Document and Entity Information
Document and Entity Information - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 24, 2017 | Jun. 30, 2016 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Andersons, Inc. | ||
Entity Central Index Key | 821,026 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 28.2 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 944.2 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Sales and merchandising revenues | $ 3,924,790 | $ 4,198,495 | $ 4,540,071 |
Cost of sales and merchandising revenues | 3,579,284 | 3,822,657 | 4,142,932 |
Gross profit | 345,506 | 375,838 | 397,139 |
Operating, administrative and general expenses | 318,395 | 337,829 | 315,791 |
Pension settlement | 0 | 51,446 | 0 |
Asset impairment | 9,107 | 285 | 3,090 |
Goodwill impairment | 0 | 56,166 | 0 |
Interest expense | 21,119 | 20,072 | 21,760 |
Other income: | |||
Equity in earnings of affiliates, net | 9,721 | 31,924 | 96,523 |
Other income, net | 14,775 | 46,472 | 31,125 |
Income (loss) before income taxes | 21,381 | (11,564) | 184,146 |
Income tax provision (benefit) | 6,911 | (242) | 61,501 |
Net income (loss) | 14,470 | (11,322) | 122,645 |
Net income attributable to the noncontrolling interests | 2,876 | 1,745 | 12,919 |
Net income (loss) attributable to The Andersons, Inc. | $ 11,594 | $ (13,067) | $ 109,726 |
Per common share: | |||
Basic earnings attributable to The Andersons, Inc. common shareholders (in dollars per share) | $ 0.41 | $ (0.46) | $ 3.85 |
Diluted earnings attributable to The Andersons, Inc. common shareholders (in dollars per share) | 0.41 | (0.46) | 3.84 |
Dividends declared (in dollars per share) | $ 0.625 | $ 0.5750 | $ 0.47 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Net income (loss) | $ 14,470 | $ (11,322) | $ 122,645 | |
Other comprehensive income (loss), net of tax: | ||||
Recognition of gain on sale or change in fair value of debt securities (net of income tax of $74, $0 and $4,685) | (126) | 0 | (7,735) | |
Change in unrecognized actuarial loss and prior service cost (net of income tax of $(4,355), $(24,746) and $12,866) | 7,447 | 40,736 | (21,243) | |
Foreign currency translation adjustments (net of income tax of $0, $82 and $947) | 1,039 | (7,333) | (4,709) | |
Cash flow hedge activity (net of income tax of $(72), $(154) and $(166)) | 111 | 253 | 273 | |
Other comprehensive income (loss) | [1] | 8,471 | 33,656 | (33,414) |
Comprehensive income | 22,941 | 22,334 | 89,231 | |
Comprehensive income attributable to the noncontrolling interests | 2,876 | 1,745 | 12,919 | |
Comprehensive income attributable to The Andersons, Inc. | $ 20,065 | $ 20,589 | $ 76,312 | |
[1] | All amounts are net of tax. Amounts in parentheses indicate debits |
Consolidated Statements of Com4
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Change in estimated fair value of investment in debt securities, tax | $ 0 | $ 4,685 | $ (3,208) |
Unrecognized actuarial loss and prior service cost, income taxes | 4,355 | 24,746 | (12,866) |
Foreign currency translation adjustment, tax | 0 | 82 | 947 |
Income tax on cash flow hedge activity | $ (72) | $ (154) | $ (166) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | |
Current assets: | |||
Cash and cash equivalents | $ 62,630,000 | $ 63,750,000 | |
Restricted cash | 471,000 | 451,000 | |
Accounts receivable, less allowance for doubtful accounts of $7,706 in 2016; $6,938 in 2015 | 194,698,000 | 170,912,000 | |
Inventories | 682,747,000 | 747,399,000 | |
Commodity derivative assets – current (Note 6) | 45,447,000 | 49,826,000 | |
Deferred income taxes (Note 8) | 0 | 6,772,000 | |
Other current assets | 72,133,000 | 90,412,000 | |
Total current assets | 1,058,126,000 | 1,129,522,000 | |
Other assets: | |||
Commodity derivative assets – noncurrent (Note 6) | 100,000 | 412,000 | |
Goodwill | 63,934,000 | 63,934,000 | |
Other intangible assets, net (Note 4) | 106,100,000 | 120,240,000 | |
Other assets | 10,411,000 | 9,515,000 | |
Equity method investments | 216,931,000 | 242,107,000 | |
Investments and Other Noncurrent Assets | 397,476,000 | 436,208,000 | |
Rail Group assets leased to others, net | 327,195,000 | 338,111,000 | |
Property, plant and equipment, net | 450,052,000 | 455,260,000 | |
Total assets | 2,232,849,000 | 2,359,101,000 | |
Current liabilities: | |||
Short-term debt (Note 5) | 29,000,000 | 16,990,000 | |
Trade and other payables | 581,826,000 | 668,788,000 | |
Customer prepayments and deferred revenue | 48,590,000 | 66,762,000 | |
Commodity derivative liabilities – current (Note 6) | 23,167,000 | 37,387,000 | |
Accrued expenses and other current liabilities | 69,648,000 | 70,324,000 | |
Current maturities of long-term debt | 47,545,000 | 27,786,000 | |
Total current liabilities | 799,776,000 | 888,037,000 | |
Other long-term liabilities | 27,833,000 | 18,176,000 | |
Commodity derivative liabilities – noncurrent (Note 6) | 339,000 | 1,063,000 | |
Employee benefit plan obligations (Note 7) | 35,026,000 | 45,805,000 | |
Long-term debt, less current maturities | 397,065,000 | 436,208,000 | |
Deferred income taxes (Note 8) | 182,113,000 | 186,073,000 | |
Total liabilities | 1,442,152,000 | 1,575,362,000 | |
Commitments and contingencies | |||
Shareholders’ equity: | |||
Common shares, without par value (63,000 shares authorized; 29,430 shares issued in 2016; 29,353 shares issued in 2015) | 96,000 | 96,000 | |
Preferred shares, without par value (1,000 shares authorized; none issued) | 0 | 0 | |
Additional paid-in-capital | 222,910,000 | 222,848,000 | |
Treasury shares, at cost (1,201 in 2016; 1,397 in 2015) | (45,383,000) | (52,902,000) | |
Accumulated other comprehensive loss | [1] | (12,468,000) | (20,939,000) |
Retained earnings | 609,206,000 | 615,151,000 | |
Total shareholders’ equity of The Andersons, Inc. | 774,361,000 | 764,254,000 | |
Noncontrolling interests | 16,336,000 | 19,485,000 | |
Total equity | 790,697,000 | 783,739,000 | |
Total liabilities and equity | $ 2,232,849,000 | $ 2,359,101,000 | |
[1] | All amounts are net of tax. Amounts in parentheses indicate debits |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 7,706 | $ 6,938 |
Common shares, par value (dollars per share) | $ 0 | $ 0 |
Common shares, shares authorized (shares) | 63,000,000 | 63,000,000 |
Common shares, shares issued (shares) | 29,430,000 | 29,353,000 |
Preferred shares, par value (dollars per share) | $ 0 | $ 0 |
Preferred shares, shares authorized (shares) | 1,000,000 | 1,000,000 |
Preferred shares, shares issued (shares) | 0 | 0 |
Treasury shares, at cost (shares) | 1,201,000 | 1,397,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Activities | |||
Net income (loss) | $ 14,470 | $ (11,322) | $ 122,645 |
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities: | |||
Depreciation and amortization | 84,325 | 78,456 | 62,005 |
Bad debt expense | 1,191 | 3,302 | 1,183 |
Equity in earnings of affiliates, net of dividends | 14,766 | (677) | 28,749 |
Gain on sale of investments in affiliates | (685) | (22,881) | (17,055) |
Gains on sales of Rail Group assets and related leases | (11,019) | (13,281) | (15,830) |
Loss on sales of property, plant and equipment | 18 | 2,079 | 2,079 |
Excess tax benefit from share-based payment arrangement | 13 | (1,299) | (1,806) |
Deferred income taxes | 6,030 | 27,279 | 21,815 |
Stock based compensation expense | 6,987 | 1,899 | 8,581 |
Pension settlement charge, net of cash contributed | 0 | 48,344 | 0 |
Goodwill impairment charge | 0 | 56,166 | 0 |
Asset impairment | 9,107 | 285 | 3,090 |
Other | (2,083) | (140) | (296) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (26,429) | 45,058 | (1,703) |
Inventories | 28,165 | 73,350 | (172,040) |
Commodity derivatives | (9,990) | 14,098 | (27,652) |
Other assets | 19,407 | (26,315) | (11,407) |
Accounts payable and accrued expenses | (94,688) | (120,267) | (12,429) |
Net cash provided by (used in) operating activities | 39,585 | 154,134 | (10,071) |
Investing Activities | |||
Acquisition of businesses, net of cash acquired | 0 | (128,549) | (20,037) |
Purchases of Rail Group assets | (85,268) | (115,032) | (90,067) |
Proceeds from sale of Rail Group assets | 56,689 | 76,625 | 32,099 |
Purchases of property, plant and equipment | (77,740) | (72,469) | (59,675) |
Proceeds from sale of property, plant and equipment | 561 | 284 | 1,401 |
Proceeds from returns of investments in affiliates | 9,186 | 1,620 | 46,800 |
Proceeds from sale of investments | 15,013 | 0 | 0 |
Proceeds from sale of facilities | 54,330 | 0 | 0 |
Purchase of investments | (2,523) | (938) | (238) |
Other | 1,534 | (21) | (21) |
Net cash provided by (used in) investing activities | (28,218) | (238,480) | (89,738) |
Financing Activities | |||
Net change in short-term borrowings | 14,000 | 15,000 | 0 |
Proceeds from issuance of long-term debt | 81,760 | 181,767 | 3,405 |
Payments of long-term debt | (97,606) | (92,474) | (69,697) |
Proceeds from financing agreements | 14,027 | 0 | 0 |
Distributions to noncontrolling interest owner | (5,853) | (3,206) | (14,920) |
Proceeds from sale of treasury shares to employees and directors | 1,027 | 468 | 1,509 |
Payments of debt issuance costs | (323) | (296) | (3,175) |
Purchase of treasury stock | 0 | (49,089) | 0 |
Dividends paid | (17,362) | (15,921) | (12,485) |
Excess tax benefit from share-based payment arrangement | (13) | 1,299 | 1,806 |
Other | (2,144) | (4,156) | (1,015) |
Net cash provided by (used in) financing activities | (12,487) | 33,392 | (94,572) |
(Decrease) increase in cash and cash equivalents | (1,120) | (50,954) | (194,381) |
Cash and cash equivalents at beginning of year | 63,750 | 114,704 | 309,085 |
Cash and cash equivalents at end of year | $ 62,630 | $ 63,750 | $ 114,704 |
Consolidated Statements of Equi
Consolidated Statements of Equity - 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 | ||||||||
Net income (loss) | 122,645 | 109,726 | 12,919 | |||||
Other comprehensive loss | (33,414) | [1] | (33,414) | |||||
Cash distributions to noncontrolling interest | (14,920) | (14,920) | ||||||
Stock awards, stock option exercises and other shares issued to employees and directors, net of income tax of ($1,485 (219 shares) in 2014, $819 (187 shares) in 2015 and $458 (196 shares) in 2016) | 8,662 | 7,282 | 1,380 | |||||
Purchase of treasury shares (17 shares in 2015 and 1,193 shares in 2014) | (901) | (901) | ||||||
Payment of cash in lieu for stock split (187 shares in 2014) | (58) | (58) | ||||||
Dividends declared ($0.625 in 2016, $0.575 in 2015 and $0.47 in 2014) | (13,436) | (13,436) | ||||||
Shares issued for acquisitions (77 shares in 2015 and 556 shares in 2014) | 31,050 | 31,050 | ||||||
Stock award dividend equivalents | 0 | 135 | (135) | |||||
Ending Balance at Dec. 31, 2014 | 824,049 | 96 | 222,789 | (9,743) | (54,595) | 644,556 | 20,946 | |
Increase (Decrease) in Stockholders' Equity | ||||||||
Net income (loss) | (11,322) | (13,067) | 1,745 | |||||
Other comprehensive loss | 33,656 | [1] | 33,656 | |||||
Cash distributions to noncontrolling interest | (3,206) | (3,206) | ||||||
Stock awards, stock option exercises and other shares issued to employees and directors, net of income tax of ($1,485 (219 shares) in 2014, $819 (187 shares) in 2015 and $458 (196 shares) in 2016) | 1,548 | (4,382) | 5,930 | |||||
Purchase of treasury shares (17 shares in 2015 and 1,193 shares in 2014) | (49,089) | (49,089) | ||||||
Dividends declared ($0.625 in 2016, $0.575 in 2015 and $0.47 in 2014) | (16,200) | (16,200) | ||||||
Shares issued for acquisitions (77 shares in 2015 and 556 shares in 2014) | 4,303 | 4,303 | ||||||
Stock award dividend equivalents | 0 | 138 | (138) | |||||
Ending Balance at Dec. 31, 2015 | 783,739 | 96 | 222,848 | (52,902) | (20,939) | 615,151 | 19,485 | |
Increase (Decrease) in Stockholders' Equity | ||||||||
Net income (loss) | 14,470 | 11,594 | 2,876 | |||||
Other comprehensive loss | 8,471 | [1] | 8,471 | |||||
Cash distributions to noncontrolling interest | (5,853) | (5,853) | ||||||
Other changes in noncontrolling interest | 172 | 172 | ||||||
Stock awards, stock option exercises and other shares issued to employees and directors, net of income tax of ($1,485 (219 shares) in 2014, $819 (187 shares) in 2015 and $458 (196 shares) in 2016) | 7,556 | 67 | 7,489 | |||||
Dividends declared ($0.625 in 2016, $0.575 in 2015 and $0.47 in 2014) | (17,514) | (17,514) | ||||||
Stock award dividend equivalents | 0 | (5) | 30 | (25) | ||||
Ending Balance at Dec. 31, 2016 | $ 790,697 | $ 96 | $ 222,910 | $ (45,383) | $ (12,468) | $ 609,206 | $ 16,336 | |
[1] | All amounts are net of tax. Amounts in parentheses indicate debits |
Consolidated Statements of Equ9
Consolidated Statements of Equity (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Dividends declared, per common share | $ 0.625 | $ 0.5750 | $ 0.47 |
Shares issued for acquisitions | 0 | 77 | 556 |
Shares as a result of stock split | 187 | ||
Treasury Shares | |||
Purchase of treasury shares | 0 | 1,193 | 17 |
Additional Paid-in Capital | |||
Income tax on stock option exercise and other shares issued to employees and directors | $ 458 | $ 819 | $ 1,485 |
Stock option exercises and other shares issued to employees and directors, shares | 196 | 187 | 219 |
Retained Earnings | |||
Dividends declared, per common share | $ 0.625 | $ 0.575 | $ 0.47 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Consolidation These 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 recurring items, considered necessary for a fair presentation of the results of operations for the periods indicated, have been made. Use of Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents include cash and short-term investments with an initial maturity of three months or less. The carrying values of these assets approximate their fair values. Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are recorded at the invoiced amount and may bear interest if past due. The allowance for doubtful accounts is the best estimate of the amount of probable credit losses in existing accounts receivable. The allowance for doubtful accounts is reviewed quarterly. The allowance is based both on specific identification of potentially uncollectible accounts and the application of a consistent policy, based on historical experience, to estimate the allowance necessary for the remaining accounts receivable. For those customers that are thought to be at higher risk, the Company makes assumptions as to collectability based on past history and facts about the current situation. Account balances are charged off against the allowance when it becomes more certain that the receivable will not be recovered. The Company manages its exposure to counter-party credit risk through credit analysis and approvals, credit limits and monitoring procedures. Commodity Derivatives and Inventories The Company's operating results can be 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 mitigate the price risk associated with those contracts and inventory). 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 Chicago Mercantile Exchange ("CME".) The forward purchase and sale 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 . The Company accounts for its commodity derivatives at 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, fair value is adjusted for differences in local markets and non-performance risk. 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. 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 cost of sales and merchandising revenues in the Consolidated Statements of Operations. The Company has changed its policy to align with standard industry practice and has applied this change for all periods beginning in 2015. Previously, these gains and losses were included in sales and merchandising revenues. Additional information about the fair value of the Company's commodity derivatives is presented in Notes 6 and 11 to the Consolidated Financial Statements. Grain inventories, which are agricultural commodities and may be acquired under provisionally priced contracts, are stated at their net realizable value, which approximates estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. All other inventories are stated at the lower of cost or net realizable value. Cost is determined by the average cost method. Additional information about inventories is presented in Note 2 to the Consolidated Financial Statements. Derivatives - Master Netting Arrangements 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 futures, options 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 Company nets, by counterparty, its futures and over-the-counter positions against the cash collateral provided or received. The margin deposit assets and liabilities are included in short-term commodity derivative assets or liabilities, as appropriate, in the Consolidated Balance Sheets. Additional information about the Company's master netting arrangements is presented in Note 6 to the Consolidated Financial Statements. Derivatives - Interest Rate and Foreign Currency Contracts The Company periodically enters into interest rate contracts to manage interest rate risk on borrowing or financing activities. The Company's long-term interest rate swap was recorded in other current liabilities and expired in 2016. Prior to expiration, it was designated as a cash flow hedge; accordingly, changes in the fair value of this instrument were recognized in other comprehensive income. The Company has other interest rate contracts recorded in other assets that are not designated as hedges. While the Company considers all of its derivative positions to be effective economic hedges of specified risks, these interest rate contracts for which hedge accounting is not applied are recorded on the Consolidated Balance Sheets in either other current assets or liabilities (if short-term in nature) or in other assets or other long-term liabilities (if non-current in nature), and changes in fair value are recognized in income as interest expense. Upon termination of a derivative instrument or a change in the hedged item, any remaining fair value recorded on the balance sheet is recorded as interest expense consistent with the cash flows associated with the underlying hedged item. Information regarding the nature and terms of the Company's interest rate derivatives is presented in Note 6 to the Consolidated Financial Statements. Marketing Agreement The Company has a marketing agreement that covers certain of its grain facilities, some of which are leased from Cargill, Incorporated (“Cargill”). Under the five-year amended and restated agreement (renewed in December 2013 and ending May 2018), the Company sells grain from these facilities to Cargill at market prices. Income earned from operating the facilities (including buying, storing and selling grain and providing grain marketing services to its producer customers) over a specified threshold is shared equally with Cargill. Measurement of this threshold is made on a cumulative basis and cash is paid to Cargill on an annual basis. The Company recognizes its pro rata share of income every month and accrues for any payment owed to Cargill. The balance included in customer prepayments and deferred revenue was $5.8 million and $4.5 million as of December 31, 2016 and December 31, 2015, respectively. Rail Group Assets Leased to Others The Company's Rail Group purchases, leases, markets and manages railcars and barges for third parties and for internal use. Rail Group assets to which the Company holds title are shown on the balance sheet in one of two categories - other current assets (for those that are available for sale) or Rail Group assets leased to others. Rail Group assets leased to others, both on short and long-term leases, are classified as long-term assets and are depreciated over their estimated useful lives. Railcars have statutory lives of either 40 or 50 years, measured from the date built. Barges have estimated lives of 30 to 40 years , measured from the date built. At the time of purchase, the remaining life is used in determining useful lives which are depreciated on a straight-line basis. Repairs and maintenance costs are charged to expense as incurred. Additional information regarding Rail Group assets leased to others is presented in Note 3 to the Consolidated Financial Statements. Property, Plant and Equipment Property, plant and equipment is recorded at cost. Repairs and maintenance costs are charged to expense as incurred, while betterments that extend useful lives are capitalized. Depreciation is provided over the estimated useful lives of the individual assets, by the straight-line method. Estimated useful lives are generally as follows: land improvements - 16 years; leasehold improvements - the shorter of the lease term or the estimated useful life of the improvement, ranging from 3 to 20 years; buildings and storage facilities - 10 to 40 years; and machinery and equipment - 3 to 20 years. The cost of assets retired or otherwise disposed of and the accumulated depreciation thereon are removed from the accounts, with any gain or loss realized upon sale or disposal credited or charged to operations. Additional information regarding the Company's property, plant and equipment is presented in Note 3 to the Consolidated Financial Statements. Deferred Debt Issue Costs Costs associated with the issuance of debt are deferred. These costs are amortized, as a component of interest expense, over the earlier of the stated term of the debt or the period from the issue date through the first early payoff date without penalty, or the expected payoff date if the loan does not contain a prepayment penalty. Deferred costs associated with the borrowing arrangement with a syndication of banks are amortized over the term of the agreement. Goodwill and Intangible Assets Goodwill is not amortized but is subject to annual impairment tests or more often when events or circumstances indicate that the carrying amount of goodwill may be impaired. A goodwill impairment loss is recognized to the extent the carrying amount of goodwill exceeds the implied fair value of goodwill. Additional information about the Company's goodwill and other intangible assets is presented in Note 4 to the Consolidated Financial Statements. Acquired intangible assets are recorded at cost, less accumulated amortization, if not indefinite lived. In addition, we capitalize the salaries and payroll-related costs of employees and consultants who devote time to the development of internal-use software projects. If a project constitutes an enhancement to previously-developed software, we assess whether the enhancement is significant and creates additional functionality to the software, thus qualifying the work incurred for capitalization. The amounts charged to expense for the years ended December 31, 2016, 2015 and 2014 for amortization of capitalized computer software costs were approximately $7.1 million , $6.5 million , and $3.8 million , respectively. Unamortized computer software costs in the Consolidated Balance Sheets were $47.2 million and $52.2 million as of December 31, 2016 and 2015, respectively. Once a project is complete, we estimate the useful life of the internal-use software, and we periodically assess whether the software is impaired. Changes in our estimates related to internal-use software would increase or decrease operating expenses or amortization recorded during the period. Amortization of intangible assets is provided over their estimated useful lives (generally 3 to 10 years) on the straight-line method. Impairment of Long-lived Assets Long-lived assets, including intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount of the assets to the undiscounted future net cash flows the Company expects to generate with the assets. If such assets are considered to be impaired, the Company recognizes an impairment loss for the amount by which the carrying amount of the assets exceeds the fair value of the assets. Provisionally Priced Grain Contracts Accounts payable for grain includes certain amounts related to grain purchases for which, even though the Company has taken ownership and possession of the grain, the final purchase price has not been fully established. If the futures and basis components are unpriced, it is referred to as a delayed price payable. If the futures component has not been established, but the basis has been set, it is referred to as a basis payable. The unpriced portion of these payables will be exposed to changes in the fair value of the underlying commodity based on quoted prices on commodity exchanges (or basis levels). Those payables that are fully priced are not considered derivative instruments. The Company also enters into contracts with customers for risk management purposes that allow the customers to effectively unprice the futures component of their inventory for a period of time, subjecting the bushels to market fluctuations. The Company records an asset or liability for the market value changes of the commodities over the life of the contracts based on quoted Chicago Board of Trade ("CBOT") prices. See Note 11 for additional discussion on these instruments. Stock-Based Compensation Stock-based compensation expense for all stock-based compensation awards is based on the estimated grant-date fair value. The Company recognizes these compensation costs on a straight-line basis over the requisite service period of the award, adjusted for revisions to performance expectations. Additional information about the Company's stock compensation plans is presented in Note 16 to the Consolidated Financial Statements. Deferred Compensation Liability Included in accrued expenses are $9.7 million and $11.1 million at December 31, 2016 and 2015, respectively, of deferred compensation for certain employees who, due to Internal Revenue Service guidelines, may not take full advantage of the Company's qualified defined contribution plan. Assets funding this plan are recorded at fair value in other current assets and have been classified as trading securities with changes in the fair value recorded in earnings as a component of other income, net. Changes in the fair value of the deferred compensation liability are reflect in earnings as a component of operating, administrative, and general expenses. Revenue Recognition The Company follows a policy of recognizing sales revenue at the time of delivery of the product and when all of the following have occurred: a sales agreement is in place, pricing is fixed or determinable, and collection is reasonably assured. Sales of grain and ethanol are primarily recognized at the time of shipment, which is when title and risk of loss transfers to the customer. There are certain transactions that allow for pricing to occur after title of the goods has passed to the customer. In these cases, the Company continues to report the goods in inventory until it recognizes the sales revenue once the price has been determined. Direct ship grain sales (where the Company never takes physical possession of the grain) are recognized when the grain arrives at the customer's facility. Revenues from other grain and ethanol merchandising activities are recognized as services are provided. Sales of other products are recognized at the time title and risk of loss transfers to the customer, which is generally at the time of shipment or, in the case of the retail store sales, when the customer takes possession of the goods. Revenues for all other services are recognized as the service is provided. Certain of the Company's operations provide for customer billings, deposits or prepayments for product that is stored at the Company's facilities. The sales and gross profit related to these transactions are not recognized until the product is shipped in accordance with the previously stated revenue recognition policy and these amounts are classified as a current liability titled “Customer prepayments and deferred revenue.” Rental revenues on operating leases are recognized on a straight-line basis over the term of the lease. Sales to financial intermediaries of owned railcars or other assets which are subject to an operating lease (with the Company being the lessor in such operating leases prior to the sale, referred to as a “non-recourse transaction”) are recognized as revenue on the date of sale if the Company does not maintain substantial risk of ownership in the sold assets. Revenue related to railcar or other asset servicing and maintenance contracts is recognized over the term of the lease or service contract. Sales returns and allowances are provided for at the time sales are recorded based on historical experience. Shipping and handling charges are included in cost of sales. Sales taxes and motor fuel taxes on ethanol sales are presented on a net basis and are excluded from revenues. Rail Lease Accounting In addition to the sale of Rail Group assets that the Company makes to financial intermediaries on a non-recourse basis and records as revenue as discussed above, the Company also acts as the lessor and / or the lessee in various leasing arrangements as described below. The Company's Rail Group leases assets to customers, manages assets for third parties and leases assets for internal use. The Company acts as the lessor in various operating leases of assets that are owned by the Company, or leased by the Company from financial intermediaries and, in turn, leased by the Company to end-users of the assets. The leases from financial intermediaries are generally structured as sale-leaseback transactions, with the leaseback by the Company being treated as an operating lease. Certain of the Company's leases include monthly lease fees that are contingent upon some measure of usage (“per diem” leases). This monthly usage is tracked, billed and collected by third-party service providers and funds are generally remitted to the Company along with usage data three months after they are earned. The Company records lease revenue for these per diem arrangements based on recent historical usage patterns and records a true-up adjustment when the actual data is received. Such true-up adjustments were not significant for any period presented. The Company expenses operating lease payments on a straight-line basis over the lease term. Additional information about leasing activities is presented in Note 14 to the Consolidated Financial Statements. Income Taxes Income tax expense for each period includes current tax expense plus deferred expense, which is related to the change in deferred income tax assets and liabilities. Deferred income taxes are provided for temporary differences between the financial reporting basis and the tax basis of assets and liabilities and are measured using enacted tax rates and laws governing periods in which the differences are expected to reverse. The Company evaluates the realizability of deferred tax assets and provides a valuation allowance for amounts that management does not believe are more likely than not to be recoverable, as applicable. The annual effective tax rate is determined by income tax expense, described above, from continuing operations, described above, as a percentage of pretax book income. Differences in the effective tax rate and the statutory tax rate may be due to permanent items, tax credits, foreign tax rates and state tax rates in jurisdictions in which the Company operates, or changes in valuation allowances. The Company records reserves for uncertain tax positions when, despite the belief that tax return positions are fully supportable, it is anticipated that certain tax return positions are likely to be challenged and that the Company may not prevail. These reserves are adjusted in light of changing facts and circumstances, such as the progress of a tax audit or the lapse of statutes of limitations. Additional information about the Company’s income taxes is presented in Note 8 to the Consolidated Financial Statements. Employee Benefit Plans The Company provides full-time employees hired before January 1, 2003 with postretirement health care benefits. In order to measure the expense and funded status of these employee benefit plans, management makes several estimates and assumptions, including employee turnover rates, anticipated mortality rates and anticipated future healthcare cost trends. These estimates and assumptions are based on the Company's historical experience combined with management's knowledge and understanding of current facts and circumstances. The selection of the discount rate is based on an index given projected plan payouts. Additional information about the Company's employee benefit plans is presented in Note 7 to the Consolidated Financial Statements. Advertising Advertising costs are expensed as incurred. Advertising expense of $4.9 million , $5.2 million and $4.5 million in 2016, 2015, and 2014, respectively, is included in operating, administrative and general expenses. New Accounting Standards Revenue Recognition In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue From Contracts With Customers. The FASB issued subsequent amendments to the initial guidance in August 2015, March 2016, April 2016, May 2016, and December 2016 within ASU 2015-14, ASU 2016-08, ASU 2016-10 ASU 2016-12, and ASU 2016-20 respectively. 