directly or indirectly, use, make available, sell, disclose or otherwise communicate to any person, other than in the course of the Executive’s assigned duties and for the benefit of the Company, either during the period of the Executive’s employment or at any time thereafter, any Confidential Information or other confidential or proprietary information received from third parties subject to a duty on the Company Group’s part to maintain the confidentiality of such information, and to use such information only for specified limited purposes, in each case, which shall have been obtained by the Executive during the Executive’s employment by the Company (or any predecessor). The foregoing shall not apply to information that (i) was known to the public prior to its disclosure to the Executive; (ii) becomes generally known to the public subsequent to disclosure to the Executive through no wrongful act of the Executive or any representative of the Executive; (iii) was known by the Executive prior to the Executive’s association with the Company or any predecessor to the Company, as evidenced by written records existing at that time; or (iv) the Executive is required to disclose by applicable law, regulation or legal process (provided that the Executive provides the Company with prior notice of the contemplated disclosure and cooperates with the Company at its expense in seeking a protective order or other appropriate protection of such information). Unless this Agreement is otherwise required to be disclosed under applicable law, rule or regulation, the terms and conditions of this Agreement shall remain strictly confidential, and the Executive hereby agrees not to disclose the terms and conditions hereof to any person or entity, other than immediate family members, legal advisors or personal tax or financial advisors, or prospective future employers solely for the purpose of disclosing the limitations on the Executive’s conduct imposed by the provisions of this Section 11 who, in each case, agree to keep such information confidential.

(b)NONCOMPETITION. The Executive acknowledges that (i) the Executive will continue to perform services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, and (iv) the Executive has generated and will generate goodwill for the Company and its affiliates in the course of the Executive’s employment. Accordingly, during the Executive’s employment with the Company and for the duration of the Restricted Period, the Executive agrees that the Executive will not, directly or indirectly, own, manage, operate, control, be employed by (whether as an employee, consultant, independent contractor or otherwise, and whether or not for compensation) or render services to any person, firm, corporation or other entity, in whatever form, engaged in any business in which the Company Group

is actively engaged or is actively pursuing as of the end of the Executive’s employment hereunder, including without limitation the business of grain, ethanol, and plant nutrient sectors, railcar leasing, turf and cob products, and consumer retailing (but, with respect to consumer retailing, limited only to the operation of general merchandise retail stores in the Toledo and Columbus, Ohio metropolitan areas), in any locale of any country in which the Company Group conducts its business. Notwithstanding the foregoing, nothing herein shall prohibit the Executive from being a passive owner of not more than one percent (1%) of the equity securities of a publicly traded corporation engaged in a business that is in competition with the Company Group, so long as the Executive has no active participation in the business of such corporation. The term “Restricted Period” for purposes of this Section 11 shall mean twenty-four (24) months; provided, however, that if the Executive’s employment hereunder is terminated under circumstances that entitle the Executive to receive the payments and benefits described in Section 9(e) hereof, the term “Restricted Period” for purposes of this Section 11 shall mean thirty-six (36) months.

(c)NONSOLICITATION; NONINTERFERENCE. During the Executive’s employment with the Company and for the duration of the Restricted Period (as defined in Section 11(b) above), the Executive agrees that the Executive shall not, except in the furtherance of the Executive’s duties hereunder, directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (i) solicit, aid or induce any customer of the Company Group to purchase goods or services then sold by the Company Group from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, representative or agent of the Company Group to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, representative or agent, or (iii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company Group and any of its vendors, joint venturers or licensors. An employee, representative or agent shall be deemed covered by this Section 11(c) while so employed or retained and for a period of twelve (12) months thereafter. Notwithstanding the foregoing, the provisions of this Section 11(c) shall not be violated by general advertising or solicitation not specifically targeted at Company Group-related persons or entities.

(d)MUTUAL NONDISPARAGEMENT. Both during the Employment Term and at all times thereafter, regardless of the reason for termination, the Executive agrees not to disparage the Company or its officers, directors, employees, shareholders, members, agents or products. Both during the Employment Term and at all times thereafter, regardless of the reason for termination, the Company agrees to direct its officers and directors not to disparage the Executive. The foregoing shall not be violated by exercising protected legal rights to the extent that such rights cannot be waived by agreement or from providing truthful statements in response to legal process, required governmental testimony or filings, or administrative or arbitral proceedings (including, without limitation, depositions in connection with such proceedings). Notwithstanding anything contained herein to the contrary, nothing in this Section 11(d) shall (i) prohibit the Executive from making reports of possible violations of federal law or regulation to any governmental agency or entity in accordance with the provisions and rules promulgated under any whistleblower protections provisions of state or federal law or regulation, or (ii) require notification or prior approval by the Company of any reporting described in the foregoing clause (i).