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. These standards are effective for annual and interim periods beginning after December 15, 2017 and early adoption is permitted. The Company plans on using the modified retrospective method of adoption and does not plan to early adopt. We do not expect a material impact to the timing or amount of our revenues on the majority of our revenue streams at this point, however the most significant identified changes to date include: - Taking unamortized gains on certain rail transactions directly to retained earnings on adoption which would have been reflected in periodic earnings under current GAAP. - Bringing the assets underlying certain recourse financing transactions onto our balance sheet. - Certain nonrefundable fees may need to be recognized over time instead of at a point in time. Leasing In February 2016, the FASB issued ASU No. 2016‑02, Leases (Topic 842). ASU 2016‑02 supersedes the current accounting for leases. The new standard, while retaining two distinct types of leases, finance and operating, (i) requires lessees to record a right of use asset and a related liability for the rights and obligations associated with a lease, regardless of lease classification, and recognize lease expense in a manner similar to current accounting, (ii) eliminates current real estate specific lease provisions, (iii) modifies the lease classification criteria and (iv) aligns many of the underlying lessor model principles with those in the new revenue standard. ASU 2016‑02 is effective for fiscal years beginning after December 15, 2018, and interim periods within. Early adoption is permitted, however we do not plan to early adopt. Entities are required to use a modified retrospective approach when transitioning to ASU 2016‑02 for leases that exist as of or are entered into after the beginning of the earliest comparative period presented in the financial statements. The Company expects this standard to have the effect of bringing substantially all of the off balance-sheet rail assets currently in nonrecourse financing deals noted in Item 7 of Form 10-K onto our balance sheet along with a corresponding liability for the associated obligations. Additionally, we have other arrangements currently classified as operating leases which will be recorded as a right of use asset and corresponding liability on the balance sheet. The magnitude of these items is substantially less than the rail assets noted above. We expect any impact to our statement of operations to be minimal post adoption. Other applicable standards In August 2016, the FASB issued Accounting Standards Update No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This standard clarifies how companies present and classify certain cash receipts and payments in the statement of cash flows. The standard is effective for annual and interim periods beginning after December 15, 2017. The Company is currently evaluating when to adopt this standard but has not done so in the current period. At the time of future adoption, the Company will make the election to continue classifying distributions from equity method investments using the cumulative earnings approach which is consistent with current practice. In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. This update changes the accounting for credit losses on loans and held-to-maturity debt securities and requires a current expected credit loss (CECL) approach to determine the allowance for credit losses. This includes allowances for trade receivables. We have not historically had significant credit losses and do not currently anticipate circumstances that would lead to a CECL approach differing from our existing allowance estimates in a material way. The guidance is effective for fiscal years beginning after December 15, 2019 with a cumulative-effect adjustment to retained earnings as of the beginning of the year of adoption. Early adoption is permitted, however we do not plan to do so. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Improvements to Employee Share-Based Payment Accounting. This standard simplifies the accounting treatment for excess tax benefits and deficiencies, forfeitures, and cash flow considerations related to share-based compensation. The standard is effective for annual and interim periods beginning after December 15, 2016. The Company does not expect this standard to have a material impact on its Consolidated Financial Statements and disclosures. In January, 2016, the FASB issued Accounting Standards Update No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities. This standard provides guidance for the recognition, measurement, presentation, and disclosure of financial instruments. This guidance is effective for annual and interim periods beginning after December 15, 2017, and early adoption is not permitted. The Company does not expect the impact from adoption of this standard to be material to currently held financial assets and liabilities. 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 and will not have an impact on the Company's Consolidated Financial Statements and disclosures |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory, Net [Abstract] | |
Inventories | Inventories Major classes of inventories are as follows: December 31, (in thousands) 2016 2015 Grain $ 495,139 $ 534,548 Ethanol and by-products 10,887 8,576 Plant nutrients and cob products 150,259 172,815 Retail merchandise 20,678 24,510 Railcar repair parts 5,784 6,894 Other — 56 $ 682,747 $ 747,399 Inventories on the Consolidated Balance Sheets at December 31, 2016 and 2015 do not include 0.9 million and 3.4 million bushels of grain, respectively, held in storage for others. The Company does not have title to the grain and is only liable for any deficiencies in grade or shortage of quantity that may arise during the storage period. Management has not experienced historical losses on any deficiencies and does not anticipate material losses in the future. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The components of property, plant and equipment are as follows: December 31, (in thousands) 2016 2015 Land $ 30,672 $ 29,928 Land improvements and leasehold improvements 79,631 77,191 Buildings and storage facilities 322,856 303,482 Machinery and equipment 392,418 375,028 Construction in progress 12,784 32,871 838,361 818,500 Less: accumulated depreciation 388,309 363,240 $ 450,052 $ 455,260 Depreciation expense on property, plant and equipment amounted to $48.9 million , $46.4 million and $40.5 million for the years ended 2016 , 2015 and 2014 , respectively. In December 2016, the Company recorded charges totaling $6.0 million for impairment of property, plant and equipment in the Retail segment. This does not include $0.5 million of impairment charges related to software. The Company wrote down the value of these assets to the extent their carrying amounts exceeded fair value. The Company classified the significant assumptions used to determine the fair value of the impaired assets as Level 3 inputs in the fair value hierarchy. In December 2016, the Company recorded charges totaling $2.3 million for impairment of property, plant and equipment in the Plant Nutrient segment due to the closing of a cob facility. Rail Group Assets The components of the Rail Group assets leased to others are as follows: December 31, (in thousands) 2016 2015 Rail Group assets leased to others $ 431,571 $ 434,051 Less: accumulated depreciation 104,376 95,940 $ 327,195 $ 338,111 Depreciation expense on Rail Group assets leased to others amounted to $18.6 million , $17.6 million and $14.2 million for the years ended 2016 , 2015 and 2014 , respectively. Sale of Assets On May 2, 2016 the Company sold eight grain and agronomy locations in Iowa for $54.3 million and recorded a nominal gain. The Andersons acquired these locations as part of its 2012 acquisition from Green Plains Grain Company. The Tennessee assets acquired during that same transaction will remain a part of the Company. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2016 , 2015 and 2014 are as follows: (in thousands) Grain Plant Nutrient Rail Total Balance as of January 1, 2014 $ 38,165 $ 16,222 $ 4,167 $ 58,554 Acquisitions 8,257 5,554 — 13,811 Balance as of December 31, 2014 46,422 21,776 4,167 72,365 Acquisitions — 47,735 — 47,735 Impairments (46,422 ) (9,744 ) — (56,166 ) Balance as of December 31, 2015 — 59,767 4,167 63,934 Acquisitions — — — — Balances of December 31, 2016 $ — $ 59,767 $ 4,167 $ 63,934 During the fourth quarter of 2015, the Company prospectively changed its annual goodwill impairment testing date from the last day of its fiscal year to the first day of October. The voluntary change was to better align its goodwill impairment testing procedures with its annual planning and budgeting process and to provide the Company with adequate time to evaluate goodwill for impairment. This change in accounting principle does not delay, accelerate, or avoid an impairment loss, nor does the change have a cumulative effect on pre-tax income, net income or loss, retained earnings, or net assets. This change was applied prospectively beginning on October 1, 2015. Retrospective application to prior periods did not occur, as it is impracticable to objectively determine the assumptions that would have been used in those earlier periods to estimate fair value. In 2016 and 2015, the Company performed quantitative assessments of goodwill. In 2014, the Company performed a combination of quantitative and qualitative assessments of goodwill. The quantitative approach uses a two-step process. Step 1 compares the business enterprise value ("BEV") of each reporting unit with its carrying value. The BEV was computed based on both an income approach (discounted cash flows) and a market approach. The income approach uses a reporting unit's estimated future cash flows, discounted at the weighted average cost of capital of a hypothetical third-party buyer. The market approach estimates fair value by applying cash flow multiples to the reporting unit's operating performance. The multiples are derived from comparable publicly traded companies with similar operating and investment characteristics to the reporting unit. If the BEV is less than the carrying value for any reporting unit, then Step 2 must be performed. Step 2 compares the implied fair value of goodwill with the carrying amount of goodwill. Any excess of the carrying value of the goodwill over the implied fair value will be recorded as an impairment loss. The calculations of the BEV in Step 1 and the implied fair value of goodwill in Step 2 are based on significant unobservable inputs, such as price trends, customer demand, material costs, discount rates and asset replacement costs, and are classified as Level 3 in the fair value hierarchy. In performing the qualitative assessment of goodwill, management considered the following relevant events and circumstances to determine if any reporting units were deemed to be at risk: • Macroeconomic conditions including, but not limited to deterioration in general economic conditions, limitation on accessing capital, or other developments in equity and credit markets; • Industry and market considerations such as a deterioration in the environment in which an entity operates, an increased competitive environment, a change in the market for an entity's products or services, or a regulatory or political development; • Adverse fluctuations in commodity prices • Cost factors such as increases in raw materials, labor, or other costs that have a negative effect on earnings and cash flows; • Overall financial performance such as negative or declining cash flows or a decline in actual or planned revenue or earnings compared with actual and projected results of relevant prior periods; • Other relevant entity-specific events such as changes in management, key personnel, strategy, or customers and; • Events affecting a reporting unit such as a change in the composition or carrying amount of its net assets, a more-likely-than-not expectation of selling or disposing all, or a portion, of a reporting unit, the testing for recoverability of a significant asset group within a reporting unit, or recognition of a goodwill impairment loss in the financial statements of a subsidiary that is a component of a reporting unit. There is a certain degree of uncertainty associated with the key assumptions used. Potential events or changes in circumstances that could reasonably be expected to negatively affect the key assumptions include significant volatility in commodity prices or raw material prices and unanticipated changes in the economy or industries within which the businesses operate. No goodwill impairment charges were incurred in 2016 as a result of our annual impairment testing. Within our Plant Nutrient segment, the estimated fair value of our Wholesale reporting unit with $59.1 million of goodwill, exceeded its carrying value by approximately 8 percent . The discounted cash flow model used in the goodwill impairment test assumed discrete period revenue growth through 2020 that was reflective of market opportunities, changes in product mix from recent acquisitions, and cyclical trends within our wholesale nutrient business. In the terminal year, we assumed a long-term earnings growth rate of 2.5 percent that we believe is appropriate given the current industry-specific expectations. As of the valuation date, we utilized a weighted-average cost of capital of 8.8 percent , which we believe is appropriate as it reflects the relative risk, the time value of money, and is consistent with the peer group of the Wholesale reporting unit. The goodwill fair value is highly sensitive to changes in assumptions, including interest rates and outlook for future volume and margins. While performing the annual assessment of goodwill impairment in 2015, the Company recorded impairment losses related to our Grain and Farm Center reporting units of $54.2 million due to compressed margins over the past several years and anticipated unfavorable operating conditions in domestic and global commodity markets, including oil and ethanol, as well as foreign exchange impacts. This is in addition to the $2.0 million of impairment related to our Cob business which was recognized in the third quarter of that year. The Company's other intangible assets are as follows: (in thousands) Original Cost Accumulated Amortization Net Book Value December 31, 2016 Intangible asset class Customer list $ 41,477 $ 14,958 $ 26,519 Non-compete agreement 4,594 3,064 1,530 Supply agreement 9,806 4,827 4,979 Technology 15,500 4,243 11,257 Trademarks and patents 18,717 4,335 14,382 Lease intangible 5,514 4,969 545 Software 71,362 24,592 46,770 Other 1,953 1,835 118 $ 168,923 $ 62,823 $ 106,100 December 31, 2015 Intangible asset class Customer list $ 42,561 $ 12,130 $ 30,431 Non-compete agreement 4,594 2,517 2,077 Supply agreement 9,806 3,955 5,851 Technology 15,500 2,483 13,017 Trademarks and patents 18,717 2,273 16,444 Lease intangible 5,479 4,586 893 Software 70,846 19,508 51,338 Other 1,953 1,764 189 $ 169,456 $ 49,216 $ 120,240 Amortization expense for intangible assets was $16.8 million , $14.5 million and $8.8 million for 2016 , 2015 and 2014 , respectively. Expected future annual amortization expense is as follows: 2017 -- $16.1 million ; 2018 -- $15.6 million ; 2019 -- $14.8 million ; 2020 -- $13.6 million ; and 2021 -- $12.9 million . In December 2016, the Company recorded a $0.5 million impairment related to software in the Retail Group. In December 2014, the Company recorded an impairment of $1.5 million related to a customer list in the Grain Group. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Borrowing Arrangements The Company is party to borrowing arrangements with a syndicate of banks, which was amended on March 4, 2014, and provides the Company with $850 million in lines of credit. The Company can designate up to $400 million of borrowings as long-term when the debt is used for long-term purposes, such as replacing long-term debt that is maturing, funding the purchase of long-term assets, or increasing permanent working capital when needed. It also provides the Company with up to $90 million in letters of credit. Any amounts outstanding on letters of credit will reduce the amount available on the lines of credit. The Company had standby letters of credit outstanding of $32.5 million at December 31, 2016 . As of December 31, 2016 , the Company had $59.0 million of outstanding borrowings on the lines of credit. Borrowings under the lines of credit bear interest at variable interest rates, which are based off LIBOR plus an applicable spread. The maturity date for the lines of credit is March 2019. Draw downs and repayments that are less than 90 days are recorded on a net basis in the Consolidated Statements of Cash Flows. The Company also has a line of credit related to The Andersons Denison Ethanol LLC ("TADE"), a consolidated subsidiary. TADE entered into a borrowing arrangement with a syndicate of financial institutions in the second quarter of 2012 which provided a $21.3 million long-term line of credit. TADE had standby letters of credit outstanding of $0.2 million at December 31, 2016 , which reduces the amount available on the lines of credit. As of December 31, 2016 , the Company had no outstanding borrowings on the lines of credit. Borrowings under the lines of credit and the term loan bear interest at variable interest rates, which are based off LIBOR plus an applicable spread. The maturity date is May 20, 2020 for the long-term line of credit. TADE was in compliance with all financial and non-financial covenants as of December 31, 2016 , including but not limited to minimum working capital and net worth. TADE debt is collateralized by the mortgage on the ethanol facility and related equipment or other assets and is not guaranteed by the Company, therefore it is considered non-recourse debt. The Company’s short-term and long-term debt at December 31, 2016 and 2015 consisted of the following: December 31, (in thousands) 2016 2015 Short-term debt - non-recourse $ — $ — Short-term debt - recourse 29,000 16,990 Total short-term debt $ 29,000 $ 16,990 Current maturities of long-term debt – non-recourse $ — $ — Current maturities of long-term debt – recourse 47,545 27,786 Total current maturities of long-term debt $ 47,545 $ 27,786 Long-term debt, less current maturities – non-recourse $ — $ — Long-term debt, less current maturities – recourse 397,065 436,208 Total long-term debt, less current maturities $ 397,065 $ 436,208 The following information relates to short-term borrowings: December 31, (in thousands, except percentages) 2016 2015 2014 Maximum amount borrowed $ 412,000 $ 308,500 $ 270,600 Weighted average interest rate 1.94 % 1.64 % 1.69 % Long-Term Debt Recourse Debt Long-term debt consists of the following: December 31, (in thousands, except percentages) 2016 2015 Note payable, 4.07%, payable at maturity, due 2021 $ 26,000 $ — Note payable, 3.72%, payable at maturity, due 2017 25,000 25,000 Note payable, 4.55%, payable at maturity, due 2023 24,000 — Note payable, 4.85%, payable at maturity, due 2026 25,000 — Note payable, 6.78%, payable at maturity, due 2018 41,500 41,500 Note payable, 4.92%, payable in increasing amounts ($2.2 million for 2016), plus interest, due 2021 (a) 20,443 22,666 Note payable, 4.76%, payable in increasing amounts ($2.0 million for 2016) plus interest, due 2028 (a) 47,990 49,949 Note payable, variable rate (3.12% at December 31, 2016), payable in increasing amounts ($1.3 million for 2016) plus interest, due 2023 (a) 19,179 20,513 Note payable, 3.29%, payable in increasing amounts ($1.3 million for 2016) plus interest, due 2022 (a) 21,619 22,913 Note payable, 4.23%, payable quarterly in varying amounts ($0.6 million for 2016) plus interest, due 2021 (a) 11,136 11,770 Notes payable, variable rate, due 2016 — 5,043 Note payable, variable rate (2.21% at December 31, 2016), payable in increasing amounts ($1.1 million for 2016) plus interest, due 2023 (a) 8,790 9,865 Note payable, variable rate, due 2016 (a) — 7,350 Note payable, variable rate (2.45% at December 31, 2016), payable in varying amounts ($0.1 million for 2016), plus interest, due 2026 (a) 9,016 — Note payable, 4.76%, payable quarterly in varying amounts ($0.4 million for 2016) plus interest, due 2028 (a) 8,956 9,313 Note payable, 2.21%, payable at maturity ($75.0 million for 2016) plus interest, due 2019 30,000 105,000 Note payable, 3.33%, payable in increasing amounts ($1.0 million for 2016) plus interest, due 2025 (a) 27,000 28,000 Note payable, 4.5%, payable at maturity, due 2030 16,000 16,000 Note payable, 5.0%, payable at maturity, due 2040 14,000 14,000 Industrial development revenue bonds: Variable rate (3.05% at December 31, 2016), payable at maturity, due 2017 (a) 6,513 6,987 Variable rate (2.36% at December 31, 2016), payable at maturity, due 2019 (a) 4,650 4,650 Variable rate (2.31% at December 31, 2016), payable at maturity, due 2025 (a) 3,100 3,100 Variable rate (2.28% at December 31, 2016), payable at maturity, due 2036 21,000 21,000 Debenture bonds, 2.65% to 5.00%, due 2017 through 2031 36,931 39,375 $ 447,823 $ 463,994 Less: current maturities 47,545 27,786 Less: unamortized prepaid debt issuance costs 3,213 — $ 397,065 $ 436,208 (a) Debt is collateralized by first mortgages on certain facilities and related equipment or other assets with a book value of $179.3 million The Company's short-term and long-term borrowing agreements include both financial and non-financial covenants that, among other things, require the Company at a minimum to maintain: • tangible net worth of not less than $300 million ; • current ratio net of hedged inventory of not less than 1.25 to 1.00 ; • long-term debt to capitalization of not more than 70% ; • working capital of not less than $150 million; and • interest coverage ratio of not less than 2.75 to 1.00 . The Company was in compliance with all financial covenants at and during the years ended December 31, 2016 and 2015 . The aggregate annual maturities of long-term debt are as follows: 2017 -- $47.5 million ; 2018 -- $55.3 million ; 2019 -- $46.9 million ; 2020 -- $16.4 million ; 2021 -- $62.3 million ; and $219.4 million thereafter. Non-Recourse Debt The Company's non-recourse debt, including the lines of credit, held by TADE includes separate financial covenants relating solely to the collateralized TADE assets. The covenants require the following: • tangible net worth of not less than $36 million and increasing to $40 million effective December 31, 2016; • working capital not less than $18 million ; and • debt service coverage ratio of not less than 1.25 to 1.00 . |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Commodity Contracts 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. These contracts are primarily traded 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 cost of sales and merchandising revenues. These amounts were previously classified in sales and merchandising revenues but were reclassified starting in the fourth quarter of 2015. 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 Consolidated Balance Sheets. The following table presents at December 31, 2016 and 2015 , 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 Consolidated Balance Sheets: December 31, 2016 December 31, 2015 (in thousands) Net Derivative Asset Position Net Derivative Liability Position Net Derivative Asset Position Net Derivative Liability Position Collateral paid $ 28,273 $ — $ 3,008 $ — Fair value of derivatives 1,599 — 25,356 — Balance at end of period $ 29,872 $ — $ 28,364 $ — The following table presents, on a gross basis, current and noncurrent commodity derivative assets and liabilities: December 31, 2016 (in thousands) Commodity Derivative Assets - Current Commodity Derivative Assets - Noncurrent Commodity Derivative Liabilities - Current Commodity Derivative Liabilities - Noncurrent Total Commodity derivative assets $ 36,146 $ 140 $ 1,447 $ 6 $ 37,739 Commodity derivative liabilities (18,972 ) (40 ) (24,614 ) (345 ) (43,971 ) Cash collateral 28,273 — — — 28,273 Balance sheet line item totals $ 45,447 $ 100 $ (23,167 ) $ (339 ) $ 22,041 December 31, 2015 (in thousands) Commodity Derivative Assets - Current Commodity Derivative Assets - Noncurrent Commodity Derivative Liabilities - Current Commodity Derivative Liabilities - Noncurrent Total Commodity derivative assets $ 51,647 $ 412 $ 371 $ 2 $ 52,432 Commodity derivative liabilities (4,829 ) — (37,758 ) (1,065 ) (43,652 ) Cash collateral 3,008 — — — 3,008 Balance sheet line item totals $ 49,826 $ 412 $ (37,387 ) $ (1,063 ) $ 11,788 The gains (losses) included in the Company’s Consolidated Statements of Operations and the line items in which they are located are as follows: Year Ended (in thousands) 2016 2015 2014 Gains on commodity derivatives included in sales and merchandising revenues $ — — 67,579 Gains (Losses) on commodity derivatives included in cost of sales and merchandising revenues $ (15,012 ) 62,541 — The Company had the following volume of commodity derivative contracts outstanding (on a gross basis) as of December 31, 2016 and 2015 : December 31, 2016 Commodity (in thousands) Number of Bushels Number of Gallons Number of Pounds Number of Tons Non-exchange traded: Corn 175,549 — — — Soybeans 20,592 — — — Wheat 7,177 — — — Oats 36,025 — — — Ethanol — 215,081 — — Corn oil — — 9,358 — Other 108 1,144 — 110 Subtotal 239,451 216,225 9,358 110 Exchange traded: Corn 63,225 — — — Soybeans 39,005 — — — Wheat 45,360 — — — Oats 4,120 — — — Ethanol — 78,120 — — Other — — — — Subtotal 151,710 78,120 — — Total 391,161 294,345 9,358 110 December 31, 2015 Commodity (in thousands) Number of Bushels Number of Gallons Number of Pounds Number of Tons Non-exchange traded: Corn 227,248 — — — Soybeans 13,357 — — — Wheat 13,710 — — — Oats 15,019 — — — Ethanol — 138,660 — — Corn oil — — 11,532 — Other 297 — — 116 Subtotal 269,631 138,660 11,532 116 Exchange traded: Corn 106,260 — — — Soybeans 17,255 — — — Wheat 28,135 — — — Oats 3,480 — — — Ethanol — 840 — — Other — 840 — — Subtotal 155,130 1,680 — — Total 424,761 140,340 11,532 116 Interest Rate Derivatives The Company periodically enters into interest rate contracts to manage interest rate risk on borrowing or financing activities. One of the Company's interest rate swaps had been reclassified to other current liabilities at December 31, 2015 as it matured in 2016 and was designated as a cash flow hedge; accordingly, changes in the fair value of this instrument were recognized in other comprehensive income. The terms of the swap matched the terms of the underlying debt instrument. The deferred derivative gains and losses on the interest rate swap were reclassified into income over the term of the underlying hedged items. The Company has other interest rate contracts that are not designated as hedges. While the Company considers all of its interest rate derivative positions to be effective economic hedges of specified risks, these interest rate contracts are recorded on the balance sheet in other current assets or liabilities (if short-term in nature) or in other assets or other long-term liabilities (if non-current in nature) and changes in fair value are recognized currently in earnings as a component of interest expense. At December 31, 2016, the Company had several interest rate hedging instruments that are not accounted for as hedges, with notional amounts totaling $63.0 million . The following table presents the open interest rate contracts at December 31, 2016 : Interest Rate Hedging Instrument Year Entered Year of Maturity Initial Notional Amount (in millions) Hedged Item Interest Rate Long-term Swap 2012 2023 $ 23.0 Interest rate component of debt - not accounted for as a hedge 1.9% Collar 2013 2021 $ 40.0 Interest rate component of debt - not accounted for as a hedge 2.9% to 4.8% At December 31, 2016 and 2015, the Company had recorded the following amounts for the fair value of the Company's interest rate derivatives: December 31, (in thousands) 2016 2015 Derivatives not designated as hedging instruments Interest rate contracts included in other long term liabilities $ (2,530 ) $ (3,133 ) Total fair value of interest rate derivatives not designated as hedging instruments $ (2,530 ) $ (3,133 ) Derivatives designated as hedging instruments Interest rate contract included in other short term liabilities $ — $ (191 ) Total fair value of interest rate derivatives designated as hedging instruments $ — $ (191 ) The losses included in the Company's Consolidated Statements of Operations and the line item in which they are located for interest rate derivatives not designated as hedging instruments are as follows: Year ended December 31, (in thousands) 2016 2015 Interest expense $ 603 $ (1,065 ) The Company also has foreign currency derivatives which are considered effective economic hedges of specified economic risks but which are not designated as accounting hedges. At December 31, 2016 and 2015 , the Company had recorded the following amounts for the fair value of the Company's foreign currency derivatives: December 31, December 31, (in thousands) 2016 2015 Derivatives not designated as hedging instruments Foreign currency contracts included in short term assets $ (112 ) $ — Total fair value of foreign currency contract derivatives not designated as hedging instruments $ (112 ) $ — The gains and losses included in the Company's Consolidated Statements of Operations and the line item in which they are located for foreign currency contract derivatives not designated as hedging instruments are as follows: Year ended December 31, (in thousands) 2016 2015 Foreign currency derivative gains (losses) included in Other income, net $ (112 ) $ — |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company provides certain full-time employees with pension benefits under defined benefit and defined contribution plans. The measurement date for all plans is December 31. The Company's expense for its defined contribution plans amounted to $7.8 million in 2016 , $8.7 million in 2015 and $11.2 million in 2014 . The Company also provides certain health insurance benefits to employees as well as retirees. The Company has an unfunded noncontributory defined benefit pension plan. The plan provides defined benefits based on years of service and average monthly compensation using a career average formula. Pension benefits were frozen at July 1, 2010. The Company also had a funded defined benefit plan which was terminated in 2015. Effective December 2015, the funded defined benefit plan (the "Plan") was amended to include a lump-sum pension benefit payout option for certain plan participants. In addition, in December 2015, the Plan completed the purchase of group annuity contracts that transferred the liability for the remaining retirees and active employees who did not elect a lump sum option to an insurance company. As a result of these changes, we recognized pension settlement charges of $31.9 million after tax ( $51.4 million pre-tax) during the twelve months ended December 31, 2015. The Company also has postretirement health care benefit plans covering substantially all of its full time employees hired prior to January 1, 2003. These plans are generally contributory and include a cap on the Company's share of the related costs. Obligation and Funded Status Following are the details of the obligation and funded status of the pension and postretirement benefit plans: (in thousands) Pension Benefits Postretirement Benefits Change in benefit obligation 2016 2015 2016 2015 Benefit obligation at beginning of year $ 8,677 $ 133,984 $ 39,152 $ 42,300 Service cost — 236 760 900 Interest cost 194 182 1,549 1,584 Actuarial (gains) losses (421 ) (6,299 ) (10,823 ) (4,762 ) Participant contributions — — 653 535 Retiree drug subsidy received — — 5 138 Benefits paid (1,338 ) (119,426 ) (1,539 ) (1,543 ) Benefit obligation at end of year $ 7,112 $ 8,677 $ 29,757 $ 39,152 (in thousands) Pension Benefits Postretirement Benefits Change in plan assets 2016 2015 2016 2015 Fair value of plan assets at beginning of year $ 285 $ 116,041 $ — $ — Actual gains on plan assets — 517 — — Company contributions 1,053 3,153 886 1,008 Participant contributions — — 653 535 Benefits paid (1,338 ) (119,426 ) (1,539 ) (1,543 ) Fair value of plan assets at end of year $ — $ 285 $ — $ — Under funded status of plans at end of year $ (7,112 ) $ (8,392 ) $ (29,757 ) $ (39,152 ) Amounts recognized in the Consolidated Balance Sheets at December 31, 2016 and 2015 consist of: Pension Benefits Postretirement Benefits (in thousands) 2016 2015 2016 2015 Accrued expenses $ (1,295 ) $ (1,051 ) $ (1,148 ) $ (1,247 ) Employee benefit plan obligations (5,817 ) (7,341 ) (28,609 ) (37,905 ) Net amount recognized $ (7,112 ) $ (8,392 ) $ (29,757 ) $ (39,152 ) Following are the details of the pre-tax amounts recognized in accumulated other comprehensive loss at December 31, 2016: Pension Benefits Postretirement Benefits (in thousands) Unamortized Actuarial Net Losses Unamortized Prior Service Costs Unamortized Actuarial Net Losses Unamortized Prior Service Costs Balance at beginning of year $ 4,811 $ — $ 11,988 $ (355 ) Amounts arising during the period (421 ) — (10,823 ) — Amounts recognized as a component of net periodic benefit cost (146 ) — (768 ) 355 Balance at end of year $ 4,244 $ — $ 397 $ — The amounts in accumulated other comprehensive loss that are expected to be recognized as components of net periodic benefit cost during the next fiscal year, excluding the impact of the pension termination, are as follows: (in thousands) Pension Postretirement Total Prior service cost $ — $ (355 ) $ (355 ) Net actuarial loss 146 768 914 Amounts applicable to the Company's defined benefit plans with accumulated benefit obligations in excess of plan assets are as follows: December 31, (in thousands) 2016 2015 Projected benefit obligation $ 7,112 $ 8,392 Accumulated benefit obligation $ 7,112 $ 8,392 The combined benefits expected to be paid for all Company defined benefit plans over the next ten years (in thousands) are as follows: Year Expected Pension Benefit Payout Expected Postretirement Benefit Payout Medicare Part D Subsidy 2017 $ 1,295 $ 987 $ (161 ) 2018 1,368 1,006 (177 ) 2019 1,405 1,020 (194 ) 2020 1,289 1,039 (213 ) 2021 1,180 1,057 (232 ) 2022-2026 1,101 6,203 (1,134 ) Following are components of the net periodic benefit cost for each year: Pension Benefits Postretirement Benefits December 31, December 31, (in thousands) 2016 2015 2014 2016 2015 2014 Service cost $ — $ 236 $ 180 $ 760 $ 900 $ 687 Interest cost 194 182 4,774 1,549 1,584 1,511 Expected return on plan assets — — (7,615 ) (355 ) (543 ) (543 ) Recognized net actuarial loss 146 1,516 934 768 1,517 812 Benefit cost (income) $ 340 $ 1,934 $ (1,727 ) $ 2,722 $ 3,458 $ 2,467 Following are weighted average assumptions of pension and postretirement benefits for each year: Pension Benefits Postretirement Benefits 2016 2015 2014 2016 2015 2014 Used to Determine Benefit Obligations at Measurement Date Discount rate (a) N/A N/A 0.65 % 4.0 % 4.2 % 3.9 % Used to Determine Net Periodic Benefit Cost for Years ended December 31 Discount rate (b) N/A 0.65 % 4.7 % 4.2 % 3.9 % 4.8 % Expected long-term return on plan assets N/A N/A 7 % — — — Rate of compensation increases N/A N/A N/A — — — (a) In 2014, the calculated discount rate for the unfunded pension plan was different than the defined benefit pension plan. The calculated rate for the unfunded employee retirement plan was 2.40% , 2.60% and 2.40% in 2016, 2015 and 2014, respectively. Since it was terminated in 2015, the defined benefit pension plan did not have a discount rate in 2015 or 2016. (b) In 2015 and 2014, the calculated discount rate for the unfunded pension plan was different than the defined benefit pension plan. The calculated rate for the unfunded employee retirement plan was 2.60% , 2.40% and 2.90% in 2016, 2015 and 2014, respectively. Since it was terminated in 2015, the defined benefit pension plan did not have a discount rate in 2015 or 2016. Assumed Health Care Cost Trend Rates at Beginning of Year 2016 2015 Health care cost trend rate assumed for next year 5.0 % 5.5 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 5.0 % 5.0 % Year that the rate reaches the ultimate trend rate 2017 2017 The assumed health care cost trend rate has an effect on the amounts reported for postretirement benefits. A one -percentage-point change in the assumed health care cost trend rate would have the following effects: One-Percentage-Point Increase Decrease Effect on total service and interest cost components in 2016 $ (3,803 ) $ 3,182 Effect on postretirement benefit obligation as of December 31, 2016 (130,198 ) 113,429 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax provision (benefit) applicable to continuing operations consists of the following: Year ended December 31, (in thousands) 2016 2015 2014 Current: Federal $ (702 ) $ (3,237 ) $ 32,600 State and local 199 (762 ) 5,677 Foreign 1,385 1,224 1,409 $ 882 $ (2,775 ) $ 39,686 Deferred: Federal $ 3,523 $ 1,756 $ 19,741 State and local 1,696 519 1,830 Foreign 810 258 244 $ 6,029 $ 2,533 $ 21,815 Total: Federal $ 2,821 $ (1,481 ) $ 52,341 State and local 1,895 (243 ) 7,507 Foreign 2,195 1,482 1,653 $ 6,911 $ (242 ) $ 61,501 Income (loss) before income taxes from continuing operations consists of the following: Year ended December 31, (in thousands) 2016 2015 2014 U.S. $ 11,526 $ (18,867 ) $ 174,262 Foreign 9,855 7,303 9,884 $ 21,381 $ (11,564 ) $ 184,146 A reconciliation from the statutory U.S. federal tax rate to the effective tax rate follows: Year ended December 31, 2016 2015 2014 Statutory U.S. federal tax rate 35.0 % 35.0 % 35.0 % Increase (decrease) in rate resulting from: Effect of noncontrolling interest (4.7 ) 5.3 (2.5 ) State and local income taxes, net of related federal taxes 5.8 1.4 2.7 Income taxes on foreign earnings (1.3 ) 9.4 (0.4 ) Change in pre-acquisition tax liability and other costs — 3.5 — Tax associated with accrued and unpaid dividends 3.2 (13.6 ) — Goodwill impairment — (35.6 ) — Nondeductible compensation 2.0 (5.0 ) 0.2 Federal income tax credits (7.3 ) — — Other, net (0.4 ) 1.7 (1.6 ) Effective tax rate 32.3 % 2.1 % 33.4 % Net income tax refunds of $(10.6) million were received in 2016 and net income taxes of $4.9 million and $36.8 million were paid in 2015 and 2014, respectively. Significant components of the Company's deferred tax liabilities and assets are as follows: December 31, (in thousands) 2016 2015 Deferred tax liabilities: Property, plant and equipment and Rail Group assets leased to others $ (179,250 ) $ (170,588 ) Equity method investments (45,244 ) (45,673 ) Other (22,286 ) (22,261 ) (246,780 ) (238,522 ) Deferred tax assets: Employee benefits 25,403 27,160 Accounts and notes receivable 2,964 2,611 Inventory 9,979 11,918 Federal income tax credits 7,150 — Net operating loss carryforwards 3,322 4,542 Other 16,224 13,583 Total deferred tax assets 65,042 59,814 Valuation allowance (310 ) (593 ) 64,732 59,221 Net deferred tax liabilities $ (182,048 ) $ (179,301 ) On December 31, 2016, the Company had $4.0 million , $66.9 million and $0.1 million of U.S. Federal, state and non-U.S. net operating loss carryforwards that begin to expire in 2034, 2017 and 2035, respectively. The Company also has $6.0 million of general business credits that expire after 2036 and $1.1 million of foreign tax credits that begin to expire after 2025. During 2016, the Company entered into agreements with several unrelated third-parties to fund qualified railroad track maintenance expenditures. In return, railroad track miles were assigned to the Company which enabled the Company to claim railroad track maintenance credits pursuant to section 45G of the Internal Revenue Code of 1986. $2.6 million of tax benefit was realized as a result of the agreements for the year ended December 31, 2016, resulting in a $0.8 million current tax provision benefit. $6.0 million of credits have been deferred to future periods which, upon realization, will result in a $1.8 million current tax provision benefit. The railroad track maintenance credits are general business credits included in federal income tax credits above. The Company or one of its subsidiaries files income tax returns in the U.S., various foreign jurisdictions and various state and local jurisdictions. The Company is no longer subject to examinations by foreign jurisdictions for years before 2011 and is no longer subject to examinations by U.S. tax authorities for years before 2013 . During 2016, the Internal Revenue Service completed an examination of the Company’s U.S. income tax returns for years 2011 and 2012. The Company is no longer subject to examination by state tax authorities in most states for tax years before 2013 . A reconciliation of the January 1, 2014 to December 31, 2016 amount of unrecognized tax benefits is as follows: (in thousands) Balance at January 1, 2014 $ 1,110 Additions based on tax positions related to the current year 125 Additions based on tax positions related to prior years 384 Reductions as a result of a lapse in statute of limitations (132 ) Balance at December 31, 2014 1,487 Additions based on tax positions related to the current year 55 Additions based on tax positions related to prior years 691 Reductions based on tax positions related to prior years (518 ) Reductions as a result of a lapse in statute of limitations (284 ) Balance at December 31, 2015 1,431 Additions based on tax positions related to the current year 113 Additions based on tax positions related to prior years — Reductions based on tax positions related to prior years (40 ) Reductions as a result of a lapse in statute of limitations (52 ) Balance at December 31, 2016 $ 1,452 The Company anticipates a $1.1 million decrease in the reserve during the next 12 months due to the settling of state tax appeals and a lapse in statute of limitations. Dependent upon the lapse in statute and the outcome of the state tax appeals, the total liability for unrecognized tax benefits as of December 31, 2016 could impact the effective tax rate. The Company has elected to classify interest and penalties as interest expense and penalty expense, respectively, rather than as income tax expense. The Company has $0.4 million accrued for the payment of interest and penalties at December 31, 2016. The net interest and penalties expense for 2016 is $0.2 million , due to increased uncertain tax positions. The Company had $0.6 million accrued for the payment of interest and penalties at December 31, 2015. The net interest and penalties expense for 2015 was $0.1 million . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss (Notes) | 12 Months Ended |
Dec. 31, 2016 | |
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 years ended December 31, 2016 , 2015 , and 2014 : Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the Year Ended December 31, 2016 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (111 ) $ (12,041 ) $ 126 $ (8,913 ) $ (20,939 ) Other comprehensive income before reclassifications 111 1,039 — 7,668 8,818 Amounts reclassified from accumulated other comprehensive loss — — (126 ) (221 ) (347 ) Net current-period other comprehensive income 111 1,039 (126 ) 7,447 8,471 Ending balance $ — $ (11,002 ) $ — $ (1,466 ) $ (12,468 ) Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the Year Ended December 31, 2015 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (364 ) $ (4,709 ) $ 126 $ (49,648 ) $ (54,595 ) Other comprehensive income before reclassifications 253 (7,332 ) — (24,746 ) $ (31,825 ) Amounts reclassified from accumulated other comprehensive loss — — 65,481 $ 65,481 Net current-period other comprehensive income 253 (7,332 ) — 40,735 33,656 Ending balance $ (111 ) $ (12,041 ) $ 126 $ (8,913 ) $ (20,939 ) Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the Year Ended December 31, 2014 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (637 ) $ — $ 7,861 $ (28,405 ) $ (21,181 ) Other comprehensive income before reclassifications 273 (4,709 ) (7,735 ) (20,904 ) $ (33,075 ) Amounts reclassified from accumulated other comprehensive loss — — — (339 ) $ (339 ) Net current-period other comprehensive income 273 (4,709 ) (7,735 ) (21,243 ) (33,414 ) Ending balance $ (364 ) $ (4,709 ) $ 126 $ (49,648 ) $ (54,595 ) (a) All amounts are net of tax. Amounts in parentheses indicate debits The Following tables show the reclassification adjustments from accumulated other comprehensive income to net income for the years ended December 31, 2016 , 2015 , and 2014 : Reclassifications Out of Accumulated Other Comprehensive Income (a) (in thousands) For the Year Ended December 31, 2016 Details about Accumulated Other Comprehensive Income Components Amount Reclassified from Accumulated Other Comprehensive Income Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (354 ) (b) (354 ) Total before tax 133 Tax expense $ (221 ) Net of tax Other Items Recognition of gain on sale of investment $ (200 ) (b) (200 ) Total before tax 74 Tax expense $ (126 ) Net of tax Total reclassifications for the period $ (347 ) Net of tax Reclassifications Out of Accumulated Other Comprehensive Income (a) (in thousands) For the Year Ended December 31, 2015 Details about Accumulated Other Comprehensive Income Components Amount Reclassified from Accumulated Other Comprehensive Income Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (543 ) (b) (543 ) Total before tax 204 Tax expense $ (339 ) Net of tax Settlement of defined benefit pension plan (64,939 ) (64,939 ) Total before tax 24,746 Tax expense (40,193 ) Net of tax Total reclassifications for the period $ (40,532 ) Net of tax Reclassifications Out of Accumulated Other Comprehensive Income (a) (in thousands) For the Year Ended December 31, 2014 Details about Accumulated Other Comprehensive Income Components Amount Reclassified from Accumulated Other Comprehensive Income Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (543 ) (b) (543 ) Total before tax 204 Tax expense $ (339 ) Net of tax Total reclassifications for the period $ (339 ) Net of tax (a) Amounts in parentheses indicate debits to profit/loss (b) This accumulated other comprehensive income component is included in the computation of net periodic benefit cost (see Note 7. Employee Benefit Plans footnote for additional details) |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2016 | |
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 non-vested restricted stock granted is considered a participating security since the share-based awards contain a non-forfeitable right to dividends irrespective of whether the awards ultimately vest. The computation of basic and diluted earnings per share is as follows: (in thousands except per common share data) Year ended December 31, 2016 2015 2014 Net income (loss) attributable to The Andersons, Inc. $ 11,594 $ (13,067 ) $ 109,726 Less: Distributed and undistributed earnings allocated to non-vested restricted stock 9 29 569 Earnings available to common shareholders $ 11,585 $ (13,096 ) $ 109,157 Earnings per share – basic: Weighted average shares outstanding – basic 28,193 28,288 28,367 Earnings per common share – basic $ 0.41 $ (0.46 ) $ 3.85 Earnings per share – diluted: Weighted average shares outstanding – basic 28,193 28,288 28,367 Effect of dilutive awards 238 — 85 Weighted average shares outstanding – diluted 28,431 28,288 28,452 Earnings per common share – diluted $ 0.41 $ (0.46 ) $ 3.84 No antidilutive stock-based awards were outstanding at December 31, 2016 or 2014. All outstanding share awards were antidilutive at December 31, 2015 as the Company experienced a net loss. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Generally accepted accounting principles define fair value as an exit price and also establish a framework for measuring fair value. An exit price represents the amount that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering such assumptions, a three-tier fair value hierarchy is used, which prioritizes the inputs used in measuring fair value as follows: • Level 1 inputs: Quoted prices (unadjusted) for identical assets or liabilities in active markets; • Level 2 inputs: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly; and • Level 3 inputs: Unobservable inputs (e.g., a reporting entity's own data). In many cases, a valuation technique used to measure fair value includes inputs from multiple levels of the fair value hierarchy. The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy. The following table presents the Company's assets and liabilities that are measured at fair value on a nonrecurring basis at December 31, 2016 . No nonrecurring fair value measurements were made at December 31, 2015: (in thousands) December 31, 2016 Assets (liabilities) Level 1 Level 2 Level 3 Total Property, plant and equipment (a) $ — $ — $ 11,210 $ 11,210 Total $ — $ — $ 11,210 $ 11,210 (a) The Company recognized impairment charges on certain retail and cob assets during 2016 and measured the fair value using Level 3 inputs on a nonrecurring basis. The fair value of the retail assets was determined using third-party appraisals and the cob assets were based upon liquidation value. The following table presents the Company's assets and liabilities that are measured at fair value on a recurring basis at December 31, 2016 and 2015 : (in thousands) December 31, 2016 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ — $ — $ — $ — Restricted cash 471 — — 471 Commodity derivatives, net (a) 29,872 (7,831 ) — 22,041 Provisionally priced contracts (b) (105,321 ) (64,876 ) — (170,197 ) Convertible preferred securities (c) — — 3,294 3,294 Other assets and liabilities (d) 9,391 (2,530 ) — 6,861 Total $ (65,587 ) $ (75,237 ) $ 3,294 $ (137,530 ) (in thousands) December 31, 2015 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ 26,931 $ — $ — $ 26,931 Restricted cash 450 — — 450 Commodity derivatives, net (a) 26,890 (15,101 ) — 11,789 Provisionally priced contracts (b) (133,842 ) (103,148 ) — (236,990 ) Convertible preferred securities (c) — — 13,550 13,550 Other assets and liabilities (d) 8,635 (3,324 ) 350 5,661 Total $ (70,936 ) $ (121,573 ) $ 13,900 $ (178,609 ) (a) Includes associated cash posted/received as collateral (b) Included in "Provisionally priced contracts" are those instruments based only on underlying futures values (Level 1) and delayed price contracts (Level 2) (c) Recorded in “Other noncurrent assets” on the Company’s Consolidated Balance Sheets (d) Included in other assets and liabilities are deferred compensation assets, ethanol risk management contracts, and foreign exchange derivative contracts (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 exchanged-traded futures and options contracts that the Company holds, net of the cash collateral that the Company has in its margin account. The majority of the Company’s assets and liabilities measured at fair value are based on the market approach valuation technique. With the market approach, fair value is derived using prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. The Company’s net commodity derivatives primarily consist of futures or options contracts via regulated exchanges and contracts with producers or customers under which the future settlement date and bushels (or gallons in the case of ethanol contracts) of commodities to be delivered (primarily wheat, corn, soybeans and ethanol) are fixed and under which the price may or may not be fixed. Depending on the specifics of the individual contracts, the fair value is derived from the futures or options prices 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 typically a Level 2 fair value input for purposes of the fair value disclosure requirements related to our commodity derivatives, depending on the specific commodity. Although nonperformance risk, both of the Company and the counterparty, is present in each of these commodity contracts and is a component of the estimated fair values, based on the Company’s historical experience with its producers and customers and the Company’s knowledge of their businesses, the Company does not view nonperformance risk to be a significant input to fair value for these commodity contracts. These fair value disclosures exclude physical grain inventories measured at net realizable value. The net realizable value used to measure the Company’s agricultural commodity inventories is the fair value (spot price of the commodity in an exchange), less cost of disposal and transportation based on the local market. This valuation would generally be considered Level 2. The amount is disclosed in Note 2 Inventories. Changes in the net realizable value of commodity inventories are recognized as a component of cost of sales and merchandising revenues. Provisionally priced contract liabilities are those for which the Company has taken ownership and possession of grain but the final purchase price has not been established. In the case of payables where the unpriced portion of the contract is limited to the futures price of the underlying commodity or we have delivered provisionally priced grain and a subsequent payable or receivable is set up for any futures changes in the grain price, quoted CBOT prices are used and the liability is deemed to be Level 1 in the fair value hierarchy. For all other unpriced contracts which include variable futures and basis components, the amounts recorded for delayed price contracts are determined on the basis of local grain market prices at the balance sheet date and, as such, are deemed to be Level 2 in the fair value hierarchy. The risk management contract liability allows related ethanol customers to effectively unprice the futures component of their inventory for a period of time, subjecting the bushels to market fluctuations. The Company records an asset or liability for the market value changes of the commodities over the life of the contracts based on quoted CBOT prices and as such, the balance is deemed to be Level 1 in the fair value hierarchy. The Company’s convertible preferred securities are measured at fair value using a combination of the income approach and the market approach. 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. The Company’s stake in the Iowa Northern Railway Company ("IANR") was redeemed in the first quarter of 2016. The remaining convertible preferred securities are interests in two early-stage enterprises in the form of debt securities with the possibility of conversion to equity under certain circumstances. A reconciliation of beginning and ending balances for the Company’s recurring fair value measurements using Level 3 inputs is as follows: Convertible Securities Contingent Consideration (in thousands) 2016 2015 2016 2015 Assets (Liabilities) at January 1, $ 13,550 $ 13,300 $ (350 ) $ — New agreements 2,500 750 — (350 ) Sales proceeds (13,485 ) (992 ) — — Realized Gains (Losses) included in Earnings 729 492 350 — Unrealized Gains (Losses) included in Other Comprehensive Income — — — — Fair value of impaired retail properties — — — — Assets (Liabilities) at December 31, $ 3,294 $ 13,550 $ — $ (350 ) The following tables summarize information about the Company's Level 3 fair value measurements as of December 31, 2016 and 2015 : Quantitative Information about Level 3 Fair Value Measurements (in thousands) Fair Value as of 12/31/16 Valuation Method Unobservable Input Weighted Average Convertible Notes $ 3,294 Cost Basis, Plus Interest N/A N/A Real Property $ 11,210 Third-Party Appraisal N/A N/A (in thousands) Fair Value as of 12/31/15 Valuation Method Unobservable Input Weighted Average Convertible Preferred Securities $ 12,800 Market Approach EBITDA Multiples 5.6 Income Approach Discount Rate 14.5% Convertible Notes $ 750 Cost Basis N/A N/A Fair Value of Debt Instruments Certain long-term notes payable and the Company’s debenture bonds bear fixed rates of interest and terms of up to 15 years. Based upon the Company’s credit standing and current interest rates offered by the Company on similar bonds and rates currently available to the Company for long-term borrowings with similar terms and remaining maturities, the Company estimates the fair values of its fixed rate long-term debt instruments outstanding at December 31, 2016 and 2015 , as follows: (in thousands) Carrying Amount Fair Value Fair Value Hierarchy Level 2016 Fixed rate long-term notes payable $ 308,645 $ 310,338 Level 2 Debenture bonds 36,931 37,883 Level 2 $ 345,576 $ 348,221 2015 Fixed rate long-term notes payable $ 241,111 $ 244,101 Level 2 Debenture bonds 39,375 40,087 Level 2 $ 280,486 $ 284,188 The fair value of the Company’s cash equivalents, accounts receivable and accounts payable approximate their carrying value as they are close to maturity. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
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. In January 2003, the Company became a minority investor in LTG, which focuses on grain merchandising as well as trading related to the energy and biofuels industry. The Company accounts for this investment under the equity method. The Company sells and purchases both grain and ethanol with LTG in the ordinary course of business on terms similar to sales and purchases with unrelated customers. On January 22, 2014, the Company entered into an agreement with 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 gain of $17.1 million ( $10.7 million after tax) and was recorded in Other Income. On December 4, 2015, LTG agreed to the sale of equity to New Hope Liuhe Investment (USA), Inc., a U.S. subsidiary of the Chinese company, New Hope Liuhe Co. Ltd. New Hope paid cash for a 20 percent equity interest in LTG. The impact of this transaction to the Company is a reduction in total ownership share of LTG from approximately 38.5 percent to 31.0 percent which includes dilution from newly issued shares as well as a redemption of shares that occurred on a pro rata basis between the Company and the other existing owners of LTG. The Company recognized a total gain of $23.1 million on these transactions. Cash of $8.2 million was received of which $1.3 million was a return of capital and $6.7 million was a return on capital. The remainder was a book gain on cash received in excess of basis in the shares redeemed. In 2005, the Company became an investor in The Andersons Albion Ethanol LLC (“TAAE”). TAAE is a producer of ethanol and its co-products DDG and corn oil at its 55 million gallon-per-year ethanol production facility in Albion, Michigan. The Company operates the facility under a management contract and provides corn origination, ethanol, corn oil and DDG marketing and risk management services. The Company is separately compensated for all such services except corn oil marketing. The Company also leases its Albion, Michigan grain facility to TAAE. While the Company now holds 55% of the outstanding units of TAAE, a super-majority vote is required for all major operating decisions of TAAE based on the terms of the Operating Agreement. The Company has concluded that the super-majority vote requirement gives the minority shareholders substantive participating rights and therefore consolidation for book purposes is not appropriate. The Company accounts for its investment in TAAE under the equity method of accounting. In 2006, the Company became a minority investor in The Andersons Clymers Ethanol LLC (“TACE”). TACE is also a producer of ethanol and its co-products DDG and corn oil at a 110 million gallon-per-year ethanol production facility in Clymers, Indiana. The Company operates the facility under a management contract and provides corn origination, ethanol, corn oil and DDG marketing and risk management services for which it is separately compensated. The Company also leases its Clymers, Indiana grain facility to TACE. In 2006, the Company became a minority investor in The Andersons Marathon Ethanol LLC (“TAME”). TAME is also a producer of ethanol and its co-products DDG and corn oil at a 110 million gallon-per-year ethanol production facility in Greenville, Ohio. In January 2007, the Company transferred its 50% share in TAME to The Andersons Ethanol Investment LLC (“TAEI”), a consolidated subsidiary of the Company, of which a third party owns 34% of the shares. The Company operates the facility under a management contract and provides corn origination, ethanol, corn oil and DDG marketing and risk management services for which it is separately compensated. In 2009, TAEI invested an additional $1.1 million in TAME, retaining a 50% ownership interest. The Company has marketing agreements with TAAE, TACE, and TAME ("the three unconsolidated ethanol LLCs") under which the Company purchases and markets the ethanol produced to external customers. As compensation for these marketing services, the Company earns a fee on each gallon of ethanol sold. For two of the LLCs, the Company purchases all of the ethanol produced and then sells it to external parties. For the third LLC, the Company buys only a portion of the ethanol produced. The Company acts as the principal in these ethanol sales transactions to external parties as the Company has ultimate responsibility of performance to the external parties. Substantially all of these purchases and subsequent sales are executed through forward contracts on matching terms and, outside of the fee the Company earns for each gallon sold, the Company does not recognize any gross profit on the sales transactions. For the years ended December 31, 2016, 2015 and 2014, revenues recognized for the sale of ethanol purchased from related parties were $427.8 million , $428.2 million and $584.2 million , respectively. In