(e)INVENTIONS. (i) The Executive acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, developments, software, know-how, processes, techniques, methods, works of authorship and other work product or other intellectual property, whether or not patentable or copyrightable, that are (A) reduced to practice, created, invented, designed, developed, contributed to, or improved (collectively, “Conceived”) with the use of any Company resources and/or within the scope of the Executive’s work with the Company or that relate to the business, operations or actual or demonstrably anticipated research or development of the Company, and that are made or otherwise Conceived

by the Executive, solely or jointly with others, during the period of the Executive’s employment with the Company, or (B) suggested by any work that the Executive performs in connection with the Company, either while performing the Executive’s duties with the Company or on the Executive’s own time, but only insofar as the Inventions are related to the Executive’s work as an employee or other service provider to the Company, shall belong exclusively to the Company (or its designee), whether or not any patent or other applications for intellectual property protection are filed, issued or granted thereon (the “Inventions”). The Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Company, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Company. The Records shall be the sole and exclusive property of the Company, and the Executive will surrender them upon the termination of the Employment Term, or upon the Company’s request. The Executive will assign to the Company the Inventions and all patents, registrations and other intellectual property rights that may issue thereon in any and all countries, whether during or subsequent to the Employment Term, together with the right to file, in the Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). The Executive will, at any time during and subsequent to the Employment Term, make such applications, sign such papers, take all rightful oaths, and perform all other acts as may be requested from time to time by the Company to perfect, record, enforce, protect, patent or register the Company’s rights in the Inventions, all without additional compensation to the Executive from the Company. The Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony) to obtain the Inventions for the Company’s benefit, all without additional compensation to the Executive from the Company, but entirely at the Company’s expense.

(i)In addition, the Inventions will be deemed Work for Hire, as such term is defined under the copyright laws of the United States, on behalf of the Company and the Executive agrees that the Company will be the sole owner of the Inventions, and all underlying rights therein, in all media now known or hereinafter devised or otherwise existing, throughout the universe and in perpetuity without any further obligations to the Executive. If the Inventions, or any portion thereof, are deemed not to be a Work for Hire, or sole ownership of such Inventions do not otherwise automatically vest in the Company, the Executive hereby irrevocably conveys, transfers and assigns to the Company, all rights, in all media now known or hereinafter devised or otherwise existing, throughout the universe and in perpetuity, in and to the Inventions, including, without limitation, all of the Executive’s right, title and interest in the copyrights (and all registrations, renewals, revivals and extensions thereof) with respect to the Inventions, including, without limitation, all rights of any kind or any nature now or hereafter recognized, including, without limitation, the unrestricted right to make modifications, adaptations and revisions to the Inventions, to exploit and allow others to exploit the Inventions and all rights to sue at law or in equity for any infringement, or other unauthorized use or conduct in derogation of the Inventions, known or unknown, prior to the date hereof, including, without limitation, the right to receive all proceeds and damages therefrom. In addition, the Executive hereby waives any so-called “moral rights” with respect to the Inventions. To the extent that the Executive has any rights in the results and proceeds of the Executive’s service to the Company that cannot be assigned in the manner described herein, the Executive hereby unconditionally waives the enforcement of such rights. The Executive hereby waives any and all currently existing and future monetary rights in and to the Inventions and all patents and other registrations for intellectual property that may issue thereon, including, without limitation, any rights that would otherwise accrue to the Executive’s benefit by virtue of the Executive being an employee of or other service provider to the Company.

(f)RETURN OF COMPANY PROPERTY. On the Termination Date (or at any time prior thereto at the Company’s request), the Executive shall return all property belonging to the Company or its affiliates (including, but not limited to, any Company-provided laptops, computers, cell phones, wireless electronic mail devices or other equipment, or documents and property belonging to the Company). The Executive may retain the Executive’s rolodex and similar address books provided that such items only include contact information, and may retain his cell phone number.