addition to the ethanol marketing agreements, the Company holds corn origination agreements, under which the Company originates all of the corn used in production for each unconsolidated ethanol LLC. For this service, the Company receives a unit based fee. Similar to the ethanol sales described above, the Company acts as a principal in these transactions, and accordingly, records revenues on a gross basis. For the years ended December 31, 2016, 2015 and 2014, revenues recognized for the sale of corn under these agreements were $426.8 million , $443.9 million and $480.2 million , respectively. As part of the corn origination agreements, the Company also markets the DDG produced by the entities. For this service the Company receives a unit based fee. The Company does not purchase any of the DDG from the ethanol entities; however, as part of the agreement, the Company guarantees payment by the buyer for DDG sales. At December 31, 2016 and 2015, the three unconsolidated ethanol entities had a combined receivable balance for DDG of $4.1 million and $3.9 million , respectively, of which $9.4 thousand and $63.3 thousand , respectively, was more than thirty days past due. As the Company has not experienced historical losses and the DDG receivable balances greater than thirty days past due is immaterial, the Company has concluded that the fair value of this guarantee is inconsequential. On July 31, 2013, the Company, along with Lansing Trade Group, LLC established joint ventures that acquired 100% of the stock of Thompsons Limited, including its investment in the related U.S. operating company. Each Company owns 50% of the investment. Thompsons Limited is a grain and food-grade bean handler and agronomy input provider, headquartered in Blenheim, Ontario, and operates 12 locations across Ontario and Minnesota. The Company does not hold a majority of the outstanding shares of Thompsons Limited joint ventures. All major operating decisions of these joint ventures are made by their Board of Directors and the Company does not have a majority of the board seats. Due to these factors, the Company does not have control over these joint ventures and therefore accounts for these investments under the equity method of accounting. The following table presents aggregate summarized financial information of LTG, TAAE, TACE, TAME, Thompsons Limited, and other various investments as they qualified as significant equity method investees in the aggregate. No equity investments qualified as significant for the years ended December 31, 2016, 2015 and 2014. December 31, (in thousands) 2016 2015 2014 Sales $ 6,579,413 $ 6,868,257 $ 8,152,313 Gross profit 188,350 250,847 396,774 Income from continuing operations 12,288 85,220 233,831 Net income 6,445 81,368 219,431 Current assets 898,081 1,236,171 1,482,110 Non-current assets 565,416 500,637 558,138 Current liabilities 665,387 796,816 1,153,101 Non-current liabilities 359,816 342,075 381,646 Noncontrolling interests 3,628 11,716 13,953 The following table presents the Company’s investment balance in each of its equity method investees by entity: December 31, (in thousands) 2016 2015 The Andersons Albion Ethanol LLC $ 38,972 $ 32,871 The Andersons Clymers Ethanol LLC 19,739 29,278 The Andersons Marathon Ethanol LLC 22,069 31,255 Lansing Trade Group, LLC 89,050 101,531 Thompsons Limited (a) 46,184 43,964 Other 917 3,208 Total $ 216,931 $ 242,107 (a) Thompsons Limited and related U.S. operating company held by joint ventures The following table summarizes income (losses) earned from the Company’s equity method investments by entity: % ownership at December 31, (in thousands) 2016 2015 2014 The Andersons Albion Ethanol LLC 55% $ 6,167 $ 5,636 $ 19,814 The Andersons Clymers Ethanol LLC 39% 6,486 6,866 21,840 The Andersons Marathon Ethanol LLC 50% 5,814 4,718 27,226 Lansing Trade Group, LLC 33% (a) (9,935 ) 11,880 23,266 Thompsons Limited (b) 50% 1,189 2,735 4,140 Other 5%-34% — 89 237 Total $ 9,721 $ 31,924 $ 96,523 (a) This does not consider the restricted management units which once vested will reduce the ownership percentage by approximately 0.7% . (b) Thompsons Limited and related U.S. operating company held by joint ventures Total distributions received from unconsolidated affiliates were $33.6 million for the year ended December 31, 2016. The balance at December 31, 2016 that represents the undistributed earnings of the Company's equity method investments is $72.1 million . Investment in Debt Securities The Company previously owned 100% of the cumulative convertible preferred shares of Iowa Northern Railway Company (“IANR”), which operates a short-line railroad in Iowa. In the first quarter of 2016, these shares were redeemed and the Company no longer has an ownership stake in this entity. 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: December 31, (in thousands) 2016 2015 2014 Sales revenues $ 749,746 $ 825,220 $ 1,062,377 Service fee revenues (a) 17,957 20,393 23,093 Purchases of product 463,832 465,056 604,067 Lease income (b) 5,966 6,664 6,381 Labor and benefits reimbursement (c) 12,809 11,567 11,707 Other expenses (d) 149 1,059 1,224 Accounts receivable at December 31 (e) 26,254 13,362 25,049 Accounts payable at December 31 (f) 23,961 13,784 17,687 (a) Service fee revenues include management fee, corn origination fee, 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 unconsolidated 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. (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. From time to time, the Company enters into derivative contracts with certain of its related parties, including the unconsolidated ethanol LLCs, LTG, and the Thompsons Limited joint ventures, for the purchase and sale of grain and ethanol, for similar price risk mitigation purposes and on similar terms as the purchase and sale derivative contracts it enters into with unrelated parties. The fair value of derivative contracts with related parties in a gross asset position as of December 31, 2016 and 2015 was $ 4.1 million and $ 2.3 million , respectively. The fair value of derivative contracts with related parties in a gross liability position as of December 31, 2016 and 2015 was $ 0.1 million and $ 0.3 million , respectively. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
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 base nutrient and value add fertilizers, to dealers and farmers, along with turf care and corncob-based products. The Retail business operates large retail stores, a distribution center, and a lawn and garden equipment sales and service facility. In January 2017, the Company announced that the Retail segment will be closed in the first half of 2017. Included in “Other” are the corporate level costs not attributed to an operating segment. The segment information below includes the allocation of expenses shared by one or more operating segments. Although management believes such allocations are reasonable, the operating information does not necessarily reflect how such data might appear if the segments were operated as separate businesses. 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. Year ended December 31, (in thousands) 2016 2015 2014 Revenues from external customers Grain $ 2,357,171 $ 2,483,643 $ 2,682,038 Ethanol 544,556 556,188 765,939 Plant Nutrient 725,176 848,338 802,333 Rail 163,658 170,848 148,954 Retail 134,229 139,478 140,807 Total $ 3,924,790 $ 4,198,495 $ 4,540,071 Year ended December 31, (in thousands) 2016 2015 2014 Inter-segment sales Grain $ 1,638 $ 3,573 $ 5,066 Plant Nutrient 470 682 627 Rail 1,399 1,192 466 Total $ 3,507 $ 5,447 $ 6,159 Year ended December 31, (in thousands) 2016 2015 2014 Interest expense (income) Grain $ 7,955 $ 5,778 $ 8,785 Ethanol 35 70 255 Plant Nutrient 6,448 7,243 5,278 Rail 6,461 7,006 7,247 Retail 496 356 666 Other (276 ) (381 ) (471 ) Total $ 21,119 $ 20,072 $ 21,760 Year ended December 31, (in thousands) 2016 2015 2014 Equity in earnings of affiliates Grain $ (8,746 ) $ 14,703 $ 27,643 Ethanol 18,467 17,221 68,880 Total $ 9,721 $ 31,924 $ 96,523 Year ended December 31, (in thousands) 2016 2015 2014 Other income, net Grain $ 5,472 $ 26,229 $ 21,450 Ethanol 77 377 223 Plant Nutrient 3,716 3,046 4,372 Rail 2,218 15,935 3,094 Retail 507 557 955 Other 2,785 328 1,031 Total $ 14,775 $ 46,472 $ 31,125 Year ended December 31, (in thousands) 2016 2015 2014 Income (loss) before income taxes Grain $ (15,651 ) $ (9,446 ) $ 58,136 Ethanol 24,723 28,503 92,257 Plant Nutrient 14,176 121 24,514 Rail 32,428 50,681 31,445 Retail (8,848 ) (455 ) (620 ) Other* (28,323 ) (82,713 ) (34,505 ) Non-controlling interests 2,876 1,745 12,919 Total $ 21,381 $ (11,564 ) $ 184,146 * includes pension settlement charges in 2015 Year ended December 31, (in thousands) 2016 2015 Identifiable assets Grain $ 961,114 $ 1,010,810 Ethanol 171,115 183,080 Plant Nutrient 484,455 531,753 Rail 398,446 405,702 Retail 31,257 44,135 Other 186,462 183,621 Total $ 2,232,849 $ 2,359,101 Year ended December 31, (in thousands) 2016 2015 2014 Capital expenditures Grain $ 21,428 $ 26,862 $ 20,958 Ethanol 2,301 7,223 2,256 Plant Nutrient 15,153 14,384 24,491 Rail 4,345 2,990 2,332 Retail 436 1,005 1,190 Other 34,077 20,005 8,448 Total $ 77,740 $ 72,469 $ 59,675 Year ended December 31, (in thousands) 2016 2015 2014 Acquisition of businesses, net of cash acquired and other investments Grain $ — $ — $ 40,206 Ethanol — — — Plant Nutrient — 128,549 15,489 Rail — — — Other 2,500 750 100 Total $ 2,500 $ 129,299 $ 55,795 Year ended December 31, (in thousands) 2016 2015 2014 Depreciation and amortization Grain $ 18,232 $ 19,240 $ 16,547 Ethanol 5,925 5,865 5,700 Plant Nutrient 28,663 25,179 19,624 Rail 20,082 18,450 13,262 Retail 2,452 2,510 2,668 Other 8,971 7,212 4,204 Total $ 84,325 $ 78,456 $ 62,005 Grain sales for export to foreign markets amounted to $78.3 million , $195.6 million and $251.4 million in 2016 , 2015 and 2014 , respectively - the majority of which were sales to Canadian customers. Revenues from leased railcars in Canada totaled $13.2 million , $11.0 million and $9.1 million in 2016 , 2015 and 2014 , respectively. The net book value of the leased railcars in Canada as of December 31, 2016 and 2015 was $26.8 million and $26.6 million , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation activities The Company is party to litigation, or threats thereof, both as defendant and plaintiff with some regularity, although individual cases that are material in size occur infrequently. As a defendant, the Company establishes reserves for claimed amounts that are considered probable, and capable of estimation. If those cases are resolved for lesser amounts, the excess reserves are taken into income and, conversely, if those cases are resolved for larger than the amount the Company has accrued, the Company records a charge to income. 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. Railcar leasing activities The Company's Rail Group is a lessor of transportation assets. The majority are leased to customers under operating leases that may be either net leases (in which the customer pays for all maintenance) or full service leases (where the Company provides maintenance and fleet management services). The Company also provides such services to financial intermediaries to whom it has sold assets in non-recourse lease transactions. Fleet management services generally include maintenance, escrow, tax filings and car tracking services. Many of the Company's leases provide for renewals. The Company also generally holds purchase options for assets it has sold and leased-back from a financial intermediary, and assets sold in non-recourse lease transactions. These purchase options are for stated amounts which are determined at the inception of the lease and are intended to approximate the estimated fair value of the applicable assets at the date for which such purchase options can be exercised. Lease income from operating leases (with the Company as lessor) to customers (including month-to-month and per diem leases) and rental expense for the Rail Group operating leases (with the Company as lessee) were as follows: Year ended December 31, (in thousands) 2016 2015 2014 Rental and service income - operating leases $ 95,254 $ 97,059 $ 80,715 Rental expense $ 16,723 $ 15,214 $ 13,206 Lease income recognized under per diem arrangements (described in Note 1) totaled $4.9 million , $5.0 million , and 3.4 million in 2016 , 2015 and 2014 , respectively, and is included in the amounts above. Future minimum rentals and service income for all noncancellable Rail operating leases on transportation assets are as follows: (in thousands) Future Rental and Service Income - Operating Leases Future Minimum Rental Payments Year ended December 31, 2017 $ 68,838 $ 14,544 2018 52,447 11,356 2019 34,006 6,891 2020 19,670 5,072 2021 13,923 4,473 Future years 24,336 12,853 $ 213,220 $ 55,189 The Company also arranges non-recourse lease transactions under which it sells assets to financial intermediaries and assigns the related operating lease on a non-recourse basis. The Company generally provides ongoing maintenance and management services for the financial intermediaries, and receives a fee for such services when earned. Management and service fees earned in 2016 , 2015 and 2014 were $5.7 million , $7.0 million and $8.4 million , respectively. Build-to-Suit Lease In August, 2015, the Company entered into a lease agreement with an initial term of 15 years for a build-to-suit facility to be used as the new corporate headquarters which was completed in the third quarter of 2016. We have recognized an asset and a financing obligation. As of December 31, 2016 , we have recorded a build-to-suit financing obligation of $14.0 million in other long-term liabilities and $0.9 million in other current liabilities. Other leasing activities The Company, as a lessee, leases real property, vehicles and other equipment under operating leases. Certain of these agreements contain lease renewal and purchase options. Rental expense under these agreements was $12.3 million , $10.9 million and $8.9 million in 2016 , 2015 and 2014 , respectively. Future minimum lease payments under agreements in effect at December 31, 2016 are as follows: 2017 -- $5.5 million ; 2018 -- $4.6 million ; 2019 -- $3.8 million ; 2020 -- $3.3 million ; 2021 -- $3.0 million ; and $0.3 million thereafter. In addition to the above, the Company leases its Albion, Michigan and Clymers, Indiana grain elevators under operating leases to two of its ethanol investees. The Albion, Michigan grain elevator lease expires in 2056. The initial term of the Clymers, Indiana grain elevator lease ended in 2014 and was renewed through 2022. The agreement provides for several renewals of 7.5 years each. Lease income for the years ended December 31, 2016 , 2015 and 2014 was $2.0 million , $2.0 million and $2.0 million , respectively. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information (Notes) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information Certain supplemental cash flow information, including noncash investing and financing activities for the years ended December 31, 2016, 2015 and 2014 are as follows: Year ended December 31, 2016 2015 2014 Supplemental disclosure of cash flow information Interest paid $ 21,407 $ 19,292 $ 19,944 Income taxes paid, net of refunds (10,587 ) 4,909 36,783 Noncash investing and financing activity Capital projects incurred but not yet paid 3,092 7,507 6,000 Purchase of a productive asset through seller-financing — 1,010 6,634 Shares issued for acquisition of business — 4,303 31,050 Outstanding shares to be issued for acquisition of business — — 4,470 Dividends declared not yet paid 4,493 4,338 4,059 See Footnote 17 for the fair value of assets acquired and liabilities assumed as part of business acquisitions. |
Stock Compensation Plans
Stock Compensation Plans | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Compensation Plans | Stock Compensation Plans The Company's 2014 Long-Term Incentive Compensation Plan, dated February 28, 2014 and subsequently approved by Shareholders on May 2, 2014 (the "2014 LT Plan") is authorized to issue up to 1,750,000 shares of common stock as options, share appreciation rights, restricted shares and units, performance shares and units and other stock or cash-based awards. Approximately 808,000 shares remain available for issuance at December 31, 2016. Stock-based compensation expense for all stock-based compensation awards are based on the grant-date fair value. The Company recognizes these compensation costs on a straight-line basis over the requisite service period of the award. Total compensation expense recognized in the Consolidated Statement of Income for all stock compensation programs was $7.0 million , $1.9 million and $8.6 million in 2016, 2015 and 2014, respectively. Stock Only Stock Appreciation Rights (“SOSARs”) SOSARs granted to directors and management personnel under the LT Plan beginning in 2008 have a term of five years and have three year graded vesting. SOSARs granted under the LT Plan are structured as fixed grants with the exercise price equal to the market value of the underlying stock on the date of the grant. The related expense is recognized on a straight-line basis over the service period. Beginning in 2011, the Company replaced the SOSAR equity awards with full value Restricted Stock Awards (“RSAs”). No SOSAR equity awards have been granted since 2010. No SOSAR equity awards remain outstanding as of December 31, 2016. A summary of activity related to SOSARs is included below: Year ended December 31, (in thousands) 2016 2015 2014 Total intrinsic value of SOSARs exercised $ — $ — $ 5,193 Total fair value of shares vested $ — $ — $ — As of December 31, 2016, there was no unrecognized compensation cost related to SOSARs granted under the LT Plan. Non-Qualified Stock Options ("Options") The Company granted non-qualified stock options during 2015 under the 2014 LT Plan, upon the hiring of our new Chief Executive Officer. The options have a term of seven years and have three year annual graded vesting. The fair value of the options was estimated at the date of grant under the Black-Scholes option pricing model with the following assumptions. Expected volatility was estimated based on the historical volatility of the Company's common shares over the 5.5 years prior to the grant date. The average expected life was based on the contractual term of the plan. The risk-free rate is based on the U.S. Treasury Strips available with maturity period consistent with the expected life. Forfeitures are estimated at the date of grant based on historical experience. 2015 Risk free interest rate 1.80 % Dividend yield 1.58 % Volatility factor of the expected market price of the common shares 0.35 Expected life for the options (in years) 5.50 A reconciliation of the number of Options outstanding and exercisable under the 2014 LT Plan as of December 31, 2016, and changes during the period then ended is as follows: Shares (000's) Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value (000's) Options outstanding at January 1, 2016 325 $ 35.40 Options granted — — Options exercised — — Options cancelled / forfeited — — Options outstanding at December 31, 2016 325 $ 35.40 5.84 $ 3,023 Vested and expected to vest at December 31, 2016 323 $ 35.40 5.84 $ 3,002 Options exercisable at December 31, 2016 108 $ 35.40 5.84 $ 1,008 Year ended December 31, (in thousands) 2016 Total intrinsic value of Options exercised $ — Total fair value of shares vested $ 1,123 Weighted average fair value of Options granted $ — As of December 31, 2016, there was $1.1 million unrecognized compensation cost related to Options granted under the 2014 LT Plan. That cost is expected to be recognized over the next 1.8 years. Restricted Stock Awards The LT Plans permit awards of restricted stock. These shares carry voting and dividend rights; however, sale of the shares is restricted prior to vesting. Restricted shares vest over a period of 3 years , with one-third vesting each January 1 of the following first, second, and third years. Total restricted stock expense is equal to the market value of the Company's common shares on the date of the award and is recognized over the service period on a straight line basis. In 2016, there were 177,321 shares issued to members of management and directors. A summary of the status of the Company's non-vested restricted shares as of December 31, 2016, and changes during the period then ended, is presented below: Shares (000)'s Weighted-Average Grant-Date Fair Value Non-vested restricted shares at January 1, 2016 151 $ 44.99 Granted 177 27.20 Vested (92 ) 43.61 Forfeited (13 ) 36.45 Non-vested restricted shares at December 31, 2016 223 $ 31.93 Year ended December 31, 2016 2015 2014 Total fair value of shares vested (000's) $4,038 $4,918 $1,585 Weighted average fair value of restricted shares granted $27.20 $42.32 $54.84 As of December 31, 2016, there was $2.1 million of total unrecognized compensation cost related to non-vested restricted shares granted under the LT Plans. That cost is expected to be recognized over the next 2.7 years . EPS-Based Performance Share Units (“EPS PSUs”) The LT Plans also allow for the award of EPS PSUs. Each EPS PSU gives the participant the right to receive common shares dependent on the achievement of specified performance results over a specified performance period. For EPS PSUs granted in 2014 and 2015, the performance period is 3 years . For EPS PSUs granted in 2013, the performance period is 2.25 years . At the end of the performance period, the number of shares of stock issued will be determined by adjusting the award upward or downward from a target award. Fair value of EPS PSUs issued is based on the market value of the Company's common shares on the date of the award. The related compensation expense is recognized over the performance period when achievement of the award is probable and is adjusted for changes in the number of shares expected to be issued if changes in performance are expected. In 2016, there were 129,714 PSUs issued to members of management. Currently, the Company is accounting for the awards granted in 2014, 2015 and 2016 at 0% of the maximum amount available for issuance. EPS PSUs Activity A summary of the status of the Company's EPS PSUs as of December 31, 2016, and changes during the period then ended, is presented below: Shares (000)'s Weighted-Average Grant-Date Fair Value Non-vested at January 1, 2016 311 $ 48.53 Granted 130 27.54 Vested — — Forfeited (137 ) 45.9 Non-vested at December 31, 2016 304 $ 40.76 Year ended December 31, 2016 2015 2014 Weighted average fair value of PSUs granted $27.54 $44.76 $54.84 As of December 31, 2016, there was no unrecognized compensation cost related to non-vested EPS PSUs granted under the LT Plans. TSR-Based Performance Share Units (“TSR PSUs”) Beginning in 2016, the Company began granting Total Shareholder Return-Based PSUs ("TSR PSUs"). Each PSU gives the participant the right to receive common shares dependent on total shareholder return over a 3 year period. At the end of the period, the number of shares of stock issued will be determined by adjusting the award upward or downward from a target award. Fair value of TSR PSUs was estimated at the date of grant using a Monte Carlo Simulation with the following assumptions. Expected volatility was estimated based on the historical volatility of the Company's common shares over the 2.83 year period prior to the grant date. The average expected life was based on the contractual term of the plan. The risk-free rate is based on the U.S. Treasury Strips available with maturity period consistent with the expected life. Forfeitures are estimated at the date of grant based on historical experience. In 2016, there were 129,714 TSR PSUs issued to members of management. 2016 Risk free interest rate 0.96 % Dividend yield — % Volatility factor of the expected market price of the common shares 0.37 Expected term (in years) 2.83 Correlation coefficient 0.43 TSR PSUs Activity A summary of the status of the Company's PSUs as of December 31, 2016, and changes during the period then ended, is presented below: Shares (000)'s Weighted-Average Grant-Date Fair Value Non-vested at January 1, 2016 — $ — Granted 130 26.43 Vested — — Forfeited (12 ) 26.43 Non-vested at December 31, 2016 118 $ 26.43 Year ended December 31, 2016 2015 2014 Weighted average fair value of PSUs granted $ 26.43 $— $— As of December 31, 2016, there was approximately $1.1 million unrecognized compensation cost related to non-vested TSR PSUs granted under the LT Plans. That cost is expected to be recognized over the next 2.0 years. Employee Share Purchase Plan (the “ESP Plan”) The Company's 2004 ESP Plan allows employees to purchase common shares through payroll withholdings. The Company has approximately 137,000 common shares remaining available for issuance to and purchase by employees under this plan. The ESP Plan also contains an option component. The purchase price per share under the ESP Plan is the lower of the market price at the beginning or end of the year. The Company records a liability for withholdings not yet applied towards the purchase of common stock. The fair value of the option component of the ESP Plan is estimated at the date of grant under the Black-Scholes option pricing model with the following assumptions at the grant date. Expected volatility was estimated based on the historical volatility of the Company's common shares over the past year. The average expected life was based on the contractual term of the plan. The risk-free rate is based on the U.S. Treasury issues with a one year term. Forfeitures are estimated at the date of grant based on historical experience. 2016 2015 2014 Risk free interest rate 0.61 % 0.25 % 0.13 % Dividend yield 1.96 % 1.05 % 0.74 % Volatility factor of the expected market price of the common shares 0.36 0.41 0.23 Expected life for the options (in years) 1.00 1.00 1.00 |
Business Acquisition
Business Acquisition | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Business Acquisition | Business Acquisitions The Company's acquisitions are accounted for as purchases in accordance with ASC Topic 805, Business Combinations . Tangible assets and liabilities and identifiable intangible assets were adjusted to fair values at the acquisition date with the remainder of the purchase price, if any, recorded as goodwill. Operating results of these acquisitions are included in the Company's Consolidated Financial Statements from the date of acquisition and are not significant to the Company's consolidated operating results such that pro-forma disclosures are required. 2016 Business Acquisitions no business acquisitions completed in 2016. Prior Years 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 was $129.4 million , including working capital and $0.4 million in estimated fair value of the contingent consideration arrangement. The current estimated fair value of the contingent consideration arrangement is $0 . The Company funded this transaction with long-term debt, short-term debt, and cash on hand. (in thousands) Cash $ 880 Accounts receivable 14,699 Inventory 25,094 Other assets 6,155 Intangibles 53,091 Goodwill 47,735 Property, plant, and equipment 27,478 Accounts payable (12,131 ) Other current liabilities (4,866 ) Other non-current liabilities (28,706 ) Total purchase price $ 129,429 The goodwill recognized as a result of the Kay Flo Industries, Inc. acquisition was $47.7 million and was 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 |
Sale of Assets
Sale of Assets | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Sale of Assets | Property, Plant and Equipment The components of property, plant and equipment are as follows: December 31, (in thousands) 2016 2015 Land $ 30,672 $ 29,928 Land improvements and leasehold improvements 79,631 77,191 Buildings and storage facilities 322,856 303,482 Machinery and equipment 392,418 375,028 Construction in progress 12,784 32,871 838,361 818,500 Less: accumulated depreciation 388,309 363,240 $ 450,052 $ 455,260 Depreciation expense on property, plant and equipment amounted to $48.9 million , $46.4 million and $40.5 million for the years ended 2016 , 2015 and 2014 , respectively. In December 2016, the Company recorded charges totaling $6.0 million for impairment of property, plant and equipment in the Retail segment. This does not include $0.5 million of impairment charges related to software. The Company wrote down the value of these assets to the extent their carrying amounts exceeded fair value. The Company classified the significant assumptions used to determine the fair value of the impaired assets as Level 3 inputs in the fair value hierarchy. In December 2016, the Company recorded charges totaling $2.3 million for impairment of property, plant and equipment in the Plant Nutrient segment due to the closing of a cob facility. Rail Group Assets The components of the Rail Group assets leased to others are as follows: December 31, (in thousands) 2016 2015 Rail Group assets leased to others $ 431,571 $ 434,051 Less: accumulated depreciation 104,376 95,940 $ 327,195 $ 338,111 Depreciation expense on Rail Group assets leased to others amounted to $18.6 million , $17.6 million and $14.2 million for the years ended 2016 , 2015 and 2014 , respectively. Sale of Assets On May 2, 2016 the Company sold eight grain and agronomy locations in Iowa for $54.3 million and recorded a nominal gain. The Andersons acquired these locations as part of its 2012 acquisition from Green Plains Grain Company. The Tennessee assets acquired during that same transaction will remain a part of the Company. |
Quarterly Consolidated Financia
Quarterly Consolidated Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |
Quarterly Consolidated Financial Information (Unaudited) | Quarterly Consolidated Financial Information (Unaudited) The following is a summary of the unaudited quarterly results of operations for 2016 and 2015: (in thousands, except for per common share data) Sales and merchandising revenues Gross profit Net income attributable to The Andersons, Inc. Earnings per share-basic Earnings per share-diluted Quarter ended 2016 March 31 $ 887,879 $ 67,755 $ (14,696 ) $ (0.52 ) $ (0.52 ) June 30 1,064,244 97,042 14,423 0.51 0.51 September 30 859,612 77,015 1,722 0.06 0.06 December 31 1,113,055 103,694 10,145 0.36 0.36 Year ended 2016 $ 3,924,790 $ 345,506 $ 11,594 0.41 0.41 Quarter ended 2015 March 31 $ 918,225 $ 83,313 $ 4,097 $ 0.14 $ 0.14 June 30 1,187,704 108,173 31,092 1.09 1.09 September 30 909,093 85,190 (1,227 ) (0.04 ) (0.04 ) December 31 1,183,473 99,162 (47,029 ) (1.68 ) (1.68 ) Year ended 2015 $ 4,198,495 $ 375,838 $ (13,067 ) (0.46 ) (0.46 ) Net income per share is computed independently for each of the quarters presented. As such, the summation of the quarterly amounts may not equal the total net income per share reported for the year. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On January 15, 2017, the Company announced that it is exiting the Retail business, effective in the first half of 2017, and is seeking to sell or find alternate uses for the Group's assets. The book value of assets in this segment includes $20.7 million of inventory and $10.2 million of plant, property, and equipment subsequent to asset impairments of $6.5 million in the fourth quarter of 2016. After impairment, the remaining long-lived assets carried by the segment have been written down to fair value at all locations. |
Schedule II - Consolidated Valu
Schedule II - Consolidated Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II | SCHEDULE II - CONSOLIDATED VALUATION AND QUALIFYING ACCOUNTS (in thousands) Additions Description Balance at beginning of period Charged to costs and expenses Transferred from (to) allowance for accounts / notes receivable (1) Deductions Balance at end of period Allowance for doubtful accounts receivable - Year ended December 31, 2016 $ 6,938 $ 1,191 $ — $ (423 ) $ 7,706 2015 4,644 3,302 — (1,008 ) 6,938 2014 4,993 1,183 — (1,532 ) 4,644 (1) Uncollectible accounts written off, net of recoveries and adjustments to estimates for the allowance accounts. |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Consolidation | Basis of Consolidation These 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 recurring items, considered necessary for a fair presentation of the results of operations for the periods indicated, have been made. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash and short-term investments with an initial maturity of three months or less. The carrying values of these assets approximate their fair values. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Trade accounts receivable are recorded at the invoiced amount and may bear interest if past due. The allowance for doubtful accounts is the best estimate of the amount of probable credit losses in existing accounts receivable. The allowance for doubtful accounts is reviewed quarterly. The allowance is based both on specific identification of potentially uncollectible accounts and the application of a consistent policy, based on historical experience, to estimate the allowance necessary for the remaining accounts receivable. For those customers that are thought to be at higher risk, the Company makes assumptions as to collectability based on past history and facts about the current situation. Account balances are charged off against the allowance when it becomes more certain that the receivable will not be recovered. The Company manages its exposure to counter-party credit risk through credit analysis and approvals, credit limits and monitoring procedures. |
Commodity Derivatives and Inventories | Commodity Derivatives and Inventories The Company's operating results can be 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 mitigate the price risk associated with those contracts and inventory). 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 Chicago Mercantile Exchange ("CME".) The forward purchase and sale 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 . The Company accounts for its commodity derivatives at 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, fair value is adjusted for differences in local markets and non-performance risk. 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. 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 cost of sales and merchandising revenues in the Consolidated Statements of Operations. The Company has changed its policy to align with standard industry practice and has applied this change for all periods beginning in 2015. Previously, these gains and losses were included in sales and merchandising revenues. Additional information about the fair value of the Company's commodity derivatives is presented in Notes 6 and 11 to the Consolidated Financial Statements. Grain inventories, which are agricultural commodities and may be acquired under provisionally priced contracts, are stated at their net realizable value, which approximates estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. All other inventories are stated at the lower of cost or net realizable value. Cost is determined by the average cost method. Additional information about inventories is presented in Note 2 to the Consolidated Financial Statements. |
Derivatives - Master Netting Arrangements | Derivatives - Master Netting Arrangements 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 futures, options 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 Company nets, by counterparty, its futures and over-the-counter positions against the cash collateral provided or received. The margin deposit assets and liabilities are included in short-term commodity derivative assets or liabilities, as appropriate, in the Consolidated Balance Sheets. Additional information about the Company's master netting arrangements is presented in Note 6 to the Consolidated Financial Statements. |
Derivatives - Interest Rate and Foreign Currency Contracts | Derivatives - Interest Rate and Foreign Currency Contracts The Company periodically enters into interest rate contracts to manage interest rate risk on borrowing or financing activities. The Company's long-term interest rate swap was recorded in other current liabilities and expired in 2016. Prior to expiration, it was designated as a cash flow hedge; accordingly, changes in the fair value of this instrument were recognized in other comprehensive income. The Company has other interest rate contracts recorded in other assets that are not designated as hedges. While the Company considers all of its derivative positions to be effective economic hedges of specified risks, these interest rate contracts for which hedge accounting is not applied are recorded on the Consolidated Balance Sheets in either other current assets or liabilities (if short-term in nature) or in other assets or other long-term liabilities (if non-current in nature), and changes in fair value are recognized in income as interest expense. Upon termination of a derivative instrument or a change in the hedged item, any remaining fair value recorded on the balance sheet is recorded as interest expense consistent with the cash flows associated with the underlying hedged item. Information regarding the nature and terms of the Company's interest rate derivatives is presented in Note 6 to the Consolidated Financial Statements. |
Marketing Agreement | Marketing Agreement The Company has a marketing agreement that covers certain of its grain facilities, some of which are leased from Cargill, Incorporated (“Cargill”). Under the five-year amended and restated agreement (renewed in December 2013 and ending May 2018), the Company sells grain from these facilities to Cargill at market prices. Income earned from operating the facilities (including buying, storing and selling grain and providing grain marketing services to its producer customers) over a specified threshold is shared equally with Cargill. Measurement of this threshold is made on a cumulative basis and cash is paid to Cargill on an annual basis. The Company recognizes its pro rata share of income every month and accrues for any payment owed to Cargill. The balance included in customer prepayments and deferred revenue was $5.8 million and $4.5 million as of December 31, 2016 and December 31, 2015, respectively. |
Rail Group Assets Leased to Others | Rail Group Assets Leased to Others The Company's Rail Group purchases, leases, markets and manages railcars and barges for third parties and for internal use. Rail Group assets to which the Company holds title are shown on the balance sheet in one of two categories - other current assets (for those that are available for sale) or Rail Group assets leased to others. Rail Group assets leased to others, both on short and long-term leases, are classified as long-term assets and are depreciated over their estimated useful lives. Railcars have statutory lives of either 40 or 50 years, measured from the date built. Barges have estimated lives of 30 to 40 years , measured from the date built. At the time of purchase, the remaining life is used in determining useful lives which are depreciated on a straight-line basis. Repairs and maintenance costs are charged to expense as incurred. Additional information regarding Rail Group assets leased to others is presented in Note 3 to the Consolidated Financial Statements. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment is recorded at cost. Repairs and maintenance costs are charged to expense as incurred, while betterments that extend useful lives are capitalized. Depreciation is provided over the estimated useful lives of the individual assets, by the straight-line method. Estimated useful lives are generally as follows: land improvements - 16 years; leasehold improvements - the shorter of the lease term or the estimated useful life of the improvement, ranging from 3 to 20 years; buildings and storage facilities - 10 to 40 years; and machinery and equipment - 3 to 20 years. The cost of assets retired or otherwise disposed of and the accumulated depreciation thereon are removed from the accounts, with any gain or loss realized upon sale or disposal credited or charged to operations. Additional information regarding the Company's property, plant and equipment is presented in Note 3 to the Consolidated Financial Statements. |
Deferred Debt Issue Costs | Deferred Debt Issue Costs Costs associated with the issuance of debt are deferred. These costs are amortized, as a component of interest expense, over the earlier of the stated term of the debt or the period from the issue date through the first early payoff date without penalty, or the expected payoff date if the loan does not contain a prepayment penalty. Deferred costs associated with the borrowing arrangement with a syndication of banks are amortized over the term of the agreement. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill is not amortized but is subject to annual impairment tests or more often when events or circumstances indicate that the carrying amount of goodwill may be impaired. A goodwill impairment loss is recognized to the extent the carrying amount of goodwill exceeds the implied fair value of goodwill. Additional information about the Company's goodwill and other intangible assets is presented in Note 4 to the Consolidated Financial Statements. Acquired intangible assets are recorded at cost, less accumulated amortization, if not indefinite lived. In addition, we capitalize the salaries and payroll-related costs of employees and consultants who devote time to the development of internal-use software projects. If a project constitutes an enhancement to previously-developed software, we assess whether the enhancement is significant and creates additional functionality to the software, thus qualifying the work incurred for capitalization. The amounts charged to expense for the years ended December 31, 2016, 2015 and 2014 for amortization of capitalized computer software costs were approximately $7.1 million , $6.5 million , and $3.8 million , respectively. Unamortized computer software costs in the Consolidated Balance Sheets were $47.2 million and $52.2 million as of December 31, 2016 and 2015, respectively. Once a project is complete, we estimate the useful life of the internal-use software, and we periodically assess whether the software is impaired. Changes in our estimates related to internal-use software would increase or decrease operating expenses or amortization recorded during the period. Amortization of intangible assets is provided over their estimated useful lives (generally 3 to 10 years) on the straight-line method. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets Long-lived assets, including intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount of the assets to the undiscounted future net cash flows the Company expects to generate with the assets. If such assets are considered to be impaired, the Company recognizes an impairment loss for the amount by which the carrying amount of the assets exceeds the fair value of the assets. |
Provisionally Priced Grain Contracts | Provisionally Priced Grain Contracts Accounts payable for grain includes certain amounts related to grain purchases for which, even though the Company has taken ownership and possession of the grain, the final purchase price has not been fully established. If the futures and basis components are unpriced, it is referred to as a delayed price payable. If the futures component has not been established, but the basis has been set, it is referred to as a basis payable. The unpriced portion of these payables will be exposed to changes in the fair value of the underlying commodity based on quoted prices on commodity exchanges (or basis levels). Those payables that are fully priced are not considered derivative instruments. The Company also enters into contracts with customers for risk management purposes that allow the customers to effectively unprice the futures component of their inventory for a period of time, subjecting the bushels to market fluctuations. The Company records an asset or liability for the market value changes of the commodities over the life of the contracts based on quoted Chicago Board of Trade ("CBOT") prices. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense for all stock-based compensation awards is based on the estimated grant-date fair value. The Company recognizes these compensation costs on a straight-line basis over the requisite service period of the award, adjusted for revisions to performance expectations. Additional information about the Company's stock compensation plans is presented in Note 16 to the Consolidated Financial Statements. |
Deferred Compensation Liability | Deferred Compensation Liability Included in accrued expenses are $9.7 million and $11.1 million at December 31, 2016 and 2015, respectively, of deferred compensation for certain employees who, due to Internal Revenue Service guidelines, may not take full advantage of the Company's qualified defined contribution plan. Assets funding this plan are recorded at fair value in other current assets and have been classified as trading securities with changes in the fair value recorded in earnings as a component of other income, net. Changes in the fair value of the deferred compensation liability are reflect in earnings as a component of operating, administrative, and general expenses. |
Revenue Recognition | Revenue Recognition The Company follows a policy of recognizing sales revenue at the time of delivery of the product and when all of the following have occurred: a sales agreement is in place, pricing is fixed or determinable, and collection is reasonably assured. Sales of grain and ethanol are primarily recognized at the time of shipment, which is when title and risk of loss transfers to the customer. There are certain transactions that allow for pricing to occur after title of the goods has passed to the customer. In these cases, the Company continues to report the goods in inventory until it recognizes the sales revenue once the price has been determined. Direct ship grain sales (where the Company never takes physical possession of the grain) are recognized when the grain arrives at the customer's facility. Revenues from other grain and ethanol merchandising activities are recognized as services are provided. Sales of other products are recognized at the time title and risk of loss transfers to the customer, which is generally at the time of shipment or, in the case of the retail store sales, when the customer takes possession of the goods. Revenues for all other services are recognized as the service is provided. Certain of the Company's operations provide for customer billings, deposits or prepayments for product that is stored at the Company's facilities. The sales and gross profit related to these transactions are not recognized until the product is shipped in accordance with the previously stated revenue recognition policy and these amounts are classified as a current liability titled “Customer prepayments and deferred revenue.” Rental revenues on operating leases are recognized on a straight-line basis over the term of the lease. Sales to financial intermediaries of owned railcars or other assets which are subject to an operating lease (with the Company being the lessor in such operating leases prior to the sale, referred to as a “non-recourse transaction”) are recognized as revenue on the date of sale if the Company does not maintain substantial risk of ownership in the sold assets. Revenue related to railcar or other asset servicing and maintenance contracts is recognized over the term of the lease or service contract. Sales returns and allowances are provided for at the time sales are recorded based on historical experience. Shipping and handling charges are included in cost of sales. Sales taxes and motor fuel taxes on ethanol sales are presented on a net basis and are excluded from revenues. |
Rail Lease Accounting | Rail Lease Accounting In addition to the sale of Rail Group assets that the Company makes to financial intermediaries on a non-recourse basis and records as revenue as discussed above, the Company also acts as the lessor and / or the lessee in various leasing arrangements as described below. The Company's Rail Group leases assets to customers, manages assets for third parties and leases assets for internal use. The Company acts as the lessor in various operating leases of assets that are owned by the Company, or leased by the Company from financial intermediaries and, in turn, leased by the Company to end-users of the assets. The leases from financial intermediaries are generally structured as sale-leaseback transactions, with the leaseback by the Company being treated as an operating lease. Certain of the Company's leases include monthly lease fees that are contingent upon some measure of usage (“per diem” leases). This monthly usage is tracked, billed and collected by third-party service providers and funds are generally remitted to the Company along with usage data three months after they are earned. The Company records lease revenue for these per diem arrangements based on recent historical usage patterns and records a true-up adjustment when the actual data is received. Such true-up adjustments were not significant for any period presented. The Company expenses operating lease payments on a straight-line basis over the lease term. Additional information about leasing activities is presented in Note 14 to the Consolidated Financial Statements. |
Income Taxes | Income Taxes Income tax expense for each period includes current tax expense plus deferred expense, which is related to the change in deferred income tax assets and liabilities. Deferred income taxes are provided for temporary differences between the financial reporting basis and the tax basis of assets and liabilities and are measured using enacted tax rates and laws governing periods in which the differences are expected to reverse. The Company evaluates the realizability of deferred tax assets and provides a valuation allowance for amounts that management does not believe are more likely than not to be recoverable, as applicable. The annual effective tax rate is determined by income tax expense, described above, from continuing operations, described above, as a percentage of pretax book income. Differences in the effective tax rate and the statutory tax rate may be due to permanent items, tax credits, foreign tax rates and state tax rates in jurisdictions in which the Company operates, or changes in valuation allowances. The Company records reserves for uncertain tax positions when, despite the belief that tax return positions are fully supportable, it is anticipated that certain tax return positions are likely to be challenged and that the Company may not prevail. These reserves are adjusted in light of changing facts and circumstances, such as the progress of a tax audit or the lapse of statutes of limitations. |
Employee Benefit Plans | Employee Benefit Plans The Company provides full-time employees hired before January 1, 2003 with postretirement health care benefits. In order to measure the expense and funded status of these employee benefit plans, management makes several estimates and assumptions, including employee turnover rates, anticipated mortality rates and anticipated future healthcare cost trends. These estimates and assumptions are based on the Company's historical experience combined with management's knowledge and understanding of current facts and circumstances. The selection of the discount rate is based on an index given projected plan payouts. Additional information about the Company's employee benefit plans is presented in Note 7 to the Consolidated Financial Statements. |
Advertising | Advertising Advertising costs are expensed as incurred. |
New Accounting Standards | New Accounting Standards Revenue Recognition In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue From Contracts With Customers. The FASB issued subsequent amendments to the initial guidance in August 2015, March 2016, April 2016, May 2016, and December 2016 within ASU 2015-14, ASU 2016-08, ASU 2016-10 ASU 2016-12, and ASU 2016-20 respectively. 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. These standards are effective for annual and interim periods beginning after December 15, 2017 and early adoption is permitted. The Company plans on using the modified retrospective method of adoption and does not plan to early adopt. We do not expect a material impact to the timing or amount of our revenues on the majority of our revenue streams at this point, however the most significant identified changes to date include: - Taking unamortized gains on certain rail transactions directly to retained earnings on adoption which would have been reflected in periodic earnings under current GAAP. - Bringing the assets underlying certain recourse financing transactions onto our balance sheet. - Certain nonrefundable fees may need to be recognized over time instead of at a point in time. Leasing In February 2016, the FASB issued ASU No. 2016‑02, Leases (Topic 842). ASU 2016‑02 supersedes the current accounting for leases. The new standard, while retaining two distinct types of leases, finance and operating, (i) requires lessees to record a right of use asset and a related liability for the rights and obligations associated with a lease, regardless of lease classification, and recognize lease expense in a manner similar to current accounting, (ii) eliminates current real estate specific lease provisions, (iii) modifies the lease classification criteria and (iv) aligns many of the underlying lessor model principles with those in the new revenue standard. ASU 2016‑02 is effective for fiscal years beginning after December 15, 2018, and interim periods within. Early adoption is permitted, however we do not plan to early adopt. Entities are required to use a modified retrospective approach when transitioning to ASU 2016‑02 for leases that exist as of or are entered into after the beginning of the earliest comparative period presented in the financial statements. The Company expects this standard to have the effect of bringing substantially all of the off balance-sheet rail assets currently in nonrecourse financing deals noted in Item 7 of Form 10-K onto our balance sheet along with a corresponding liability for the associated obligations. Additionally, we have other arrangements currently classified as operating leases which will be recorded as a right of use asset and corresponding liability on the balance sheet. The magnitude of these items is substantially less than the rail assets noted above. We expect any impact to our statement of operations to be minimal post adoption. Other applicable standards In August 2016, the FASB issued Accounting Standards Update No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This standard clarifies how companies present and classify certain cash receipts and payments in the statement of cash flows. The standard is effective for annual and interim periods beginning after December 15, 2017. The Company is currently evaluating when to adopt this standard but has not done so in the current period. At the time of future adoption, the Company will make the election to continue classifying distributions from equity method investments using the cumulative earnings approach which is consistent with current practice. In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments. This update changes the accounting for credit losses on loans and held-to-maturity debt securities and requires a current expected credit loss (CECL) approach to determine the allowance for credit losses. This includes allowances for trade receivables. We have not historically had significant credit losses and do not currently anticipate circumstances that would lead to a CECL approach differing from our existing allowance estimates in a material way. The guidance is effective for fiscal years beginning after December 15, 2019 with a cumulative-effect adjustment to retained earnings as of the beginning of the year of adoption. Early adoption is permitted, however we do not plan to do so. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Improvements to Employee Share-Based Payment Accounting. This standard simplifies the accounting treatment for excess tax benefits and deficiencies, forfeitures, and cash flow considerations related to share-based compensation. The standard is effective for annual and interim periods beginning after December 15, 2016. The Company does not expect this standard to have a material impact on its Consolidated Financial Statements and disclosures. In January, 2016, the FASB issued Accounting Standards Update No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities. This standard provides guidance for the recognition, measurement, presentation, and disclosure of financial instruments. This guidance is effective for annual and interim periods beginning after December 15, 2017, and early adoption is not permitted. The Company does not expect the impact from adoption of this standard to be material to currently held financial assets and liabilities. 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 and will not have an impact on the Company's Consolidated Financial Statements and disclosures |
Fair Value Measurements | Fair Value Measurements Generally accepted accounting principles define fair value as an exit price and also establish a framework for measuring fair value. An exit price represents the amount that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering such assumptions, a three-tier fair value hierarchy is used, which prioritizes the inputs used in measuring fair value as follows: • Level 1 inputs: Quoted prices (unadjusted) for identical assets or liabilities in active markets; • Level 2 inputs: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly; and • Level 3 inputs: Unobservable inputs (e.g., a reporting entity's own data). In many cases, a valuation technique used to measure fair value includes inputs from multiple levels of the fair value hierarchy. The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory, Net [Abstract] | |
Classes of inventories | Major classes of inventories are as follows: December 31, (in thousands) 2016 2015 Grain $ 495,139 $ 534,548 Ethanol and by-products 10,887 8,576 Plant nutrients and cob products 150,259 172,815 Retail merchandise 20,678 24,510 Railcar repair parts 5,784 6,894 Other — 56 $ 682,747 $ 747,399 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Components of property, plant and equipment | The components of property, plant and equipment are as follows: December 31, (in thousands) 2016 2015 Land $ 30,672 $ 29,928 Land improvements and leasehold improvements 79,631 77,191 Buildings and storage facilities 322,856 303,482 Machinery and equipment 392,418 375,028 Construction in progress 12,784 32,871 838,361 818,500 Less: accumulated depreciation 388,309 363,240 $ 450,052 $ 455,260 |
Components of Railcar assets leased to others | The components of the Rail Group assets leased to others are as follows: December 31, (in thousands) 2016 2015 Rail Group assets leased to others $ 431,571 $ 434,051 Less: accumulated depreciation 104,376 95,940 $ 327,195 $ 338,111 |
Goodwill and Other Intangible34
Goodwill and Other Intangible Assets (Table) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in carrying amount of goodwill | The changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2016 , 2015 and 2014 are as follows: (in thousands) Grain Plant Nutrient Rail Total Balance as of January 1, 2014 $ 38,165 $ 16,222 $ 4,167 $ 58,554 Acquisitions 8,257 5,554 — 13,811 Balance as of December 31, 2014 46,422 21,776 4,167 72,365 Acquisitions — 47,735 — 47,735 Impairments (46,422 ) (9,744 ) — (56,166 ) Balance as of December 31, 2015 — 59,767 4,167 63,934 Acquisitions — — — — Balances of December 31, 2016 $ — $ 59,767 $ 4,167 $ 63,934 |
Intangible assets included in other assets | The Company's other intangible assets are as follows: (in thousands) Original Cost Accumulated Amortization Net Book Value December 31, 2016 Intangible asset class Customer list $ 41,477 $ 14,958 $ 26,519 Non-compete agreement 4,594 3,064 1,530 Supply agreement 9,806 4,827 4,979 Technology 15,500 4,243 11,257 Trademarks and patents 18,717 4,335 14,382 Lease intangible 5,514 4,969 545 Software 71,362 24,592 46,770 Other 1,953 1,835 118 $ 168,923 $ 62,823 $ 106,100 December 31, 2015 Intangible asset class Customer list $ 42,561 $ 12,130 $ 30,431 Non-compete agreement 4,594 2,517 2,077 Supply agreement 9,806 3,955 5,851 Technology 15,500 2,483 13,017 Trademarks and patents 18,717 2,273 16,444 Lease intangible 5,479 4,586 893 Software 70,846 19,508 51,338 Other 1,953 1,764 189 $ 169,456 $ 49,216 $ 120,240 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Instrument [Line Items] | |
Long-term debt | The Company’s short-term and long-term debt at December 31, 2016 and 2015 consisted of the following: December 31, (in thousands) 2016 2015 Short-term debt - non-recourse $ — $ — Short-term debt - recourse 29,000 16,990 Total short-term debt $ 29,000 $ 16,990 Current maturities of long-term debt – non-recourse $ — $ — Current maturities of long-term debt – recourse 47,545 27,786 Total current maturities of long-term debt $ 47,545 $ 27,786 Long-term debt, less current maturities – non-recourse $ — $ — Long-term debt, less current maturities – recourse 397,065 436,208 Total long-term debt, less current maturities $ 397,065 $ 436,208 |
Schedule of Short-term Debt | The following information relates to short-term borrowings: December 31, (in thousands, except percentages) 2016 2015 2014 Maximum amount borrowed $ 412,000 $ 308,500 $ 270,600 Weighted average interest rate 1.94 % 1.64 % 1.69 % |
Recourse | |
Debt Instrument [Line Items] | |