(g)REASONABLENESS OF COVENANTS. In signing this Agreement, the Executive gives the Company assurance that the Executive has carefully read and considered all of the terms and conditions of this Agreement, including the restraints imposed under this Section 11. The Executive agrees that these restraints are necessary for the reasonable and proper protection of the Company and its affiliates and their Confidential Information and that each and every one of the restraints is reasonable in respect of subject matter, length of time and geographic area, and that these restraints, individually or in the aggregate, will not prevent the Executive from obtaining other suitable employment during the period in which the Executive is bound by the restraints. The Executive covenants that the Executive will not challenge the reasonableness or enforceability of any of the covenants set forth in this Section 11 It is also agreed that each of the Company’s affiliates will have the right to enforce all of the Executive’s obligations to that affiliate under this Agreement, including without limitation pursuant to this Section 11.

(h)REFORMATION. If it is determined by a court of competent jurisdiction in any state that any restriction in this Section 11 is excessive in duration or scope or is unreasonable or unenforceable under applicable law, it is the intention of the parties that such restriction may be modified or amended by the court to render it enforceable to the maximum extent permitted by the laws of that state.

(i)TOLLING. In the event of any violation of the provisions of this Section 11, the Executive acknowledges and agrees that the post-termination restrictions contained in this Section 11 shall be extended by a period of time equal to the period of such violation, it being the intention of the parties hereto that the running of the applicable post-termination restriction period shall be tolled during any period of such violation.

(j)SURVIVAL OF PROVISIONS. The obligations contained in this Agreement, including but not limited to Sections 11 and 12 hereof, shall survive the termination or expiration of the Employment Term and the Executive’s employment with the Company and shall be fully enforceable thereafter.

(k)PERMITTED STATEMENTS. Nothing in this Agreement shall restrict either party hereto from making truthful statements (i) when required by law, subpoena, court order or the like; (ii) when requested by a governmental, regulatory, or similar body or entity; or (iii) in confidence to a professional advisor for the purpose of securing professional advice.

12.COOPERATION. In connection with any termination of the Executive’s employment with the Company, the Executive agrees to assist the Company, as reasonably requested by the Company, in its succession planning efforts to facilitate a smooth transition of the Executive’s job responsibilities to the Executive’s successor. In addition, upon the receipt of reasonable notice from the Company (including outside counsel), the Executive agrees that while employed by the Company and thereafter, the Executive will respond and provide information with regard to matters in which the Executive has knowledge as a result of the Executive’s employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense of all claims that may be made against the Company or its affiliates, and will assist the Company and its affiliates in the prosecution of all claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive’s employment with the Company. The Executive agrees to promptly inform the Company if the Executive becomes aware of any lawsuit involving such claims that may be filed or threatened against the Company or its affiliates. The Executive also agrees to promptly inform the Company (to the extent that the Executive is legally permitted to do so) if the Executive is asked to assist in any investigation of the Company or its affiliates (or their actions), regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. The Company shall make reasonable efforts to minimize disruption of the Executive’s other activities. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive in complying with this Section 12.

13.EQUITABLE RELIEF AND OTHER REMEDIES. The Executive acknowledges and agrees that the Company’s remedies at law for a breach or threatened breach of any of the provisions of Section 11 hereof would be inadequate and, in recognition of this fact, the Executive agrees that, in the event

of such a breach or threatened breach, in addition to any remedies at law, the Company shall be entitled to seek equitable relief in the form of specific performance, a temporary restraining order, a temporary or permanent injunction or any other equitable remedy which may then be available, without the necessity of showing actual monetary damages or the posting of a bond or other security. In the event of a violation by the Executive of Section 11 hereof, any severance being paid to the Executive pursuant to this Agreement or otherwise shall immediately cease, and any severance previously paid to the Executive shall be immediately repaid to the Company.

14.NO ASSIGNMENTS. This Agreement is personal to each of the parties hereto. Except as provided in this Section 14, no party may assign or delegate any rights or obligations hereunder without first obtaining the written consent of the other party hereto. The Company may assign this Agreement to any successor to all or substantially all of the business and/or assets of the Company; provided that the Company shall require such successor to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. As used in this Agreement, “Company” shall mean the Company and any successor to its business and/or assets, which assumes and agrees to perform the duties and obligations of the Company under this Agreement by operation of law or otherwise.