Long-term debt | Long-term debt consists of the following: December 31, (in thousands, except percentages) 2016 2015 Note payable, 4.07%, payable at maturity, due 2021 $ 26,000 $ — Note payable, 3.72%, payable at maturity, due 2017 25,000 25,000 Note payable, 4.55%, payable at maturity, due 2023 24,000 — Note payable, 4.85%, payable at maturity, due 2026 25,000 — Note payable, 6.78%, payable at maturity, due 2018 41,500 41,500 Note payable, 4.92%, payable in increasing amounts ($2.2 million for 2016), plus interest, due 2021 (a) 20,443 22,666 Note payable, 4.76%, payable in increasing amounts ($2.0 million for 2016) plus interest, due 2028 (a) 47,990 49,949 Note payable, variable rate (3.12% at December 31, 2016), payable in increasing amounts ($1.3 million for 2016) plus interest, due 2023 (a) 19,179 20,513 Note payable, 3.29%, payable in increasing amounts ($1.3 million for 2016) plus interest, due 2022 (a) 21,619 22,913 Note payable, 4.23%, payable quarterly in varying amounts ($0.6 million for 2016) plus interest, due 2021 (a) 11,136 11,770 Notes payable, variable rate, due 2016 — 5,043 Note payable, variable rate (2.21% at December 31, 2016), payable in increasing amounts ($1.1 million for 2016) plus interest, due 2023 (a) 8,790 9,865 Note payable, variable rate, due 2016 (a) — 7,350 Note payable, variable rate (2.45% at December 31, 2016), payable in varying amounts ($0.1 million for 2016), plus interest, due 2026 (a) 9,016 — Note payable, 4.76%, payable quarterly in varying amounts ($0.4 million for 2016) plus interest, due 2028 (a) 8,956 9,313 Note payable, 2.21%, payable at maturity ($75.0 million for 2016) plus interest, due 2019 30,000 105,000 Note payable, 3.33%, payable in increasing amounts ($1.0 million for 2016) plus interest, due 2025 (a) 27,000 28,000 Note payable, 4.5%, payable at maturity, due 2030 16,000 16,000 Note payable, 5.0%, payable at maturity, due 2040 14,000 14,000 Industrial development revenue bonds: Variable rate (3.05% at December 31, 2016), payable at maturity, due 2017 (a) 6,513 6,987 Variable rate (2.36% at December 31, 2016), payable at maturity, due 2019 (a) 4,650 4,650 Variable rate (2.31% at December 31, 2016), payable at maturity, due 2025 (a) 3,100 3,100 Variable rate (2.28% at December 31, 2016), payable at maturity, due 2036 21,000 21,000 Debenture bonds, 2.65% to 5.00%, due 2017 through 2031 36,931 39,375 $ 447,823 $ 463,994 Less: current maturities 47,545 27,786 Less: unamortized prepaid debt issuance costs 3,213 — $ 397,065 $ 436,208 (a) Debt is collateralized by first mortgages on certain facilities and related equipment or other assets with a book value of $179.3 million |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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 following table presents at December 31, 2016 and 2015 , 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 Consolidated Balance Sheets: December 31, 2016 December 31, 2015 (in thousands) Net Derivative Asset Position Net Derivative Liability Position Net Derivative Asset Position Net Derivative Liability Position Collateral paid $ 28,273 $ — $ 3,008 $ — Fair value of derivatives 1,599 — 25,356 — Balance at end of period $ 29,872 $ — $ 28,364 $ — |
Fair value of the Company's commodity derivatives in the balance sheet | The following table presents, on a gross basis, current and noncurrent commodity derivative assets and liabilities: December 31, 2016 (in thousands) Commodity Derivative Assets - Current Commodity Derivative Assets - Noncurrent Commodity Derivative Liabilities - Current Commodity Derivative Liabilities - Noncurrent Total Commodity derivative assets $ 36,146 $ 140 $ 1,447 $ 6 $ 37,739 Commodity derivative liabilities (18,972 ) (40 ) (24,614 ) (345 ) (43,971 ) Cash collateral 28,273 — — — 28,273 Balance sheet line item totals $ 45,447 $ 100 $ (23,167 ) $ (339 ) $ 22,041 December 31, 2015 (in thousands) Commodity Derivative Assets - Current Commodity Derivative Assets - Noncurrent Commodity Derivative Liabilities - Current Commodity Derivative Liabilities - Noncurrent Total Commodity derivative assets $ 51,647 $ 412 $ 371 $ 2 $ 52,432 Commodity derivative liabilities (4,829 ) — (37,758 ) (1,065 ) (43,652 ) Cash collateral 3,008 — — — 3,008 Balance sheet line item totals $ 49,826 $ 412 $ (37,387 ) $ (1,063 ) $ 11,788 |
Company's Consolidated Statement of Income gains and location of line items | The gains (losses) included in the Company’s Consolidated Statements of Operations and the line items in which they are located are as follows: Year Ended (in thousands) 2016 2015 2014 Gains on commodity derivatives included in sales and merchandising revenues $ — — 67,579 Gains (Losses) on commodity derivatives included in cost of sales and merchandising revenues $ (15,012 ) 62,541 — |
Amounts of quantities outstanding included in commodity derivative contracts | The Company had the following volume of commodity derivative contracts outstanding (on a gross basis) as of December 31, 2016 and 2015 : December 31, 2016 Commodity (in thousands) Number of Bushels Number of Gallons Number of Pounds Number of Tons Non-exchange traded: Corn 175,549 — — — Soybeans 20,592 — — — Wheat 7,177 — — — Oats 36,025 — — — Ethanol — 215,081 — — Corn oil — — 9,358 — Other 108 1,144 — 110 Subtotal 239,451 216,225 9,358 110 Exchange traded: Corn 63,225 — — — Soybeans 39,005 — — — Wheat 45,360 — — — Oats 4,120 — — — Ethanol — 78,120 — — Other — — — — Subtotal 151,710 78,120 — — Total 391,161 294,345 9,358 110 December 31, 2015 Commodity (in thousands) Number of Bushels Number of Gallons Number of Pounds Number of Tons Non-exchange traded: Corn 227,248 — — — Soybeans 13,357 — — — Wheat 13,710 — — — Oats 15,019 — — — Ethanol — 138,660 — — Corn oil — — 11,532 — Other 297 — — 116 Subtotal 269,631 138,660 11,532 116 Exchange traded: Corn 106,260 — — — Soybeans 17,255 — — — Wheat 28,135 — — — Oats 3,480 — — — Ethanol — 840 — — Other — 840 — — Subtotal 155,130 1,680 — — Total 424,761 140,340 11,532 116 |
Open interest rate contracts | The following table presents the open interest rate contracts at December 31, 2016 : Interest Rate Hedging Instrument Year Entered Year of Maturity Initial Notional Amount (in millions) Hedged Item Interest Rate Long-term Swap 2012 2023 $ 23.0 Interest rate component of debt - not accounted for as a hedge 1.9% Collar 2013 2021 $ 40.0 Interest rate component of debt - not accounted for as a hedge 2.9% to 4.8% |
Fair value of the Company's interest rate derivatives | At December 31, 2016 and 2015, the Company had recorded the following amounts for the fair value of the Company's interest rate derivatives: December 31, (in thousands) 2016 2015 Derivatives not designated as hedging instruments Interest rate contracts included in other long term liabilities $ (2,530 ) $ (3,133 ) Total fair value of interest rate derivatives not designated as hedging instruments $ (2,530 ) $ (3,133 ) Derivatives designated as hedging instruments Interest rate contract included in other short term liabilities $ — $ (191 ) Total fair value of interest rate derivatives designated as hedging instruments $ — $ (191 ) The losses included in the Company's Consolidated Statements of Operations and the line item in which they are located for interest rate derivatives not designated as hedging instruments are as follows: Year ended December 31, (in thousands) 2016 2015 Interest expense $ 603 $ (1,065 ) The Company also has foreign currency derivatives which are considered effective economic hedges of specified economic risks but which are not designated as accounting hedges. At December 31, 2016 and 2015 , the Company had recorded the following amounts for the fair value of the Company's foreign currency derivatives: December 31, December 31, (in thousands) 2016 2015 Derivatives not designated as hedging instruments Foreign currency contracts included in short term assets $ (112 ) $ — Total fair value of foreign currency contract derivatives not designated as hedging instruments $ (112 ) $ — The gains and losses included in the Company's Consolidated Statements of Operations and the line item in which they are located for foreign currency contract derivatives not designated as hedging instruments are as follows: Year ended December 31, (in thousands) 2016 2015 Foreign currency derivative gains (losses) included in Other income, net $ (112 ) $ — |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Obligation and funded status of the pension and postretirement benefit plans | Following are the details of the obligation and funded status of the pension and postretirement benefit plans: (in thousands) Pension Benefits Postretirement Benefits Change in benefit obligation 2016 2015 2016 2015 Benefit obligation at beginning of year $ 8,677 $ 133,984 $ 39,152 $ 42,300 Service cost — 236 760 900 Interest cost 194 182 1,549 1,584 Actuarial (gains) losses (421 ) (6,299 ) (10,823 ) (4,762 ) Participant contributions — — 653 535 Retiree drug subsidy received — — 5 138 Benefits paid (1,338 ) (119,426 ) (1,539 ) (1,543 ) Benefit obligation at end of year $ 7,112 $ 8,677 $ 29,757 $ 39,152 (in thousands) Pension Benefits Postretirement Benefits Change in plan assets 2016 2015 2016 2015 Fair value of plan assets at beginning of year $ 285 $ 116,041 $ — $ — Actual gains on plan assets — 517 — — Company contributions 1,053 3,153 886 1,008 Participant contributions — — 653 535 Benefits paid (1,338 ) (119,426 ) (1,539 ) (1,543 ) Fair value of plan assets at end of year $ — $ 285 $ — $ — Under funded status of plans at end of year $ (7,112 ) $ (8,392 ) $ (29,757 ) $ (39,152 ) |
Amounts recognized in the Consolidated Balance Sheets | Amounts recognized in the Consolidated Balance Sheets at December 31, 2016 and 2015 consist of: Pension Benefits Postretirement Benefits (in thousands) 2016 2015 2016 2015 Accrued expenses $ (1,295 ) $ (1,051 ) $ (1,148 ) $ (1,247 ) Employee benefit plan obligations (5,817 ) (7,341 ) (28,609 ) (37,905 ) Net amount recognized $ (7,112 ) $ (8,392 ) $ (29,757 ) $ (39,152 ) |
Pre-tax amounts recognized in accumulated other comprehensive loss | Following are the details of the pre-tax amounts recognized in accumulated other comprehensive loss at December 31, 2016: Pension Benefits Postretirement Benefits (in thousands) Unamortized Actuarial Net Losses Unamortized Prior Service Costs Unamortized Actuarial Net Losses Unamortized Prior Service Costs Balance at beginning of year $ 4,811 $ — $ 11,988 $ (355 ) Amounts arising during the period (421 ) — (10,823 ) — Amounts recognized as a component of net periodic benefit cost (146 ) — (768 ) 355 Balance at end of year $ 4,244 $ — $ 397 $ — |
Amounts in accumulated other comprehensive loss expected to be recognized as components of net periodic benefit cost | The amounts in accumulated other comprehensive loss that are expected to be recognized as components of net periodic benefit cost during the next fiscal year, excluding the impact of the pension termination, are as follows: (in thousands) Pension Postretirement Total Prior service cost $ — $ (355 ) $ (355 ) Net actuarial loss 146 768 914 |
Amounts applicable to the Company's defined benefit plans with accumulated benefit obligations in excess of plan assets | Amounts applicable to the Company's defined benefit plans with accumulated benefit obligations in excess of plan assets are as follows: December 31, (in thousands) 2016 2015 Projected benefit obligation $ 7,112 $ 8,392 Accumulated benefit obligation $ 7,112 $ 8,392 |
Defined benefit plan estimated future benefit payments | The combined benefits expected to be paid for all Company defined benefit plans over the next ten years (in thousands) are as follows: Year Expected Pension Benefit Payout Expected Postretirement Benefit Payout Medicare Part D Subsidy 2017 $ 1,295 $ 987 $ (161 ) 2018 1,368 1,006 (177 ) 2019 1,405 1,020 (194 ) 2020 1,289 1,039 (213 ) 2021 1,180 1,057 (232 ) 2022-2026 1,101 6,203 (1,134 ) |
Components of the net periodic benefit cost | Following are components of the net periodic benefit cost for each year: Pension Benefits Postretirement Benefits December 31, December 31, (in thousands) 2016 2015 2014 2016 2015 2014 Service cost $ — $ 236 $ 180 $ 760 $ 900 $ 687 Interest cost 194 182 4,774 1,549 1,584 1,511 Expected return on plan assets — — (7,615 ) (355 ) (543 ) (543 ) Recognized net actuarial loss 146 1,516 934 768 1,517 812 Benefit cost (income) $ 340 $ 1,934 $ (1,727 ) $ 2,722 $ 3,458 $ 2,467 |
Schedule of assumptions used | Following are weighted average assumptions of pension and postretirement benefits for each year: Pension Benefits Postretirement Benefits 2016 2015 2014 2016 2015 2014 Used to Determine Benefit Obligations at Measurement Date Discount rate (a) N/A N/A 0.65 % 4.0 % 4.2 % 3.9 % Used to Determine Net Periodic Benefit Cost for Years ended December 31 Discount rate (b) N/A 0.65 % 4.7 % 4.2 % 3.9 % 4.8 % Expected long-term return on plan assets N/A N/A 7 % — — — Rate of compensation increases N/A N/A N/A — — — (a) In 2014, the calculated discount rate for the unfunded pension plan was different than the defined benefit pension plan. The calculated rate for the unfunded employee retirement plan was 2.40% , 2.60% and 2.40% in 2016, 2015 and 2014, respectively. Since it was terminated in 2015, the defined benefit pension plan did not have a discount rate in 2015 or 2016. (b) In 2015 and 2014, the calculated discount rate for the unfunded pension plan was different than the defined benefit pension plan. The calculated rate for the unfunded employee retirement plan was 2.60% , 2.40% and 2.90% in 2016, 2015 and 2014, respectively. Since it was terminated in 2015, the defined benefit pension plan did not have a discount rate in 2015 or 2016. |
Assumed health care cost trend rates at beginning of year | Assumed Health Care Cost Trend Rates at Beginning of Year 2016 2015 Health care cost trend rate assumed for next year 5.0 % 5.5 % Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) 5.0 % 5.0 % Year that the rate reaches the ultimate trend rate 2017 2017 |
Assumed health care cost trend rate has an effect on the amounts reported for postretirement benefits | The assumed health care cost trend rate has an effect on the amounts reported for postretirement benefits. A one -percentage-point change in the assumed health care cost trend rate would have the following effects: One-Percentage-Point Increase Decrease Effect on total service and interest cost components in 2016 $ (3,803 ) $ 3,182 Effect on postretirement benefit obligation as of December 31, 2016 (130,198 ) 113,429 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Components of income tax provision | Income tax provision (benefit) applicable to continuing operations consists of the following: Year ended December 31, (in thousands) 2016 2015 2014 Current: Federal $ (702 ) $ (3,237 ) $ 32,600 State and local 199 (762 ) 5,677 Foreign 1,385 1,224 1,409 $ 882 $ (2,775 ) $ 39,686 Deferred: Federal $ 3,523 $ 1,756 $ 19,741 State and local 1,696 519 1,830 Foreign 810 258 244 $ 6,029 $ 2,533 $ 21,815 Total: Federal $ 2,821 $ (1,481 ) $ 52,341 State and local 1,895 (243 ) 7,507 Foreign 2,195 1,482 1,653 $ 6,911 $ (242 ) $ 61,501 |
Components of income before income taxes | Income (loss) before income taxes from continuing operations consists of the following: Year ended December 31, (in thousands) 2016 2015 2014 U.S. $ 11,526 $ (18,867 ) $ 174,262 Foreign 9,855 7,303 9,884 $ 21,381 $ (11,564 ) $ 184,146 |
Effective tax rate reconciliation | A reconciliation from the statutory U.S. federal tax rate to the effective tax rate follows: Year ended December 31, 2016 2015 2014 Statutory U.S. federal tax rate 35.0 % 35.0 % 35.0 % Increase (decrease) in rate resulting from: Effect of noncontrolling interest (4.7 ) 5.3 (2.5 ) State and local income taxes, net of related federal taxes 5.8 1.4 2.7 Income taxes on foreign earnings (1.3 ) 9.4 (0.4 ) Change in pre-acquisition tax liability and other costs — 3.5 — Tax associated with accrued and unpaid dividends 3.2 (13.6 ) — Goodwill impairment — (35.6 ) — Nondeductible compensation 2.0 (5.0 ) 0.2 Federal income tax credits (7.3 ) — — Other, net (0.4 ) 1.7 (1.6 ) Effective tax rate 32.3 % 2.1 % 33.4 % |
Deferred tax liabilities and assets | Significant components of the Company's deferred tax liabilities and assets are as follows: December 31, (in thousands) 2016 2015 Deferred tax liabilities: Property, plant and equipment and Rail Group assets leased to others $ (179,250 ) $ (170,588 ) Equity method investments (45,244 ) (45,673 ) Other (22,286 ) (22,261 ) (246,780 ) (238,522 ) Deferred tax assets: Employee benefits 25,403 27,160 Accounts and notes receivable 2,964 2,611 Inventory 9,979 11,918 Federal income tax credits 7,150 — Net operating loss carryforwards 3,322 4,542 Other 16,224 13,583 Total deferred tax assets 65,042 59,814 Valuation allowance (310 ) (593 ) 64,732 59,221 Net deferred tax liabilities $ (182,048 ) $ (179,301 ) |
Unrecognized tax benefits excluding interest and penalties | A reconciliation of the January 1, 2014 to December 31, 2016 amount of unrecognized tax benefits is as follows: (in thousands) Balance at January 1, 2014 $ 1,110 Additions based on tax positions related to the current year 125 Additions based on tax positions related to prior years 384 Reductions as a result of a lapse in statute of limitations (132 ) Balance at December 31, 2014 1,487 Additions based on tax positions related to the current year 55 Additions based on tax positions related to prior years 691 Reductions based on tax positions related to prior years (518 ) Reductions as a result of a lapse in statute of limitations (284 ) Balance at December 31, 2015 1,431 Additions based on tax positions related to the current year 113 Additions based on tax positions related to prior years — Reductions based on tax positions related to prior years (40 ) Reductions as a result of a lapse in statute of limitations (52 ) Balance at December 31, 2016 $ 1,452 |
Accumulated Other Comprehensi39
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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 years ended December 31, 2016 , 2015 , and 2014 : Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the Year Ended December 31, 2016 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (111 ) $ (12,041 ) $ 126 $ (8,913 ) $ (20,939 ) Other comprehensive income before reclassifications 111 1,039 — 7,668 8,818 Amounts reclassified from accumulated other comprehensive loss — — (126 ) (221 ) (347 ) Net current-period other comprehensive income 111 1,039 (126 ) 7,447 8,471 Ending balance $ — $ (11,002 ) $ — $ (1,466 ) $ (12,468 ) Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the Year Ended December 31, 2015 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (364 ) $ (4,709 ) $ 126 $ (49,648 ) $ (54,595 ) Other comprehensive income before reclassifications 253 (7,332 ) — (24,746 ) $ (31,825 ) Amounts reclassified from accumulated other comprehensive loss — — 65,481 $ 65,481 Net current-period other comprehensive income 253 (7,332 ) — 40,735 33,656 Ending balance $ (111 ) $ (12,041 ) $ 126 $ (8,913 ) $ (20,939 ) Changes in Accumulated Other Comprehensive Income (Loss) by Component (a) For the Year Ended December 31, 2014 (in thousands) Losses on Cash Flow Hedges Foreign Currency Translation Adjustments Investment in Debt Securities Defined Benefit Plan Items Total Beginning Balance $ (637 ) $ — $ 7,861 $ (28,405 ) $ (21,181 ) Other comprehensive income before reclassifications 273 (4,709 ) (7,735 ) (20,904 ) $ (33,075 ) Amounts reclassified from accumulated other comprehensive loss — — — (339 ) $ (339 ) Net current-period other comprehensive income 273 (4,709 ) (7,735 ) (21,243 ) (33,414 ) Ending balance $ (364 ) $ (4,709 ) $ 126 $ (49,648 ) $ (54,595 ) (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 income to net income for the years ended December 31, 2016 , 2015 , and 2014 : Reclassifications Out of Accumulated Other Comprehensive Income (a) (in thousands) For the Year Ended December 31, 2016 Details about Accumulated Other Comprehensive Income Components Amount Reclassified from Accumulated Other Comprehensive Income Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (354 ) (b) (354 ) Total before tax 133 Tax expense $ (221 ) Net of tax Other Items Recognition of gain on sale of investment $ (200 ) (b) (200 ) Total before tax 74 Tax expense $ (126 ) Net of tax Total reclassifications for the period $ (347 ) Net of tax Reclassifications Out of Accumulated Other Comprehensive Income (a) (in thousands) For the Year Ended December 31, 2015 Details about Accumulated Other Comprehensive Income Components Amount Reclassified from Accumulated Other Comprehensive Income Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (543 ) (b) (543 ) Total before tax 204 Tax expense $ (339 ) Net of tax Settlement of defined benefit pension plan (64,939 ) (64,939 ) Total before tax 24,746 Tax expense (40,193 ) Net of tax Total reclassifications for the period $ (40,532 ) Net of tax Reclassifications Out of Accumulated Other Comprehensive Income (a) (in thousands) For the Year Ended December 31, 2014 Details about Accumulated Other Comprehensive Income Components Amount Reclassified from Accumulated Other Comprehensive Income Affected Line Item in the Statement Where Net Income Is Presented Defined Benefit Plan Items Amortization of prior-service cost $ (543 ) (b) (543 ) Total before tax 204 Tax expense $ (339 ) Net of tax Total reclassifications for the period $ (339 ) Net of tax (a) Amounts in parentheses indicate debits to profit/loss (b) This accumulated other comprehensive income component is included in the computation of net periodic benefit cost (see Note 7. Employee Benefit Plans footnote for additional details) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per share | The computation of basic and diluted earnings per share is as follows: (in thousands except per common share data) Year ended December 31, 2016 2015 2014 Net income (loss) attributable to The Andersons, Inc. $ 11,594 $ (13,067 ) $ 109,726 Less: Distributed and undistributed earnings allocated to non-vested restricted stock 9 29 569 Earnings available to common shareholders $ 11,585 $ (13,096 ) $ 109,157 Earnings per share – basic: Weighted average shares outstanding – basic 28,193 28,288 28,367 Earnings per common share – basic $ 0.41 $ (0.46 ) $ 3.85 Earnings per share – diluted: Weighted average shares outstanding – basic 28,193 28,288 28,367 Effect of dilutive awards 238 — 85 Weighted average shares outstanding – diluted 28,431 28,288 28,452 Earnings per common share – diluted $ 0.41 $ (0.46 ) $ 3.84 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets Measured at Fair Value on Nonrecurring Basis | The following table presents the Company's assets and liabilities that are measured at fair value on a nonrecurring basis at December 31, 2016 . No nonrecurring fair value measurements were made at December 31, 2015: (in thousands) December 31, 2016 Assets (liabilities) Level 1 Level 2 Level 3 Total Property, plant and equipment (a) $ — $ — $ 11,210 $ 11,210 Total $ — $ — $ 11,210 $ 11,210 (a) The Company recognized impairment charges on certain retail and cob assets during 2016 and measured the fair value using Level 3 inputs on a nonrecurring basis. The fair value of the retail assets was determined using third-party appraisals and the cob assets were based upon liquidation value. |
Assets and liabilities measured at fair value on a recurring basis | The following table presents the Company's assets and liabilities that are measured at fair value on a recurring basis at December 31, 2016 and 2015 : (in thousands) December 31, 2016 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ — $ — $ — $ — Restricted cash 471 — — 471 Commodity derivatives, net (a) 29,872 (7,831 ) — 22,041 Provisionally priced contracts (b) (105,321 ) (64,876 ) — (170,197 ) Convertible preferred securities (c) — — 3,294 3,294 Other assets and liabilities (d) 9,391 (2,530 ) — 6,861 Total $ (65,587 ) $ (75,237 ) $ 3,294 $ (137,530 ) (in thousands) December 31, 2015 Assets (liabilities) Level 1 Level 2 Level 3 Total Cash equivalents $ 26,931 $ — $ — $ 26,931 Restricted cash 450 — — 450 Commodity derivatives, net (a) 26,890 (15,101 ) — 11,789 Provisionally priced contracts (b) (133,842 ) (103,148 ) — (236,990 ) Convertible preferred securities (c) — — 13,550 13,550 Other assets and liabilities (d) 8,635 (3,324 ) 350 5,661 Total $ (70,936 ) $ (121,573 ) $ 13,900 $ (178,609 ) (a) Includes associated cash posted/received as collateral (b) Included in "Provisionally priced contracts" are those instruments based only on underlying futures values (Level 1) and delayed price contracts (Level 2) (c) Recorded in “Other noncurrent assets” on the Company’s Consolidated Balance Sheets (d) Included in other assets and liabilities are deferred compensation assets, ethanol risk management contracts, and foreign exchange derivative contracts (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 recurring fair value measurements using Level 3 inputs is as follows: Convertible Securities Contingent Consideration (in thousands) 2016 2015 2016 2015 Assets (Liabilities) at January 1, $ 13,550 $ 13,300 $ (350 ) $ — New agreements 2,500 750 — (350 ) Sales proceeds (13,485 ) (992 ) — — Realized Gains (Losses) included in Earnings 729 492 350 — Unrealized Gains (Losses) included in Other Comprehensive Income — — — — Fair value of impaired retail properties — — — — Assets (Liabilities) at December 31, $ 3,294 $ 13,550 $ — $ (350 ) |
Fair Value Inputs, Assets, Quantitative Information | The following tables summarize information about the Company's Level 3 fair value measurements as of December 31, 2016 and 2015 : Quantitative Information about Level 3 Fair Value Measurements (in thousands) Fair Value as of 12/31/16 Valuation Method Unobservable Input Weighted Average Convertible Notes $ 3,294 Cost Basis, Plus Interest N/A N/A Real Property $ 11,210 Third-Party Appraisal N/A N/A (in thousands) Fair Value as of 12/31/15 Valuation Method Unobservable Input Weighted Average Convertible Preferred Securities $ 12,800 Market Approach EBITDA Multiples 5.6 Income Approach Discount Rate 14.5% Convertible Notes $ 750 Cost Basis N/A N/A |
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | Based upon the Company’s credit standing and current interest rates offered by the Company on similar bonds and rates currently available to the Company for long-term borrowings with similar terms and remaining maturities, the Company estimates the fair values of its fixed rate long-term debt instruments outstanding at December 31, 2016 and 2015 , as follows: (in thousands) Carrying Amount Fair Value Fair Value Hierarchy Level 2016 Fixed rate long-term notes payable $ 308,645 $ 310,338 Level 2 Debenture bonds 36,931 37,883 Level 2 $ 345,576 $ 348,221 2015 Fixed rate long-term notes payable $ 241,111 $ 244,101 Level 2 Debenture bonds 39,375 40,087 Level 2 $ 280,486 $ 284,188 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of aggregate summarized financial information of subsidiaries | The following table presents aggregate summarized financial information of LTG, TAAE, TACE, TAME, Thompsons Limited, and other various investments as they qualified as significant equity method investees in the aggregate. No equity investments qualified as significant for the years ended December 31, 2016, 2015 and 2014. December 31, (in thousands) 2016 2015 2014 Sales $ 6,579,413 $ 6,868,257 $ 8,152,313 Gross profit 188,350 250,847 396,774 Income from continuing operations 12,288 85,220 233,831 Net income 6,445 81,368 219,431 Current assets 898,081 1,236,171 1,482,110 Non-current assets 565,416 500,637 558,138 Current liabilities 665,387 796,816 1,153,101 Non-current liabilities 359,816 342,075 381,646 Noncontrolling interests 3,628 11,716 13,953 |
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: December 31, (in thousands) 2016 2015 The Andersons Albion Ethanol LLC $ 38,972 $ 32,871 The Andersons Clymers Ethanol LLC 19,739 29,278 The Andersons Marathon Ethanol LLC 22,069 31,255 Lansing Trade Group, LLC 89,050 101,531 Thompsons Limited (a) 46,184 43,964 Other 917 3,208 Total $ 216,931 $ 242,107 (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 (losses) earned from the Company’s equity method investments by entity: % ownership at December 31, (in thousands) 2016 2015 2014 The Andersons Albion Ethanol LLC 55% $ 6,167 $ 5,636 $ 19,814 The Andersons Clymers Ethanol LLC 39% 6,486 6,866 21,840 The Andersons Marathon Ethanol LLC 50% 5,814 4,718 27,226 Lansing Trade Group, LLC 33% (a) (9,935 ) 11,880 23,266 Thompsons Limited (b) 50% 1,189 2,735 4,140 Other 5%-34% — 89 237 Total $ 9,721 $ 31,924 $ 96,523 (a) This does not consider the restricted management units which once vested will reduce the ownership percentage by approximately 0.7% . (b) Thompsons Limited and related U.S. operating company held by joint ventures |
Schedule of Related Party Transactions | The following table sets forth the related party transactions entered into for the time periods presented: December 31, (in thousands) 2016 2015 2014 Sales revenues $ 749,746 $ 825,220 $ 1,062,377 Service fee revenues (a) 17,957 20,393 23,093 Purchases of product 463,832 465,056 604,067 Lease income (b) 5,966 6,664 6,381 Labor and benefits reimbursement (c) 12,809 11,567 11,707 Other expenses (d) 149 1,059 1,224 Accounts receivable at December 31 (e) 26,254 13,362 25,049 Accounts payable at December 31 (f) 23,961 13,784 17,687 (a) Service fee revenues include management fee, corn origination fee, 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 unconsolidated 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. (e) Accounts receivable represents amounts due from related parties for sales of corn, leasing revenue and service fees. (f) Accounts payable represents amounts due to related parties for purchases of ethanol and other various items. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Year ended December 31, (in thousands) 2016 2015 2014 Revenues from external customers Grain $ 2,357,171 $ 2,483,643 $ 2,682,038 Ethanol 544,556 556,188 765,939 Plant Nutrient 725,176 848,338 802,333 Rail 163,658 170,848 148,954 Retail 134,229 139,478 140,807 Total $ 3,924,790 $ 4,198,495 $ 4,540,071 Year ended December 31, (in thousands) 2016 2015 2014 Inter-segment sales Grain $ 1,638 $ 3,573 $ 5,066 Plant Nutrient 470 682 627 Rail 1,399 1,192 466 Total $ 3,507 $ 5,447 $ 6,159 Year ended December 31, (in thousands) 2016 2015 2014 Interest expense (income) Grain $ 7,955 $ 5,778 $ 8,785 Ethanol 35 70 255 Plant Nutrient 6,448 7,243 5,278 Rail 6,461 7,006 7,247 Retail 496 356 666 Other (276 ) (381 ) (471 ) Total $ 21,119 $ 20,072 $ 21,760 Year ended December 31, (in thousands) 2016 2015 2014 Equity in earnings of affiliates Grain $ (8,746 ) $ 14,703 $ 27,643 Ethanol 18,467 17,221 68,880 Total $ 9,721 $ 31,924 $ 96,523 Year ended December 31, (in thousands) 2016 2015 2014 Other income, net Grain $ 5,472 $ 26,229 $ 21,450 Ethanol 77 377 223 Plant Nutrient 3,716 3,046 4,372 Rail 2,218 15,935 3,094 Retail 507 557 955 Other 2,785 328 1,031 Total $ 14,775 $ 46,472 $ 31,125 Year ended December 31, (in thousands) 2016 2015 2014 Income (loss) before income taxes Grain $ (15,651 ) $ (9,446 ) $ 58,136 Ethanol 24,723 28,503 92,257 Plant Nutrient 14,176 121 24,514 Rail 32,428 50,681 31,445 Retail (8,848 ) (455 ) (620 ) Other* (28,323 ) (82,713 ) (34,505 ) Non-controlling interests 2,876 1,745 12,919 Total $ 21,381 $ (11,564 ) $ 184,146 * includes pension settlement charges in 2015 Year ended December 31, (in thousands) 2016 2015 Identifiable assets Grain $ 961,114 $ 1,010,810 Ethanol 171,115 183,080 Plant Nutrient 484,455 531,753 Rail 398,446 405,702 Retail 31,257 44,135 Other 186,462 183,621 Total $ 2,232,849 $ 2,359,101 Year ended December 31, (in thousands) 2016 2015 2014 Capital expenditures Grain $ 21,428 $ 26,862 $ 20,958 Ethanol 2,301 7,223 2,256 Plant Nutrient 15,153 14,384 24,491 Rail 4,345 2,990 2,332 Retail 436 1,005 1,190 Other 34,077 20,005 8,448 Total $ 77,740 $ 72,469 $ 59,675 Year ended December 31, (in thousands) 2016 2015 2014 Acquisition of businesses, net of cash acquired and other investments Grain $ — $ — $ 40,206 Ethanol — — — Plant Nutrient — 128,549 15,489 Rail — — — Other 2,500 750 100 Total $ 2,500 $ 129,299 $ 55,795 Year ended December 31, (in thousands) 2016 2015 2014 Depreciation and amortization Grain $ 18,232 $ 19,240 $ 16,547 Ethanol 5,925 5,865 5,700 Plant Nutrient 28,663 25,179 19,624 Rail 20,082 18,450 13,262 Retail 2,452 2,510 2,668 Other 8,971 7,212 4,204 Total $ 84,325 $ 78,456 $ 62,005 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lease income and rental expense from operating leases | Lease income from operating leases (with the Company as lessor) to customers (including month-to-month and per diem leases) and rental expense for the Rail Group operating leases (with the Company as lessee) were as follows: Year ended December 31, (in thousands) 2016 2015 2014 Rental and service income - operating leases $ 95,254 $ 97,059 $ 80,715 Rental expense $ 16,723 $ 15,214 $ 13,206 |