15.NOTICE. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery, if delivered by hand, (b) on the date of transmission, if delivered by confirmed facsimile or electronic mail, (c) on the first business day following the date of deposit, if delivered by guaranteed overnight delivery service, or (d) on the fourth business day following the date delivered or mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows:

If to the Executive:

At the address (or to the facsimile number) shown

in the books and records of the Company.

If to the Company:

The Andersons, Inc.

480 W. Dussel Dr.

Maumee, OH 43537

Attention: Mike Anderson, Chairman

Facsimile: (419) 891-6695

Email:Mike_Anderson@AndersonsInc.com

With a copy (which shall not constitute notice to the Company) to:

Kirkland & Ellis LLP

300 North LaSalle

Chicago, Illinois 60654

Attention: Gerald T. Nowak, P.C.

Facsimile: (312) 862-2200

Email: gerald.nowak@kirkland.com

or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt.

16.SECTION HEADINGS; INCONSISTENCY. The section headings used in this Agreement are included solely for convenience and shall not affect, or be used in connection with, the interpretation of this Agreement. In the event of any inconsistency between the terms of this Agreement and any form, award, plan or policy of the Company, the terms of this Agreement shall govern and control.

17.SEVERABILITY. The provisions of this Agreement shall be deemed severable. The invalidity or unenforceability of any provision of this Agreement in any jurisdiction shall not affect the validity, legality or enforceability of the remainder of this Agreement in such jurisdiction or the validity, legality or enforceability of any provision of this Agreement in any other jurisdiction, it being intended that all rights and obligations of the parties hereunder shall be enforceable to the fullest extent permitted by applicable law.

18.COUNTERPARTS. This Agreement may be executed in several counterparts, each of which shall be deemed to be an original but all of which together will constitute one and the same instrument.

19.LIABILITY INSURANCE; INDEMNIFICATION. The Company shall cover the Executive under directors’ and officers’ liability insurance both during and, while potential liability exists, after the term of this Agreement in the same amount and to the same extent as the Company covers its most senior active officers and directors. In addition, the Company shall indemnify the Executive on the same basis as its most senior active officers and active members of the Board. The rights of indemnification shall not be deemed exclusive under applicable law, the Company’s Certificate of Incorporation, the Company’s Bylaws, any agreement, a vote of stockholders, a resolution of directors or otherwise, of the Company.

20.GOVERNING LAW; JURISDICTION. This Agreement, the rights and obligations of the parties hereto, and all claims or disputes relating thereto, shall be governed by and construed in accordance with the laws of the State of Ohio, without regard to the choice of law provisions thereof. Each of the parties agrees that except as otherwise provided herein and other than injunctive relief under Section 13 hereof, any dispute or controversy arising under or in connection with this Agreement or the Executive’s employment with the Company shall be settled exclusively by arbitration, conducted before a single arbitrator, who is currently licensed to practice law in Ohio, located in Franklin County, Ohio, in accordance with the employment arbitration rules (except as modified below) of the American Arbitration Association then in effect. Each of the parties hereto agrees that in any such arbitration the award shall be made in writing no more than thirty (30) days following the end of the proceeding, the arbitration shall not be conducted as a class action, the arbitration award shall include factual findings or conclusions of law, and no punitive damages shall be awarded. Any award rendered by the arbitrator shall be final and binding and judgment may be entered on it in any court of competent jurisdiction. Each of the parties hereto agrees to treat as confidential the results of any arbitration (including, without limitation, any findings of fact and/or law made by the arbitrator) and not to disclose such results to any unauthorized person. The Company shall bear all administrative fees and expenses of the arbitration and unless the arbitrator directs otherwise, each party shall bear its own counsel fees and expenses. Either party may appeal the arbitration award and judgment thereon and, in actions seeking to vacate an award, the standard of review to be applied to the arbitrator’s findings of fact and conclusions of law will be the same as that applied by an appellate court reviewing a decision of a trial court sitting without a jury. Notwithstanding the foregoing, each of the parties agrees that any dispute between the parties related to the Executive’s purported violation of any of the provisions of Section 11 hereof (a “Restrictive Covenant Proceeding”) shall not be subject to binding arbitration and shall be resolved only in the courts of the State of Ohio or the United States District Court for the Northern District of Ohioand the appellate courts having jurisdiction of appeals in such courts. In that context, and without limiting the generality of the foregoing, each of the parties hereto irrevocably and unconditionally (a) submits in any Restrictive Covenant Proceeding or proceeding relating to recognition and enforcement of any judgment in respect thereof to the exclusive jurisdiction of the courts of the State of Ohio, the court of the United States of America for the Northern District of Ohio, and appellate courts having jurisdiction of appeals from any of the foregoing, and agrees that all claims in respect of any such Restrictive Covenant Proceeding

shall be heard and determined in such Ohio State court or, to the extent permitted by law, in such federal court, (b) consents that any such Restrictive Covenant Proceeding may and shall be brought in such courts and waives any objection that the Executive or the Company may now or thereafter have to the venue or jurisdiction of any such Restrictive Covenant Proceeding in any such court or that such Restrictive Covenant Proceeding was brought in an inconvenient court and agrees not to plead or claim the same, (c) waives all right to trial by jury in any RESTRICTIVE COVENANT Proceeding (whether based on contract, tort or otherwise), (d) agrees that service of process in any such Restrictive Covenant Proceeding may be effected by mailing a copy of such process by registered or certified mail (or any substantially similar form of mail), postage prepaid, to such party at the Executive’s or the Company’s address as provided in Section 15 hereof, and (e) agrees that nothing in this Agreement shall affect the right to effect service of process in any other manner permitted by the laws of the State of Ohio. In any arbitration provision, the arbitrator may award to the prevailing party all of any portion of its reasonable costs of arbitration, including fees and disbursements of legal counsel.

21.MISCELLANEOUS. No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by the Executive and such officer or director of the Company as may be designated by the Board. No waiver by either party hereto at any time of any breach by the other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. This Agreement together with all exhibits hereto (if any) sets forth the entire agreement of the parties hereto in respect of the subject matter contained herein and supersedes any and all prior agreements or understandings between the Executive and the Company with respect to the subject matter hereof including, without limitation, any employment agreement previously entered into by the Executive and the Company or any predecessor to the Company. No agreements or representations, oral or otherwise, express or implied, with respect to the subject matter hereof have been made by either party which are not expressly set forth in this Agreement.

22.REPRESENTATIONS. The Executive represents and warrants to the Company that (a) the Executive has the legal right to enter into this Agreement and to perform all of the obligations on the Executive’s part to be performed hereunder in accordance with its terms, and (b) the Executive is not a party to any agreement or understanding, written or oral, and is not subject to any restriction, which, in either case, could prevent the Executive from entering into this Agreement or impair the Executive’s ability to perform all of the Executive’s duties and obligations hereunder. In the event that the Executive is subject to any agreement or understanding, written or oral, that, in either case, could prevent the Executive from entering into this agreement or performing services for the Company, this Agreement shall immediately become null and void and the Executive shall have no further rights hereunder. For avoidance of doubt, an agreement or understanding shall not be subject to this Section 22 if the only remedy for a breach of such agreement or understanding is a Clawback, as defined in Section 7. The Executive agrees to inform the Company of any apparent conflicts between the Executive’s work for the Company and (i) any obligations the Executive may have to preserve the confidentiality of another’s proprietary information or related materials before using the same on the Company’s behalf, or (ii) any obligations the Executive may be to not solicit the employees or customers of a former employee, before soliciting the same on the Company’s behalf. The Company shall receive such disclosures in confidence and consistent with the objectives of avoiding any conflict of obligations and rights or the appearance of any conflict of interest.

23.TAX MATTERS.

(a)WITHHOLDING. The Company may withhold from any and all amounts payable under this Agreement or otherwise such federal, state and local taxes as may be required to be withheld pursuant to any applicable law or regulation.

(b)SECTION 409A COMPLIANCE.

(i)The intent of the parties is that payments and benefits under this Agreement comply with Section 409A of the Code and the regulations and guidance promulgated thereunder (collectively “Code

Section 409A”) and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be in compliance therewith. To the extent that any provision hereof is modified in order to comply with Code Section 409A, such modification shall be made in good faith and shall, to the maximum extent reasonably possible, maintain the original intent and economic benefit to the Executive and the Company of the applicable provision without violating the provisions of Code Section 409A. In no event whatsoever shall the Company be liable for any additional tax, interest or penalty that may be imposed on the Executive by Code Section 409A or damages for failing to comply with Code Section 409A. If any payment (or the failure to make any payment) to the Executive would result in the imposition of penalties under Code Section 409A, the Company shall take such reasonable actions as may be required to comply with the requirements of any correction program prescribed by the Internal Revenue Service to mitigate the effect of such penalties.