Operating leases future minimum rentals and service income | Future minimum rentals and service income for all noncancellable Rail operating leases on transportation assets are as follows: (in thousands) Future Rental and Service Income - Operating Leases Future Minimum Rental Payments Year ended December 31, 2017 $ 68,838 $ 14,544 2018 52,447 11,356 2019 34,006 6,891 2020 19,670 5,072 2021 13,923 4,473 Future years 24,336 12,853 $ 213,220 $ 55,189 |
Supplemental Cash Flow Inform45
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow Supplemental Information | Certain supplemental cash flow information, including noncash investing and financing activities for the years ended December 31, 2016, 2015 and 2014 are as follows: Year ended December 31, 2016 2015 2014 Supplemental disclosure of cash flow information Interest paid $ 21,407 $ 19,292 $ 19,944 Income taxes paid, net of refunds (10,587 ) 4,909 36,783 Noncash investing and financing activity Capital projects incurred but not yet paid 3,092 7,507 6,000 Purchase of a productive asset through seller-financing — 1,010 6,634 Shares issued for acquisition of business — 4,303 31,050 Outstanding shares to be issued for acquisition of business — — 4,470 Dividends declared not yet paid 4,493 4,338 4,059 |
Stock Compensation Plans (Table
Stock Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of stock options outstanding and exercisable under long-term performance compensation plan | A summary of activity related to SOSARs is included below: Year ended December 31, (in thousands) 2016 2015 2014 Total intrinsic value of SOSARs exercised $ — $ — $ 5,193 Total fair value of shares vested $ — $ — $ — |
Summary of valuation assumptions | 2015 Risk free interest rate 1.80 % Dividend yield 1.58 % Volatility factor of the expected market price of the common shares 0.35 Expected life for the options (in years) 5.50 2016 Risk free interest rate 0.96 % Dividend yield — % Volatility factor of the expected market price of the common shares 0.37 Expected term (in years) 2.83 Correlation coefficient 0.43 |
Schedule of stock options rollforward | A reconciliation of the number of Options outstanding and exercisable under the 2014 LT Plan as of December 31, 2016, and changes during the period then ended is as follows: Shares (000's) Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value (000's) Options outstanding at January 1, 2016 325 $ 35.40 Options granted — — Options exercised — — Options cancelled / forfeited — — Options outstanding at December 31, 2016 325 $ 35.40 5.84 $ 3,023 Vested and expected to vest at December 31, 2016 323 $ 35.40 5.84 $ 3,002 Options exercisable at December 31, 2016 108 $ 35.40 5.84 $ 1,008 |
Summary of stock options | Year ended December 31, (in thousands) 2016 Total intrinsic value of Options exercised $ — Total fair value of shares vested $ 1,123 Weighted average fair value of Options granted $ — |
Summary of nonvested restricted shares | A summary of the status of the Company's non-vested restricted shares as of December 31, 2016, and changes during the period then ended, is presented below: Shares (000)'s Weighted-Average Grant-Date Fair Value Non-vested restricted shares at January 1, 2016 151 $ 44.99 Granted 177 27.20 Vested (92 ) 43.61 Forfeited (13 ) 36.45 Non-vested restricted shares at December 31, 2016 223 $ 31.93 Year ended December 31, 2016 2015 2014 Total fair value of shares vested (000's) $4,038 $4,918 $1,585 Weighted average fair value of restricted shares granted $27.20 $42.32 $54.84 |
Summary of nonvested performance share units | A summary of the status of the Company's EPS PSUs as of December 31, 2016, and changes during the period then ended, is presented below: Shares (000)'s Weighted-Average Grant-Date Fair Value Non-vested at January 1, 2016 311 $ 48.53 Granted 130 27.54 Vested — — Forfeited (137 ) 45.9 Non-vested at December 31, 2016 304 $ 40.76 Year ended December 31, 2016 2015 2014 Weighted average fair value of PSUs granted $27.54 $44.76 $54.84 A summary of the status of the Company's PSUs as of December 31, 2016, and changes during the period then ended, is presented below: Shares (000)'s Weighted-Average Grant-Date Fair Value Non-vested at January 1, 2016 — $ — Granted 130 26.43 Vested — — Forfeited (12 ) 26.43 Non-vested at December 31, 2016 118 $ 26.43 Year ended December 31, 2016 2015 2014 Weighted average fair value of PSUs granted $ 26.43 $— $— |
Fair value of the option component of the ESP Plan | 2016 2015 2014 Risk free interest rate 0.61 % 0.25 % 0.13 % Dividend yield 1.96 % 1.05 % 0.74 % Volatility factor of the expected market price of the common shares 0.36 0.41 0.23 Expected life for the options (in years) 1.00 1.00 1.00 |
Business Acquisition (Tables)
Business Acquisition (Tables) - Kay Flow Industries, Inc. | 12 Months Ended |
Dec. 31, 2016 | |
Business Acquisition [Line Items] | |
Schedule of recognized identified assets acquired and liabilities assumed | he purchase price allocation is summarized below: (in thousands) Cash $ 880 Accounts receivable 14,699 Inventory 25,094 Other assets 6,155 Intangibles 53,091 Goodwill 47,735 Property, plant, and equipment 27,478 Accounts payable (12,131 ) Other current liabilities (4,866 ) Other non-current liabilities (28,706 ) Total purchase price $ 129,429 |
Intangible assets acquisition | 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 * |
Quarterly Consolidated Financ48
Quarterly Consolidated Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |
Unaudited quarterly results of operations | The following is a summary of the unaudited quarterly results of operations for 2016 and 2015: (in thousands, except for per common share data) Sales and merchandising revenues Gross profit Net income attributable to The Andersons, Inc. Earnings per share-basic Earnings per share-diluted Quarter ended 2016 March 31 $ 887,879 $ 67,755 $ (14,696 ) $ (0.52 ) $ (0.52 ) June 30 1,064,244 97,042 14,423 0.51 0.51 September 30 859,612 77,015 1,722 0.06 0.06 December 31 1,113,055 103,694 10,145 0.36 0.36 Year ended 2016 $ 3,924,790 $ 345,506 $ 11,594 0.41 0.41 Quarter ended 2015 March 31 $ 918,225 $ 83,313 $ 4,097 $ 0.14 $ 0.14 June 30 1,187,704 108,173 31,092 1.09 1.09 September 30 909,093 85,190 (1,227 ) (0.04 ) (0.04 ) December 31 1,183,473 99,162 (47,029 ) (1.68 ) (1.68 ) Year ended 2015 $ 4,198,495 $ 375,838 $ (13,067 ) (0.46 ) (0.46 ) |
Summary of Significant Accoun49
Summary of Significant Accounting Policies (Details Textual) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Maximum period in which contracts for the sale of grain to processors or other consumers extend | 1 year | ||
Marketing balance payable | $ 5.8 | $ 4.5 | |
Property subject to or available for leases statutory life minimum | 40 years | ||
Property subject to or available for leases statutory life maximum | 50 years | ||
Amortization of capitalized computer software costs | $ 7.1 | 6.5 | $ 3.8 |
Unamortized computer software | 47.2 | 52.2 | |
Accrued compensation liability | $ 9.7 | 11.1 | |
Stock split, conversion ratio | 1.5 | ||
Minimum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Intangible assets estimated useful life | 3 years | ||
Maximum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Intangible assets estimated useful life | 10 years | ||
Operating, administrative and general expenses | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Advertising expense | $ 4.9 | $ 5.2 | $ 4.5 |
Barges | Minimum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 30 years | ||
Barges | Maximum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 40 years | ||
Land Improvements | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 16 years | ||
Leasehold Improvements | Minimum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 3 years | ||
Leasehold Improvements | Maximum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 20 years | ||
Buildings and Storage Facilities | Minimum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 10 years | ||
Buildings and Storage Facilities | Maximum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 40 years | ||
Machinery and Equipment | Minimum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 3 years | ||
Machinery and Equipment | Maximum | |||
Summary of Significant Accounting Policies (Textual) [Abstract] | |||
Asset estimated average useful life | 20 years |
Inventories (Details)
Inventories (Details) $ in Thousands, bu in Millions | Dec. 31, 2016USD ($)bu | Dec. 31, 2015USD ($)bu |
Inventory, Net [Abstract] | ||
Grain | $ 495,139 | $ 534,548 |
Ethanol and by-products | 10,887 | 8,576 |
Plant nutrients and cob products | 150,259 | 172,815 |
Retail merchandise | 20,678 | 24,510 |
Railcar repair parts | 5,784 | 6,894 |
Other | 0 | 56 |
Total inventories | $ 682,747 | $ 747,399 |
Grain held in storage and excluded from inventory calculations (bushels) | bu | 0.9 | 3.4 |
Property, Plant and Equipment51
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Components of property, plant and equipment | ||
Land | $ 30,672 | $ 29,928 |
Land improvements and leasehold improvements | 79,631 | 77,191 |
Buildings and storage facilities | 322,856 | 303,482 |
Machinery and equipment | 392,418 | 375,028 |
Construction in progress | 12,784 | 32,871 |
Property, plant and equipment, gross | 838,361 | 818,500 |
Less: accumulated depreciation | 388,309 | 363,240 |
Property, plant and equipment, net | $ 450,052 | $ 455,260 |
Property, Plant and Equipment52
Property, Plant and Equipment (Details 1) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Components of Railcar assets leased to others | ||
Rail Group assets leased to others | $ 431,571 | $ 434,051 |
Less: accumulated depreciation | 104,376 | 95,940 |
Railcar assets leased to others, net | $ 327,195 | $ 338,111 |
Property, Plant and Equipment53
Property, Plant and Equipment (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation expense on property, plant and equipment | $ 48,900 | $ 46,400 | $ 40,500 | |
Impairment of property, plant and equipment | 9,107 | 285 | 3,090 | |
Depreciation expense on railcar assets leased to others | $ 18,600 | $ 17,600 | $ 14,200 | |
Retail | ||||
Property, Plant and Equipment [Line Items] | ||||
Impairment of property, plant and equipment | $ 6,000 | |||
Impairment charges related to software | 500 | |||
Plant Nutrient | ||||
Property, Plant and Equipment [Line Items] | ||||
Impairment of property, plant and equipment | $ 2,300 |
Goodwill and Other Intangible54
Goodwill and Other Intangible Assets (Changes in goodwill) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||||
Goodwill at beginning of period | $ 63,934 | $ 72,365 | $ 58,554 | ||
Acquisitions | 0 | 47,735 | 13,811 | ||
Impairments | 0 | (56,166) | 0 | ||
Goodwill at end of period | $ 63,934 | 63,934 | 63,934 | 72,365 | |
Grain | |||||
Goodwill [Roll Forward] | |||||
Goodwill at beginning of period | 0 | 46,422 | 38,165 | ||
Acquisitions | 0 | 0 | 8,257 | ||
Impairments | (54,200) | (46,422) | |||
Goodwill at end of period | 0 | 0 | 0 | 46,422 | |
Plant Nutrient | |||||
Goodwill [Roll Forward] | |||||
Goodwill at beginning of period | 59,767 | 21,776 | 16,222 | ||
Acquisitions | 0 | 47,735 | 5,554 | ||
Impairments | $ (2,000) | (9,744) | |||
Goodwill at end of period | 59,767 | 59,767 | 59,767 | 21,776 | |
Rail | |||||
Goodwill [Roll Forward] | |||||
Goodwill at beginning of period | 4,167 | 4,167 | 4,167 | ||
Acquisitions | 0 | 0 | 0 | ||
Impairments | 0 | ||||
Goodwill at end of period | $ 4,167 | $ 4,167 | $ 4,167 | $ 4,167 |
Goodwill and Other Intangible55
Goodwill and Other Intangible Assets (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||||||||
Goodwill impairment charge | $ 0 | $ 56,166 | $ 0 | |||||
Goodwill | $ 63,934 | $ 72,365 | $ 63,934 | $ 63,934 | 63,934 | 72,365 | $ 58,554 | |
Long term earnings growth percentage | 2.50% | 2.50% | ||||||
Weighted average cost of capital percentage | 8.80% | 8.80% | ||||||
Amortization expense for intangible assets | $ 16,800 | 14,500 | 8,800 | |||||
Expected future annual amortization expense, 2017 | $ 16,100 | 16,100 | ||||||
Expected future annual amortization expense, 2018 | 15,600 | 15,600 | ||||||
Expected future annual amortization expense, 2019 | 14,800 | 14,800 | ||||||
Expected future annual amortization expense, 2020 | 13,600 | 13,600 | ||||||
Expected future annual amortization expense, 2021 | 12,900 | 12,900 | ||||||
Grain | ||||||||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||||||||
Goodwill impairment charge | 54,200 | 46,422 | ||||||
Goodwill | 0 | 46,422 | 0 | 0 | 0 | 46,422 | 38,165 | |
Retail | ||||||||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||||||||
Impairment charges related to software | 500 | |||||||
Plant Nutrient | ||||||||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||||||||
Goodwill impairment charge | $ 2,000 | 9,744 | ||||||
Goodwill | 59,767 | 21,776 | $ 59,767 | 59,767 | $ 59,767 | $ 21,776 | $ 16,222 | |
Plant Nutrient | Wholesale | ||||||||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||||||||
Goodwill | $ 59,100 | $ 59,100 | ||||||
Reporting unit, percentage of fair value in excess of carrying amount | 8.00% | 8.00% | ||||||
Customer list | Grain | ||||||||
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||||||||
Goodwill impairment charge | $ 1,500 |
Goodwill and Other Intangible56
Goodwill and Other Intangible Assets (Intangible Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Amortized intangible assets | ||
Original Cost | $ 168,923 | $ 169,456 |
Accumulated Amortization | 62,823 | 49,216 |
Net Book Value | 106,100 | 120,240 |
Customer list | ||
Amortized intangible assets | ||
Original Cost | 41,477 | 42,561 |
Accumulated Amortization | 14,958 | 12,130 |
Net Book Value | 26,519 | 30,431 |
Non-compete agreement | ||
Amortized intangible assets | ||
Original Cost | 4,594 | 4,594 |
Accumulated Amortization | 3,064 | 2,517 |
Net Book Value | 1,530 | 2,077 |
Supply agreement | ||
Amortized intangible assets | ||
Original Cost | 9,806 | 9,806 |
Accumulated Amortization | 4,827 | 3,955 |
Net Book Value | 4,979 | 5,851 |
Technology | ||
Amortized intangible assets | ||
Original Cost | 15,500 | 15,500 |
Accumulated Amortization | 4,243 | 2,483 |
Net Book Value | 11,257 | 13,017 |
Trademarks and patents | ||
Amortized intangible assets | ||
Original Cost | 18,717 | 18,717 |
Accumulated Amortization | 4,335 | 2,273 |
Net Book Value | 14,382 | 16,444 |
Lease intangible | ||
Amortized intangible assets | ||
Original Cost | 5,514 | 5,479 |
Accumulated Amortization | 4,969 | 4,586 |
Net Book Value | 545 | 893 |
Software | ||
Amortized intangible assets | ||
Original Cost | 71,362 | 70,846 |
Accumulated Amortization | 24,592 | 19,508 |
Net Book Value | 46,770 | 51,338 |
Other | ||
Amortized intangible assets | ||
Original Cost | 1,953 | 1,953 |
Accumulated Amortization | 1,835 | 1,764 |
Net Book Value | $ 118 | $ 189 |
Debt (Details Textual)
Debt (Details Textual) | 12 Months Ended | |||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Mar. 04, 2014USD ($) | Jun. 30, 2012USD ($) | |
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 400,000,000 | |||
Current line of credit | $ 29,000,000 | $ 16,990,000 | 90,000,000 | |
Line of credit | $ 59,000,000 | |||
Debt instrument period of draw down under line of credit | 90 days | |||
Loan term | 15 years | |||
Recourse | ||||
Debt Instrument [Line Items] | ||||
Current line of credit | $ 29,000,000 | 16,990,000 | ||
Minimum tangible net worth | $ 300,000,000 | |||
Current ratio net of hedged inventory, maximum | 125.00% | |||
Current ratio net of hedged inventory, minimum | 100.00% | |||
Debt to capitalized ratio maximum | 70.00% | |||
Working capital | $ 150,000,000 | |||
Interest coverage ratio, minimum | 275.00% | |||
Interest coverage ratio, maximum | 1 | |||
Aggregate annual maturities of long term debt, 2017 | $ 47,500,000 | |||
Aggregate annual maturities of long term debt, 2018 | 55,300,000 | |||
Aggregate annual maturities of long term debt, 2019 | 46,900,000 | |||
Aggregate annual maturities of long term debt, 2020 | 16,400,000 | |||
Aggregate annual maturities of long term debt, 2021 | 62,300,000 | |||
Aggregate annual maturities of long term debt there after | 219,400,000 | |||
Nonrecourse | ||||
Debt Instrument [Line Items] | ||||
Current line of credit | $ 0 | $ 0 | ||
Debt service coverage ratio, minimum | 1.25 | |||
Debt service coverage ratio, maximum | 1 | |||
Nonrecourse | December 31 2014 | ||||
Debt Instrument [Line Items] | ||||
Minimum tangible net worth | $ 36,000,000 | |||
Working capital | 18,000,000 | |||
Nonrecourse | December 31 2016 | ||||
Debt Instrument [Line Items] | ||||
Minimum tangible net worth | 40,000,000 | |||
Ten year term debenture bonds | Recourse | Available-for-sale Securities | ||||
Debt Instrument [Line Items] | ||||
Debenture bond bearing interest Amount | $ 200,000 | |||
Loan term | 10 years | |||
Debenture bond bearing interest percentage | 3.50% | |||
Line of credit | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 850,000,000 | |||
Line of credit | Long Term Line Of Credit | The Andersons Denison Ethanol LLC | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 21,300,000 | |||
Standby letters of credit | ||||
Debt Instrument [Line Items] | ||||
Letters of credit outstanding | $ 32,500,000 | |||
Standby letters of credit | The Andersons Denison Ethanol LLC | ||||
Debt Instrument [Line Items] | ||||
Letters of credit outstanding | $ 200,000 |
Debt (Details)
Debt (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Mar. 04, 2014 |
Debt Instrument [Line Items] | |||
Short-term debt (Note 5) | $ 29,000,000 | $ 16,990,000 | $ 90,000,000 |
Long-term debt | |||
Less: current maturities | 47,545,000 | 27,786,000 | |
Long-term debt, less current maturities | 397,065,000 | 436,208,000 | |
Nonrecourse | |||
Debt Instrument [Line Items] | |||
Short-term debt (Note 5) | 0 | 0 | |
Long-term debt | |||
Less: current maturities | 0 | 0 | |
Long-term debt, less current maturities | 0 | 0 | |
Recourse | |||
Debt Instrument [Line Items] | |||
Short-term debt (Note 5) | 29,000,000 | 16,990,000 | |
Long-term debt | |||
Less: current maturities | 47,545,000 | 27,786,000 | |
Long-term debt, less current maturities | $ 397,065,000 | $ 436,208,000 |
Debt (Details 1)
Debt (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |||
Maximum amount borrowed | $ 412,000 | $ 308,500 | $ 270,600 |
Weighted average interest rate | 1.94% | 1.64% | 1.69% |
Debt (Details 2)
Debt (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Long-term debt | |||
Less: current maturities | $ 47,545 | $ 27,786 | |
Total long-term debt | 397,065 | 436,208 | |
Collateralized debt book value | 179,300 | ||
Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | 447,823 | 463,994 | |
Less: current maturities | 47,545 | 27,786 | |
Less: unamortized prepaid debt issuance costs | 3,213 | 0 | |
Total long-term debt | 397,065 | 436,208 | |
Nonrecourse | |||
Long-term debt | |||
Less: current maturities | 0 | 0 | |
Total long-term debt | 0 | 0 | |
Note payable, 4.07%, payable at maturity, due 2021 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | $ 26,000 | 0 | |
Interest rate of debt instruments | 4.07% | ||
Senior note payable, 3.72%, payable at maturity, due 2017 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | $ 25,000 | 25,000 | |
Interest rate of debt instruments | 3.72% | ||
Note payable, 4.55%, payable at maturity, due 2023 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | $ 24,000 | 0 | |
Interest rate of debt instruments | 4.55% | ||
Note payable, 4.85%, payable at maturity, due 2026 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | $ 25,000 | 0 | |
Interest rate of debt instruments | 4.85% | ||
Senior note payable, 6.78%, payable at maturity, due 2018 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | $ 41,500 | 41,500 | |
Interest rate of debt instruments | 6.78% | ||
Note payable, 4.92%, payable in increasing amounts ($2.2 million for 2016), plus interest, due 2021 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 20,443 | 22,666 |
Interest rate of debt instruments | 4.92% | ||
Annual payments | $ 2,000 | ||
Note payable, 4.76%, payable in increasing amounts ($2.0 million for 2016) plus interest, due 2028 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 47,990 | 49,949 |
Interest rate of debt instruments | 4.76% | ||
Annual payments | $ 2,000 | ||
Note payable, variable rate (3.12% at December 31, 2016), payable in increasing amounts ($1.3 million for 2016) plus interest, due 2023 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 19,179 | 20,513 |
Interest rate of debt instruments | 3.12% | ||
Annual payments | $ 1,000 | ||
Note payable, 3.29%, payable in increasing amounts ($1.3 million for 2016) plus interest, due 2022 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 21,619 | 22,913 |
Interest rate of debt instruments | 3.29% | ||
Annual payments | $ 1,000 | ||
Note payable, 4.23%, payable quarterly in varying amounts ($0.6 million for 2016) plus interest, due 2021 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 11,136 | 11,770 |
Interest rate of debt instruments | 4.23% | ||
Annual payments | $ 1,000 | ||
Notes payable, variable rate, due 2016 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | 0 | 5,043 | |
Note payable, variable rate (2.21% at December 31, 2016), payable in increasing amounts ($1.1 million for 2016) plus interest, due 2023 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 8,790 | 9,865 |
Interest rate of debt instruments | 1.84% | ||
Annual payments | $ 1,000 | ||
Note payable, variable rate, due 2016 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | 0 | 7,350 |
Note payable, variable rate (2.45% at December 31, 2016), payable in varying amounts ($0.1 million for 2016), plus interest, due 2026 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 9,016 | 0 |
Interest rate of debt instruments | 2.45% | ||
Annual payments | $ 0 | ||
Note payable, 4.76%, payable quarterly in varying amounts ($0.4 million for 2016) plus interest, due 2028 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 8,956 | 9,313 |
Interest rate of debt instruments | 4.76% | ||
Annual payments | $ 0 | ||
Note payable, 2.21%, payable in increasing amounts ($75.0 million for 2016) plus interest, due 2019 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 30,000 | 105,000 |
Interest rate of debt instruments | 1.89% | ||
Annual payments | $ 75,000 | ||
Note payable, 3.33%, payable in increasing amounts ($1.0 million for 2016) plus interest, due 2025 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 27,000 | 28,000 |
Interest rate of debt instruments | 3.33% | ||
Annual payments | $ 1,000 | ||
Note payable, 4.5%, payable at maturity, due 2030 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 16,000 | 16,000 |
Interest rate of debt instruments | 4.50% | ||
Note payable, 5.0%, payable at maturity, due 2040 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 14,000 | 14,000 |
Interest rate of debt instruments | 5.00% | ||
Variable rate (3.05% at December 31, 2016), payable at maturity, due 2017 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 6,513 | 6,987 |
Interest rate of debt instruments | 2.68% | ||
Variable rate (2.36% at December 31, 2016), payable at maturity, due 2019 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 4,650 | 4,650 |
Interest rate of debt instruments | 1.56% | ||
Variable rate (2.31% at December 31, 2016), payable at maturity, due 2025 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 3,100 | 3,100 |
Interest rate of debt instruments | 1.56% | ||
Variable rate (2.28% at December 31, 2016), payable at maturity, due 2036 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | [1] | $ 21,000 | 21,000 |
Interest rate of debt instruments | 1.51% | ||
Debenture bonds, 2.65% to 5.00%, due 2017 through 2031 | Recourse | |||
Long-term debt | |||
Long-term Debt, Gross | $ 36,931 | $ 39,375 | |
Debenture bonds, 2.65% to 5.00%, due 2017 through 2031 | Recourse | Minimum | |||
Long-term debt | |||
Interest rate of debt instruments | 2.65% | ||
Debenture bonds, 2.65% to 5.00%, due 2017 through 2031 | Recourse | Maximum | |||
Long-term debt | |||
Interest rate of debt instruments | 5.00% | ||
[1] | Debt is collateralized by first mortgages on certain facilities and related equipment or other assets with a book value of $179.3 million |
Derivatives (Details Textual)
Derivatives (Details Textual) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Derivative [Line Items] | |
Maximum period in which contracts for the sale of grain to processors or other consumers extend | 1 year |
Not designated as hedging | Interest rate contract | |
Derivative [Line Items] | |
Notional amount of derivative | $ 63 |
Derivatives (Details 1)
Derivatives (Details 1) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Estimated fair value of Company's commodity derivative instruments for cash collateral and associated cash as collateral | ||
Net derivative asset position, Collateral paid | $ 28,273 | $ 3,008 |
Net derivative asset position, Fair value of derivatives | 1,599 | 25,356 |
Net derivative asset position, net | 29,872 | 28,364 |
Net derivative liability position, Collateral paid | 0 | 0 |
Net derivative liability position, Fair value of derivatives | 0 | 0 |
Net derivative liability position, net | $ 0 | $ 0 |
Derivatives (Details 2)
Derivatives (Details 2) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Net derivative asset position, Fair value of derivatives | $ 1,599 | $ 25,356 |
Commodity derivative liabilities | 0 | 0 |
Commodity derivative assets - current | 45,447 | 49,826 |
Commodity derivative assets - noncurrent | 100 | 412 |
Commodity derivative liabilities - current | (23,167) | (37,387) |
Commodity derivative liabilities - noncurrent | (339) | (1,063) |
Commodity Contract | ||
Derivatives, Fair Value [Line Items] | ||
Net derivative asset position, Fair value of derivatives | 37,739 | 52,432 |
Commodity derivative liabilities | (43,971) | (43,652) |
Cash collateral | 28,273 | 3,008 |
Total | 22,041 | 11,788 |
Commodity Contract | Commodity derivative assets - current | ||
Derivatives, Fair Value [Line Items] | ||
Net derivative asset position, Fair value of derivatives | 36,146 | 51,647 |
Commodity derivative liabilities | (18,972) | (4,829) |
Cash collateral | 28,273 | 3,008 |
Commodity derivative assets - current | 45,447 | 49,826 |
Commodity Contract | Commodity derivative assets - noncurrent | ||
Derivatives, Fair Value [Line Items] | ||
Net derivative asset position, Fair value of derivatives | 140 | 412 |
Commodity derivative liabilities | (40) | 0 |
Cash collateral | 0 | 0 |
Commodity derivative assets - noncurrent | 100 | 412 |
Commodity Contract | Commodity derivative liabilities - current | ||
Derivatives, Fair Value [Line Items] | ||
Net derivative asset position, Fair value of derivatives | 1,447 | 371 |
Commodity derivative liabilities | (24,614) | (37,758) |
Cash collateral | 0 | 0 |
Commodity derivative liabilities - current | (23,167) | (37,387) |
Commodity Contract | Commodity derivative liabilities - noncurrent | ||
Derivatives, Fair Value [Line Items] | ||
Net derivative asset position, Fair value of derivatives | 6 | 2 |
Commodity derivative liabilities | (345) | (1,065) |
Cash collateral | 0 | 0 |
Commodity derivative liabilities - noncurrent | $ (339) | $ (1,063) |
Derivatives (Details 3)
Derivatives (Details 3) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Sales | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains on commodity derivatives included in sales and merchandising revenues | $ 0 | $ 0 | $ 67,579 |
Cost of sales | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gains on commodity derivatives included in sales and merchandising revenues | $ (15,012) | $ 62,541 | $ 0 |
Derivatives (Details 4)
Derivatives (Details 4) lb in Thousands, gal in Thousands, bu in Thousands, T in Thousands | Dec. 31, 2016bu | Dec. 31, 2016lb | Dec. 31, 2016gal | Dec. 31, 2016T | Dec. 31, 2015bu | Dec. 31, 2015lb | Dec. 31, 2015gal | Dec. 31, 2015T |
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 391,161 | 9,358 | 294,345 | 110 | 424,761 | 11,532 | 140,340 | 116 |
Non-exchange traded: | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 239,451 | 9,358 | 216,225 | 110 | 269,631 | 11,532 | 138,660 | 116 |
Non-exchange traded: | Corn | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 175,549 | 0 | 0 | 0 | 227,248 | 0 | 0 | 0 |
Non-exchange traded: | Soybeans | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 20,592 | 0 | 0 | 0 | 13,357 | 0 | 0 | 0 |
Non-exchange traded: | Wheat | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 7,177 | 0 | 0 | 0 | 13,710 | 0 | 0 | 0 |
Non-exchange traded: | Oats | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 36,025 | 0 | 0 | 0 | 15,019 | 0 | 0 | 0 |
Non-exchange traded: | Ethanol | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 0 | 0 | 215,081 | 0 | 0 | 0 | 138,660 | 0 |
Non-exchange traded: | Corn oil | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 0 | 9,358 | 0 | 0 | 0 | 11,532 | 0 | 0 |
Non-exchange traded: | Other | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 108 | 0 | 1,144 | 110 | 297 | 0 | 0 | 116 |
Exchange traded: | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 151,710 | 0 | 78,120 | 0 | 155,130 | 0 | 1,680 | 0 |
Exchange traded: | Corn | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 63,225 | 0 | 0 | 0 | 106,260 | 0 | 0 | 0 |
Exchange traded: | Soybeans | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 39,005 | 0 | 0 | 0 | 17,255 | 0 | 0 | 0 |
Exchange traded: | Wheat | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 45,360 | 0 | 0 | 0 | 28,135 | 0 | 0 | 0 |
Exchange traded: | Oats | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 4,120 | 0 | 0 | 0 | 3,480 | 0 | 0 | 0 |
Exchange traded: | Ethanol | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 0 | 0 | 78,120 | 0 | 0 | 0 | 840 | 0 |
Exchange traded: | Other | ||||||||
Amounts of quantities outstanding included in commodity derivative contracts | ||||||||
Nonmonetary notional amount | 0 | 0 | 0 | 0 | 0 | 0 | 840 | 0 |
Derivatives (Details 5)
Derivatives (Details 5) - Not designated as hedging $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Long-term Interest Rate Swap, 2012 | |
Open interest rate contracts | |
Year Entered | 2,012 |
Year of Maturity | 2,023 |
Initial Notional Amount (in millions) | $ 23 |
Hedged Item | Interest rate component of debt - not accounted for as a hedge |
Interest Rate | 1.90% |
Long-term Interest Rate Collar, 2013 | Cash flow hedge | |
Open interest rate contracts | |
Year Entered | 2,013 |
Year of Maturity | 2,021 |
Initial Notional Amount (in millions) | $ 40 |
Hedged Item | Interest rate component of debt - not accounted for as a hedge |
Long-term Interest Rate Collar, 2013 | Cash flow hedge | Minimum | |
Open interest rate contracts | |
Interest Rate | 2.90% |
Long-term Interest Rate Collar, 2013 | Cash flow hedge | Maximum | |
Open interest rate contracts | |
Interest Rate | 4.80% |
Derivatives (Details 6)
Derivatives (Details 6) - Forward Currency Contract - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Not designated as hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | $ (112) | $ 0 |
Derivative Liability | (2,530) | (3,133) |
Not designated as hedging | Other Long-term Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | (2,530) | (3,133) |
Not designated as hedging | Short-term Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | (112) | 0 |