(ii)A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of any amount or benefit upon or following a termination of employment unless such termination is also a “separation from service” within the meaning of Code Section 409A and, for purposes of any such provision of this Agreement, references to a “termination,” “termination of employment” or like terms shall mean “separation from service.” Notwithstanding anything to the contrary in this Agreement, if the Executive is deemed on the date of termination to be a “specified employee” within the meaning of that term under Code Section 409A(a)(2)(B), then with regard to any payment or the provision of any benefit that is considered “nonqualified deferred compensation” under Code Section 409A payable on account of a “separation from service,” such payment or benefit shall not be made or provided until the date which is the earlier of (A) the expiration of the six (6)-month period measured from the date of such “separation from service” of the Executive, and (B) the date of the Executive’s death, to the extent required under Code Section 409A. Upon the expiration of the foregoing delay period, all payments and benefits delayed pursuant to this Section 23(b)(ii) (whether they would have otherwise been payable in a single sum or in installments in the absence of such delay) shall be paid or reimbursed to the Executive in a lump sum, and all remaining payments and benefits due under this Agreement shall be paid or provided in accordance with the normal payment dates specified for them herein.

(iii)To the extent that reimbursements or other in-kind benefits under this Agreement constitute “nonqualified deferred compensation” for purposes of Code Section 409A, (A) all expenses or other reimbursements hereunder shall be made on or prior to the last day of the taxable year following the taxable year in which such expenses were incurred by the Executive, (B) any right to reimbursement or in-kind benefits shall not be subject to liquidation or exchange for another benefit, and (C) no such reimbursement, expenses eligible for reimbursement, or in-kind benefits provided in any taxable year shall in any way affect the expenses eligible for reimbursement, or in-kind benefits to be provided, in any other taxable year.

(iv)For purposes of Code Section 409A, the Executive’s right to receive installment payments pursuant to this Agreement shall be treated as a right to receive a series of separate and distinct payments. Whenever a payment under this Agreement specifies a payment period with reference to a number of days, the actual date of payment within the specified period shall be within the sole discretion of the Company.

(v)Notwithstanding any other provision of this Agreement to the contrary, in no event shall any payment or benefit under this Agreement that constitutes “nonqualified deferred compensation” for purposes of Code Section 409A be subject to offset by any other amount unless otherwise permitted by Code Section 409A.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.

THE ANDERSONS, INC.

By:

Name:

Title:

EXECUTIVE

Signature

EX-12

Exhibit 12

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

THE ANDERSONS, INC.

	Nine months ended September 30,
(in thousands, except for ratio)	2015		2014
Computation of earnings
Pretax income (a)	$	29,655	$	67,884
Add:
Interest expense on indebtedness	16,210		16,401
Amortization of debt issue costs	801		1,105
Interest portion of rent expense (b)	6,619		5,691
Distributed income of equity investees	19,325		96,953
Earnings	$	72,610	$	188,034
Computation of fixed charges
Interest expense on indebtedness	$	16,210	$	16,401
Amortization of debt issue costs	801		1,105
Interest portion of rent expense (b)	6,619		5,691
Fixed charges	$	23,630	$	23,197
Ratio of earnings to fixed charges	3.07		8.11

(a) Pretax income as presented is income from continuing operations before adjustment for income or loss from equity investees.

(b) The portion of rent expense on operating leases included in the calculation of the fixed charges ratio above is a reasonable approximation of the interest factor on those agreements.

EX-31.1

Exhibit 31.1

Certifications

I, Patrick E. Bowe, certify that:

1 I have reviewed this report on Form 10-Q of The Andersons, Inc.

2 Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3 Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4 The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5 The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

November 5, 2015

/s/ Patrick E. Bowe

Patrick E. Bowe

Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

Certifications

I, John Granato, certify that:

1 I have reviewed this report on Form 10-Q of The Andersons, Inc.

2 Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3 Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4 The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5 The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

November 5, 2015

/s/ John Granato

John Granato

Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

The Andersons, Inc.

Certifications Pursuant to 18 U.S.C. Section 1350

In connection with the Quarterly Report of The Andersons, Inc. (the “Company”) on Form 10-Q for the quarter ended September 30, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to such officer’s knowledge:

(1) The Report fully complies with the requirements of 13(a) or 15(d) of the Securities Exchange Act of 1934, and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.

November 5, 2015

/s/ Patrick E. Bowe

Patrick E. Bowe

Chief Executive Officer

/s/ John Granato

John Granato

Chief Financial Officer

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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

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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	7.00
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%

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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

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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

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Derivatives (Details 3) lb in Thousands, gal in Thousands, bu in Thousands, T in Thousands	Sep. 30, 2015 lb	Sep. 30, 2015 bu	Sep. 30, 2015 T	Sep. 30, 2015 gal	Dec. 31, 2014 lb	Dec. 31, 2014 bu	Dec. 31, 2014 T	Dec. 31, 2014 gal	Sep. 30, 2014 lb	Sep. 30, 2014 bu	Sep. 30, 2014 T	Sep. 30, 2014 gal
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

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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 September 30, 2015	Three months ended September 30,					Nine months ended September 30,
(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 September 30,				Nine months ended September 30,
(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.

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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

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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, 2015		December 31, 2014		September 30, 2014
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

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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

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Debt (Details Textual) - Line of credit $ in Millions	Sep. 30, 2015 USD ($)
Line of Credit Facility [Line Items]
Total borrowing capacity under lines of credit	$ 875.0
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	$ 25.0

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Inventories (Details) $ in Thousands, bu in Millions	Sep. 30, 2015 USD ($) bu	Dec. 31, 2014 USD ($) bu	Sep. 30, 2014 USD ($) 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	2.0

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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

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Segment Information (Details Textual)	9 Months Ended
	Sep. 30, 2015 segment
Segment Reporting [Abstract]
Number of reportable segments (business segments)	5

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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

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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

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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

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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

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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 September 30,					Nine months ended September 30,
	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 September 30,						Nine months ended September 30,
	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

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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 September 30,				Nine months ended September 30,
(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

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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

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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)

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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).

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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 September 30,					Nine months ended September 30,
	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

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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

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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, 2015		December 31, 2014		September 30, 2014
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

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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	$ 39.0	$ 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

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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).

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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

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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

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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

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Related Party Transactions (Details Textual) - USD ($) $ in Thousands			3 Months Ended		9 Months Ended		12 Months Ended
	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

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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 September 30,
(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

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Business Acquisitions - Acquired Intangible Assets (Details) - Kay Flow Industries, Inc. $ in Thousands	May. 18, 2015 USD ($)
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

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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.

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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

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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.

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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

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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

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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).

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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	0000821026
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		28.0

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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 September 30,					Nine months ended September 30,
	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.

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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

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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, 2015		December 31, 2014		September 30, 2014
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, 2015		December 31, 2014		September 30, 2014
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.

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Inventories

9 Months Ended

Sep. 30, 2015

Inventory, Net [Abstract]

Inventories

Inventories

Major classes of inventories are as follows:

(in thousands)	September 30, 2015		December 31, 2014		September 30, 2014
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.

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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 September 30,
(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

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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, 2015		December 31, 2014		September 30, 2014
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.

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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 September 30,					Nine months ended September 30,
	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 September 30,						Nine months ended September 30,
	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

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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

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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, 2015		December 31, 2014		September 30, 2014
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

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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 September 30,				Nine months ended September 30,
(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

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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.

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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

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Business Acquisitions (Details) shares in Thousands, $ in Thousands, gal in Millions, bu in Millions		12 Months Ended
	Oct. 07, 2014 USD ($) location transaction T shares bu gal	Dec. 31, 2014 USD ($)	May. 18, 2015 USD ($)
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

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Segment Information (Tables)

9 Months Ended

Sep. 30, 2015

Segment Reporting [Abstract]

Segment Information

	Three months ended September 30,				Nine months ended September 30,
(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 September 30,				Nine months ended September 30,
(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 September 30,						Nine months ended September 30,
(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

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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).

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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 September 30,				Nine months ended September 30,
(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 September 30,				Nine months ended September 30,
(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 September 30,						Nine months ended September 30,
(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

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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, 2015		December 31, 2014		September 30, 2014
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, 2015		December 31, 2014		September 30, 2014
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

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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

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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

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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

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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.

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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.

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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, 2015		December 31, 2014		September 30, 2014
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

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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

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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 September 30, 2015	Three months ended September 30,					Nine months ended September 30,
(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 September 30,				Nine months ended September 30,
(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.