Designated as hedging instrument | Other Long-term Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | 0 | (191) |
Designated as hedging instrument | Other Short-tem Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | $ 0 | $ (191) |
Derivatives (Details 7)
Derivatives (Details 7) - Not designated as hedging - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Interest expense | ||
Gains (losses) included in the Company's Consolidated Statements of Income and interest rate derivatives not designated as hedging instruments | ||
Interest expense | $ 603 | $ (1,065) |
Foreign Exchange Contract | Other Income | ||
Gains (losses) included in the Company's Consolidated Statements of Income and interest rate derivatives not designated as hedging instruments | ||
Foreign currency derivative gains (losses) included in Other income, net | $ (112) | $ 0 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Employee Benefit Plan Obligations (Textual) [Abstract] | |||
Company's expense for its defined contribution plans | $ 7,800 | $ 8,700 | $ 11,200 |
Pension settlement charge, net of cash contributed | $ 0 | $ 48,344 | $ 0 |
Supplemental Employee Retirement Plan | |||
Employee Benefit Plan Obligations (Textual) [Abstract] | |||
Calculated rate for the supplemental employee retirement plan | 2.40% | 2.60% | 2.40% |
Discount rate | 2.60% | 2.40% | 2.90% |
Other (income) and expenses, net | |||
Employee Benefit Plan Obligations (Textual) [Abstract] | |||
Pension settlement charges | $ 31,900 | ||
Pension settlement charge, net of cash contributed | $ 51,400 |
Employee Benefit Plans (Detai70
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pension Benefits | |||
Change in benefit obligation | |||
Benefit obligation at beginning of year | $ 8,677 | $ 133,984 | |
Service cost | 0 | 236 | $ 180 |
Interest cost | 194 | 182 | 4,774 |
Actuarial (gains) losses | (421) | (6,299) | |
Participant contributions | 0 | 0 | |
Retiree drug subsidy received | 0 | 0 | |
Benefits paid | (1,338) | (119,426) | |
Benefit obligation at end of year | 7,112 | 8,677 | 133,984 |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 285 | 116,041 | |
Actual gains on plan assets | 0 | 517 | |
Company contributions | 1,053 | 3,153 | |
Participant contributions | 0 | 0 | |
Benefits paid | (1,338) | (119,426) | |
Fair value of plan assets at end of year | 0 | 285 | 116,041 |
Under funded status of plans at end of year | (7,112) | (8,392) | |
Postretirement Benefits | |||
Change in benefit obligation | |||
Benefit obligation at beginning of year | 39,152 | 42,300 | |
Service cost | 760 | 900 | 687 |
Interest cost | 1,549 | 1,584 | 1,511 |
Actuarial (gains) losses | (10,823) | (4,762) | |
Participant contributions | 653 | 535 | |
Retiree drug subsidy received | 5 | 138 | |
Benefits paid | (1,539) | (1,543) | |
Benefit obligation at end of year | 29,757 | 39,152 | 42,300 |
Change in plan assets | |||
Fair value of plan assets at beginning of year | 0 | 0 | |
Actual gains on plan assets | 0 | 0 | |
Company contributions | 886 | 1,008 | |
Participant contributions | 653 | 535 | |
Benefits paid | (1,539) | (1,543) | |
Fair value of plan assets at end of year | 0 | 0 | $ 0 |
Under funded status of plans at end of year | $ (29,757) | $ (39,152) |
Employee Benefit Plans (Detai71
Employee Benefit Plans (Details 1) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Amounts recognized in the consolidated balance sheets | ||
Employee benefit plan obligations | $ (35,026) | $ (45,805) |
Pension Benefits | ||
Amounts recognized in the consolidated balance sheets | ||
Accrued expenses | (1,295) | (1,051) |
Employee benefit plan obligations | (5,817) | (7,341) |
Net amount recognized | (7,112) | (8,392) |
Postretirement Benefits | ||
Amounts recognized in the consolidated balance sheets | ||
Accrued expenses | (1,148) | (1,247) |
Employee benefit plan obligations | (28,609) | (37,905) |
Net amount recognized | $ (29,757) | $ (39,152) |
Employee Benefit Plans (Detai72
Employee Benefit Plans (Details 2) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Pension Benefits | |
Details of the pre-tax amounts recognized in accumulated other comprehensive loss | |
Balance at beginning of year, Unamortized Actuarial Net Losses | $ 4,811 |
Balance at beginning of year, Unamortized Prior Service Costs | 0 |
Amounts arising during the period, Unamortized Actuarial Net Losses | (421) |
Amounts arising during the period, Unamortized Prior Service Costs | 0 |
Amounts recognized as a component of net periodic benefit cost, Unamortized Actuarial Net Losses | (146) |
Amounts recognized as a component of net periodic benefit cost, Unamortized Prior Service Costs | 0 |
Balance at end of year, Unamortized Actuarial Net Losses | 4,244 |
Balance at end of year, Unamortized Prior Service Costs | 0 |
Postretirement Benefits | |
Details of the pre-tax amounts recognized in accumulated other comprehensive loss | |
Balance at beginning of year, Unamortized Actuarial Net Losses | 11,988 |
Balance at beginning of year, Unamortized Prior Service Costs | (355) |
Amounts arising during the period, Unamortized Actuarial Net Losses | (10,823) |
Amounts arising during the period, Unamortized Prior Service Costs | 0 |
Amounts recognized as a component of net periodic benefit cost, Unamortized Actuarial Net Losses | (768) |
Amounts recognized as a component of net periodic benefit cost, Unamortized Prior Service Costs | 355 |
Balance at end of year, Unamortized Actuarial Net Losses | 397 |
Balance at end of year, Unamortized Prior Service Costs | $ 0 |
Employee Benefit Plans (Detai73
Employee Benefit Plans (Details 3) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Amounts in accumulated other comprehensive loss that are expected to be recognized as components of net periodic benefit cost | |
Prior service cost | $ (355) |
Net actuarial loss | 914 |
Pension Benefits | |
Amounts in accumulated other comprehensive loss that are expected to be recognized as components of net periodic benefit cost | |
Prior service cost | 0 |
Net actuarial loss | 146 |
Postretirement Benefits | |
Amounts in accumulated other comprehensive loss that are expected to be recognized as components of net periodic benefit cost | |
Prior service cost | (355) |
Net actuarial loss | $ 768 |
Employee Benefit Plans (Detai74
Employee Benefit Plans (Details 4) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Amounts applicable to the Company's defined benefit plans with accumulated benefit obligations in excess of plan assets | ||
Projected benefit obligation | $ 7,112 | $ 8,392 |
Accumulated benefit obligation | $ 7,112 | $ 8,392 |
Employee Benefit Plans (Detai75
Employee Benefit Plans (Details 5) $ in Thousands | Dec. 31, 2016USD ($) |
Combined benefits expected to be paid for all Company defined benefit plans | |
Medicare Part D Subsidy, 2017 | $ (161) |
Medicare Part D Subsidy, 2018 | (177) |
Medicare Part D Subsidy, 2019 | (194) |
Medicare Part D Subsidy, 2020 | (213) |
Medicare Part D Subsidy, 2021 | (232) |
Medicare Part D Subsidy, 2022-2026 | (1,134) |
Pension Benefits | |
Combined benefits expected to be paid for all Company defined benefit plans | |
2,017 | 1,295 |
2,018 | 1,368 |
2,019 | 1,405 |
2,020 | 1,289 |
2,021 | 1,180 |
2022-2026 | 1,101 |
Expected Postretirement Benefit Payout | |
Combined benefits expected to be paid for all Company defined benefit plans | |
2,017 | 987 |
2,018 | 1,006 |
2,019 | 1,020 |
2,020 | 1,039 |
2,021 | 1,057 |
2022-2026 | $ 6,203 |
Employee Benefit Plans (Detai76
Employee Benefit Plans (Details 6) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pension Benefits | |||
Components of the net periodic benefit cost | |||
Service cost | $ 0 | $ 236 | $ 180 |
Interest cost | 194 | 182 | 4,774 |
Expected return on plan assets | 0 | 0 | (7,615) |
Recognized net actuarial loss | 146 | 1,516 | 934 |
Benefit cost (income) | 340 | 1,934 | (1,727) |
Postretirement Benefits | |||
Components of the net periodic benefit cost | |||
Service cost | 760 | 900 | 687 |
Interest cost | 1,549 | 1,584 | 1,511 |
Expected return on plan assets | (355) | (543) | (543) |
Recognized net actuarial loss | 768 | 1,517 | 812 |
Benefit cost (income) | $ 2,722 | $ 3,458 | $ 2,467 |
Employee Benefit Plans (Detai77
Employee Benefit Plans (Details 7) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Pension Benefits | ||||
Used to Determine Benefit Obligations at Measurement Date | ||||
Discount rate | [1] | 0.70% | ||
Used to Determine Net Periodic Benefit Cost for Years ended December 31 | ||||
Discount rate | [2] | 0.70% | 4.70% | |
Expected long-term return on plan assets | 7.00% | |||
Postretirement Benefits | ||||
Used to Determine Benefit Obligations at Measurement Date | ||||
Discount rate | [1] | 4.00% | 4.20% | 3.90% |
Used to Determine Net Periodic Benefit Cost for Years ended December 31 | ||||
Discount rate | [2] | 4.20% | 3.90% | 4.80% |
Expected long-term return on plan assets | 0.00% | 0.00% | 0.00% | |
Rate of compensation increases | 0.00% | 0.00% | 0.00% | |
[1] | In 2014, the calculated discount rate for the unfunded pension plan was different than the defined benefit pension plan. The calculated rate for the unfunded employee retirement plan was 2.40%, 2.60% and 2.40% in 2016, 2015 and 2014, respectively. | |||
[2] | In 2015 and 2014, the calculated discount rate for the unfunded pension plan was different than the defined benefit pension plan. The calculated rate for the unfunded employee retirement plan was 2.60%, 2.40% and 2.90% in 2016, 2015 and 2014, respectively. |
Employee Benefit Plans (Detai78
Employee Benefit Plans (Details 8) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Assumed Health Care Cost Trend Rates at Beginning of Year | ||
Health care cost trend rate assumed for next year | 5.00% | 5.50% |
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) | 5.00% | 5.00% |
Year that the rate reaches the ultimate trend rate | 2,017 | 2,017 |
Employee Benefit Plans (Detai79
Employee Benefit Plans (Details 9) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
One-Percentage-Point | |
Effect on total service and interest cost components in 2016, One Percentage Point Increase | $ (3,803) |
Effect on total service and interest cost components in 2016, One Percentage Point Decrease | 3,182 |
Effect on postretirement benefit obligation as of December 31, 2016, One Percentage Point Increase | (130,198) |
Effect on postretirement benefit obligation as of December 31, 2016, One Percentage Point Decrease | $ 113,429 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current: | |||
Federal | $ (702) | $ (3,237) | $ 32,600 |
State and local | 199 | (762) | 5,677 |
Foreign | 1,385 | 1,224 | 1,409 |
Total current income tax provision | 882 | (2,775) | 39,686 |
Deferred: | |||
Federal | 3,523 | 1,756 | 19,741 |
State and local | 1,696 | 519 | 1,830 |
Foreign | 810 | 258 | 244 |
Total deferred income tax provision | 6,029 | 2,533 | 21,815 |
Federal | 2,821 | (1,481) | 52,341 |
State and local | 1,895 | (243) | 7,507 |
Foreign | 2,195 | 1,482 | 1,653 |
Total income tax expense | $ 6,911 | $ (242) | $ 61,501 |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Components of income before income taxes | |||
U.S. | $ 11,526 | $ (18,867) | $ 174,262 |
Foreign | 9,855 | 7,303 | 9,884 |
Income (loss) before income taxes | $ 21,381 | $ (11,564) | $ 184,146 |
Income Taxes (Details 2)
Income Taxes (Details 2) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective tax rate reconciliation | |||
Statutory U.S. federal tax rate | 35.00% | 35.00% | 35.00% |
Increase (decrease) in rate resulting from: | |||
Effect of noncontrolling interest | (4.70%) | 5.30% | (2.50%) |
State and local income taxes, net of related federal taxes | 5.80% | 1.40% | 2.70% |
Income taxes on foreign earnings | (1.30%) | 9.40% | (0.40%) |
Change in pre-acquisition tax liability and other costs | 0.00% | 3.50% | 0.00% |
Tax associated with accrued and unpaid dividends | 3.20% | (13.60%) | 0.00% |
Goodwill impairment | 0.00% | (35.60%) | 0.00% |
Nondeductible compensation | 2.00% | (5.00%) | 0.20% |
Federal income tax credits | (7.30%) | (0.00%) | (0.00%) |
Other, net | (0.40%) | 1.70% | (1.60%) |
Effective tax rate | 32.30% | 2.10% | 33.40% |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Deferred tax liabilities: | ||
Property, plant and equipment and Rail Group assets leased to others | $ (179,250) | $ (170,588) |
Equity method investments | (45,244) | (45,673) |
Other | (22,286) | (22,261) |
Deferred tax liabilities | (246,780) | (238,522) |
Deferred tax assets: | ||
Employee benefits | 25,403 | 27,160 |
Accounts and notes receivable | 2,964 | 2,611 |
Inventory | 9,979 | 11,918 |
Income Tax Credits and Adjustments | 7,150 | |
Effective Income Tax Rate Reconciliation, Tax Credit, Foreign, Amount | 1,100 | 0 |
Net operating loss carryforwards | 3,322 | 4,542 |
Other | 16,224 | 13,583 |
Total deferred tax assets | 65,042 | 59,814 |
Valuation allowance | (310) | (593) |
Net deferred tax assets | 64,732 | 59,221 |
Net deferred tax liabilities | $ (182,048) | $ (179,301) |
Income Taxes (Details 4)
Income Taxes (Details 4) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of year | $ 1,431 | $ 1,487 | $ 1,110 |
Additions based on tax positions related to the current year | 113 | 55 | 125 |
Additions based on tax positions related to prior years | 0 | 691 | 384 |
Additions based on tax positions related to prior years | (40) | (518) | |
Reductions as a result of a lapse in statute of limitations | (52) | (284) | (132) |
Balance at ending of year | $ 1,452 | $ 1,431 | $ 1,487 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | |||
Income taxes paid | $ (10,587) | $ 4,909 | $ 36,783 |
Effective Income Tax Rate Reconciliation, Tax Credit, Other, Amount | 6,000 | ||
Tax credit | 1,100 | 0 | |
Deferred Other Tax Expense (Benefit) | 2,600 | ||
Other Tax Expense (Benefit) | 800 | ||
Decrease in in unrecognized tax benefits, reasonably possible | 1,100 | ||
Penalties and interest liabilities | 400 | 600 | |
Penalties and interest expense | 200 | 100 | |
Deferred Income Tax Expense (Benefit) | 6,029 | $ 2,533 | $ 21,815 |
Expiration Begins, 2035 | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 4,000 | ||
Expiration Begins, 2017 | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 66,900 | ||
Expiration Begins, 2031 | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 100 | ||
Latest Tax Year [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Deferred Income Tax Expense (Benefit) | $ 1,800 |
Accumulated Other Comprehensi86
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | $ (20,939) | $ (54,595) | $ (21,181) | |
Other comprehensive income before reclassifications | [1] | 8,818 | (31,825) | (33,075) | |
Amounts reclassified from accumulated other comprehensive loss | [1] | (347) | 65,481 | (339) | |
Other comprehensive income (loss) | [1] | 8,471 | 33,656 | (33,414) | |
Ending balance | [1] | (12,468) | (20,939) | (54,595) | |
Losses on Cash Flow Hedges | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | (111) | (364) | (637) | |
Other comprehensive income before reclassifications | [1] | 111 | 253 | 273 | |
Amounts reclassified from accumulated other comprehensive loss | [1] | 0 | 0 | 0 | |
Other comprehensive income (loss) | [1] | 111 | 253 | 273 | |
Ending balance | [1] | 0 | (111) | (364) | |
Foreign Currency Translation Adjustments | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | (12,041) | (4,709) | 0 | |
Other comprehensive income before reclassifications | [1] | 1,039 | (7,332) | (4,709) | |
Amounts reclassified from accumulated other comprehensive loss | 0 | [1] | 0 | ||
Other comprehensive income (loss) | [1] | 1,039 | (7,332) | (4,709) | |
Ending balance | [1] | (11,002) | (12,041) | (4,709) | |
Investment in Debt Securities | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | 126 | 126 | 7,861 | |
Other comprehensive income before reclassifications | [1] | 0 | 0 | (7,735) | |
Amounts reclassified from accumulated other comprehensive loss | [1] | (126) | 0 | 0 | |
Other comprehensive income (loss) | [1] | (126) | 0 | (7,735) | |
Ending balance | [1] | 0 | 126 | 126 | |
Defined Benefit Plan Items | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning Balance | [1] | (8,913) | (49,648) | (28,405) | |
Other comprehensive income before reclassifications | [1] | 7,668 | (24,746) | (20,904) | |
Amounts reclassified from accumulated other comprehensive loss | [1] | (221) | 65,481 | (339) | |
Other comprehensive income (loss) | [1] | 7,447 | 40,735 | (21,243) | |
Ending balance | [1] | $ (1,466) | $ (8,913) | $ (49,648) | |
[1] | All amounts are net of tax. Amounts in parentheses indicate debits |
Accumulated Other Comprehensi87
Accumulated Other Comprehensive Loss Schedule of Reclassifications Out of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Schedule of Reclassifciations Out of Accumulated Other Comprehensive Income [Line Items] | ||||
Income (loss) before income taxes | $ 21,381 | $ (11,564) | $ 184,146 | |
Tax expense | 6,911 | (242) | 61,501 | |
Net income (loss) | 14,470 | (11,322) | 122,645 | |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Schedule of Reclassifciations Out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net income (loss) | [1] | (347) | (40,532) | (339) |
Amortization of prior-service cost | 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] | (354) | (543) | (543) |
Income (loss) before income taxes | [1] | (354) | (543) | (543) |
Tax expense | 133 | 204 | 204 | |
Net income (loss) | [1] | (221) | (339) | $ (339) |
Recognition of gain on sale of investment | Reclassification out of Accumulated Other Comprehensive Income | ||||
Schedule of Reclassifciations Out of Accumulated Other Comprehensive Income [Line Items] | ||||
Recognition of gain on sale of investment | [2],[3] | (200) | ||
Income (loss) before income taxes | [3] | (200) | ||
Tax expense | 74 | |||
Net income (loss) | [3] | $ (126) | ||
Settlement of defined benefit pension plan | Reclassification out of Accumulated Other Comprehensive Income | ||||
Schedule of Reclassifciations Out of Accumulated Other Comprehensive Income [Line Items] | ||||
Amortization of prior-service cost | [3] | 64,939 | ||
Income (loss) before income taxes | [3] | (64,939) | ||
Tax expense | 24,746 | |||
Net income (loss) | [3] | $ (40,193) | ||
[1] | Amounts in parentheses indicate debits to profit/loss | |||
[2] | This accumulated other comprehensive income component is included in the computation of net periodic benefit cost (see Note 7. Employee Benefit Plans footnote for additional details) | |||
[3] | All amounts are net of tax. Amounts in parentheses indicate debits |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Net income attributable to The Andersons, Inc. | $ 10,145 | $ 1,722 | $ 14,423 | $ (14,696) | $ (47,029) | $ (1,227) | $ 31,092 | $ 4,097 | $ 11,594 | $ (13,067) | $ 109,726 |
Less: Distributed and undistributed earnings allocated to non-vested restricted stock | 9 | 29 | 569 | ||||||||
Earnings available to common shareholders | $ 11,585 | $ (13,096) | $ 109,157 | ||||||||
Earnings per share – basic: | |||||||||||
Weighted average shares outstanding – basic (shares) | 28,193,000 | 28,288,000 | 28,367,000 | ||||||||
Earnings per share-basic (in dollars per share) | $ 0.36 | $ 0.06 | $ 0.51 | $ (0.52) | $ (1.68) | $ (0.04) | $ 1.09 | $ 0.14 | $ 0.41 | $ (0.46) | $ 3.85 |
Earnings per share – diluted: | |||||||||||
Weighted average shares outstanding – basic (shares) | 28,193,000 | 28,288,000 | 28,367,000 | ||||||||
Effect of dilutive awards (shares) | 238,000 | 0 | 85,000 | ||||||||
Weighted average shares outstanding – diluted | 28,431,000 | 28,288,000 | 28,452,000 | ||||||||
Earnings per share-diluted (in dollars per share) | $ 0.36 | $ 0.06 | $ 0.51 | $ (0.52) | $ (1.68) | $ (0.04) | $ 1.09 | $ 0.14 | $ 0.41 | $ (0.46) | $ 3.84 |
Earnings Per Share (Textual) [Abstract] | |||||||||||
Antidilutive stock-based awards outstanding (shares) | 0 | 0 |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements (Details) - Fair Value, Measurements, Nonrecurring [Member] $ in Thousands | Dec. 31, 2016USD ($) | [1] |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value Disclosure, Nonrecurring | $ 11,210 | |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value Disclosure, Nonrecurring | 0 | |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value Disclosure, Nonrecurring | 0 | |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value Disclosure, Nonrecurring | $ 11,210 | |
[1] | Included in other assets and liabilities are deferred compensation assets, ethanol risk management contracts, and foreign exchange derivative contracts (Level 1), interest rate derivatives (Level 2), and contingent consideration to the former owners of Kay Flo Industries, Inc (Level 3) |
Fair Value Measurements (Detail
Fair Value Measurements (Details 1) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Assets and liabilities measured at fair value on a recurring basis | |||
Cash equivalents | $ 0 | $ 26,931 | |
Restricted cash | 471 | 450 | |
Commodity derivatives, net | [1] | 22,041 | 11,789 |
Provisionally priced contracts | [2] | (170,197) | (236,990) |
Convertible preferred securities | [3] | 3,294 | 13,550 |
Other assets and liabilities | [4] | 6,861 | 5,661 |
Total | (137,530) | (178,609) | |
Level 1 | |||
Assets and liabilities measured at fair value on a recurring basis | |||
Cash equivalents | 0 | 26,931 | |
Restricted cash | 471 | 450 | |
Commodity derivatives, net | [1] | 29,872 | 26,890 |
Provisionally priced contracts | [2] | (105,321) | (133,842) |
Convertible preferred securities | [3] | 0 | 0 |
Other assets and liabilities | [4] | 9,391 | 8,635 |
Total | (65,587) | (70,936) | |
Level 2 | |||
Assets and liabilities measured at fair value on a recurring basis | |||
Cash equivalents | 0 | 0 | |
Restricted cash | 0 | 0 | |
Commodity derivatives, net | [1] | (7,831) | (15,101) |
Provisionally priced contracts | [2] | (64,876) | (103,148) |
Convertible preferred securities | [3] | 0 | 0 |
Other assets and liabilities | [4] | (2,530) | (3,324) |
Total | (75,237) | (121,573) | |
Level 3 | |||
Assets and liabilities measured at fair value on a recurring basis | |||
Cash equivalents | 0 | 0 | |
Restricted cash | 0 | 0 | |
Commodity derivatives, net | [1] | 0 | 0 |
Provisionally priced contracts | [2] | 0 | 0 |
Convertible preferred securities | [3] | 3,294 | 13,550 |
Other assets and liabilities | [4] | 0 | 350 |
Total | $ 3,294 | $ 13,900 | |
[1] | Includes associated cash posted/received as collateral | ||
[2] | Included in "Provisionally priced contracts" are those instruments based only on underlying futures values (Level 1) and delayed price contracts (Level 2) | ||
[3] | Recorded in “Other noncurrent assets” on the Company’s Consolidated Balance Sheets | ||
[4] | Included in other assets and liabilities are deferred compensation assets, ethanol risk management contracts, and foreign exchange derivative contracts (Level 1), interest rate derivatives (Level 2), and contingent consideration to the former owners of Kay Flo Industries, Inc (Level 3) |
Fair Value Measurements (Deta91
Fair Value Measurements (Details 2) - Level 3 - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Contingent Consideration | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||
Liability at January 1, | $ (350) | $ 0 |
New agreements | 0 | (350) |
Sales proceeds | 0 | 0 |
Realized Gains (Losses) included in Earnings | 350 | 0 |
Unrealized Gains (Losses) included in Other Comprehensive Income | 0 | 0 |
Fair value of impaired retail properties | 0 | 0 |
Liability at December 31, | 0 | (350) |
Convertible Debt Securities [Member] | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Assets (Liabilities) at January 1, | 13,550 | |
Assets (Liabilities) at December 31, | 13,550 | |
Convertible Securities | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Assets (Liabilities) at January 1, | 12,800 | 13,300 |
New agreements | 2,500 | 750 |
Sales proceeds | (13,485) | (992) |
Realized Gains (Losses) included in Earnings | 729 | 492 |
Unrealized Gains (Losses) included in Other Comprehensive Income | 0 | 0 |
Fair value of impaired retail properties | 0 | 0 |
Assets (Liabilities) at December 31, | 3,294 | $ 12,800 |
Real Property | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Assets (Liabilities) at December 31, | $ 11,210 |
Fair Value Measurements (Deta92
Fair Value Measurements (Details 3) - Level 3 - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2014 | |
Convertible Securities | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Assets, fair value measurement with unobservable input | $ 12,800 | $ 3,294 | $ 13,300 |
Convertible Securities | Market Approach | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
EBITDA Multiples | 5.60 | ||
Convertible Securities | Income Approach | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Discount Rate | 14.50% | ||
Real Property | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Assets, fair value measurement with unobservable input | $ 11,210 | ||
Convertible Notes | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Assets, fair value measurement with unobservable input | $ 750 |
Fair Value Measurements (Deta93
Fair Value Measurements (Details 4) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | ||
Loan term | 15 years | |
Carrying Amount | ||
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | ||
Fair value of long-term debt | $ 345,576 | $ 280,486 |
Fair Value | ||
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | ||
Fair value of long-term debt | 348,221 | 284,188 |
Level 2 | Fixed rate long-term notes payable | Carrying Amount | ||
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | ||
Fair value of long-term debt | 308,645 | 241,111 |
Level 2 | Fixed rate long-term notes payable | Fair Value | ||
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | ||
Fair value of long-term debt | 310,338 | 244,101 |
Level 2 | Debenture bonds | Carrying Amount | ||
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | ||
Fair value of long-term debt | 36,931 | 39,375 |
Level 2 | Debenture bonds | Fair Value | ||
Fair value of long-term debt estimated using quoted market prices or discounted future cash flows | ||
Fair value of long-term debt | $ 37,883 | $ 40,087 |
Related Party Transactions (Det
Related Party Transactions (Details Textual) gal in Millions | Dec. 04, 2015USD ($) | Jan. 22, 2014USD ($) | Dec. 31, 2016USD ($)Entitygal | Dec. 31, 2015USD ($)Entity | Dec. 31, 2014USD ($) | Dec. 31, 2009USD ($) | Dec. 03, 2015 | Jan. 21, 2014 | Jul. 31, 2013location | Dec. 31, 2007 | Jan. 31, 2007 | |
Related Party Transaction [Line Items] | ||||||||||||
Proceeds from sale of investments | $ 8,200,000 | $ 15,013,000 | $ 0 | $ 0 | ||||||||
Proceeds from equity method investment, return of capital | 1,300,000 | |||||||||||
Proceeds from equity method investment, return on capital | 6,700,000 | |||||||||||
Realized gain on disposal of investment | $ 23,100,000 | |||||||||||
Capacity of production facility gallon per year | gal | 110 | |||||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 34.00% | |||||||||||
Number of ethanol entities | Entity | 3 | 3 | ||||||||||
Revenues recognized for sale of ethanol | $ 427,800,000 | $ 428,200,000 | 584,200,000 | |||||||||
Revenues recognized for sale of corn | 426,800,000 | 443,900,000 | 480,200,000 | |||||||||
Due from related parties | 4,100,000 | 3,900,000 | ||||||||||
Receivables due from related parties due more than 30 days | 9,400 | 63,300 | ||||||||||
Investments in affiliates | 2,523,000 | 938,000 | $ 238,000 | |||||||||
Total distributions received from unconsolidated affiliates | 33,600,000 | |||||||||||
Undistributed earnings of equity method investments | $ 72,100,000 | |||||||||||
Percentage of new shares acquired from subsidiary (percentage) | 100.00% | |||||||||||
Related party, gross asset | 4,100,000 | $ 2,300,000 | ||||||||||
Related party, gross liability | $ 100,000 | $ 300,000 | ||||||||||
The Andersons Albion Ethanol LLC | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Percentage of company ownership interest (percentage) | 55.00% | |||||||||||
Capacity of production facility gallon per year | gal | 55 | |||||||||||
The Andersons Marathon Ethanol LLC | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Percentage of company ownership interest (percentage) | 50.00% | |||||||||||
Capacity of production facility gallon per year | gal | 110 | |||||||||||
Equity method investment ownership percentage transferred | 50.00% | 50.00% | ||||||||||
Additional investment for minority interest ownership by noncontrolling owners | $ 1,100,000 | |||||||||||
Lux JV Hold Co | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Percentage of company ownership interest (percentage) | 100.00% | |||||||||||
Thompsons Limited | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Percentage of company ownership interest (percentage) | 50.00% | [1] | 50.00% | |||||||||
Number of locations | location | 12 | |||||||||||
LTG | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Agreement for partial redemption of equity method investment | $ 60,000,000 | |||||||||||
Percentage of company ownership interest (percentage) | 31.00% | 39.20% | 38.50% | 47.50% | ||||||||
Proceeds from sale of investments | $ 31,500,000 | |||||||||||
Realized gain on disposal of investment | 17,100,000 | |||||||||||
Realized gain on disposal of investment, net of tax | 10,700,000 | |||||||||||
Total distributions received from unconsolidated affiliates | $ 28,500,000 | |||||||||||
LTG | New Hope | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Percentage of company ownership interest (percentage) | 20.00% | |||||||||||
[1] | Thompsons Limited and related U.S. operating company held by joint ventures |
Related Party Transactions (D95
Related Party Transactions (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | ||||||||||||
Sales | $ 1,113,055 | $ 859,612 | $ 1,064,244 | $ 887,879 | $ 1,183,473 | $ 909,093 | $ 1,187,704 | $ 918,225 | $ 3,924,790 | $ 4,198,495 | $ 4,540,071 | |
Gross profit | 103,694 | $ 77,015 | $ 97,042 | $ 67,755 | 99,162 | $ 85,190 | $ 108,173 | $ 83,313 | 345,506 | 375,838 | 397,139 | |
Net income (loss) | 14,470 | (11,322) | 122,645 | |||||||||
Current assets | 1,058,126 | 1,129,522 | 1,058,126 | 1,129,522 | ||||||||
Current liabilities | 799,776 | 888,037 | 799,776 | 888,037 | ||||||||
Noncontrolling interests | 790,697 | 783,739 | 790,697 | 783,739 | 824,049 | $ 724,421 | ||||||
Subsidiaries | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Sales | 6,579,413 | 6,868,257 | 8,152,313 | |||||||||
Gross profit | 188,350 | 250,847 | 396,774 | |||||||||
Income from continuing operations | 12,288 | 85,220 | 233,831 | |||||||||
Net income (loss) | 6,445 | 81,368 | 219,431 | |||||||||
Current assets | 898,081 | 1,236,171 | 898,081 | 1,236,171 | 1,482,110 | |||||||
Non-current assets | 565,416 | 500,637 | 565,416 | 500,637 | 558,138 | |||||||
Current liabilities | 665,387 | 796,816 | 665,387 | 796,816 | 1,153,101 | |||||||
Non-current liabilities | 359,816 | 342,075 | 359,816 | 342,075 | 381,646 | |||||||
Noncontrolling interests | $ 3,628 | $ 11,716 | $ 3,628 | $ 11,716 | $ 13,953 |
Related Party Transactions (D96
Related Party Transactions (Details 2) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | |||
Equity method investments | $ 216,931 | $ 242,107 | |
The Andersons Albion Ethanol LLC | |||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | |||
Equity method investments | 38,972 | 32,871 | |
The Andersons Clymers Ethanol LLC | |||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | |||
Equity method investments | 19,739 | 29,278 | |
The Andersons Marathon Ethanol LLC | |||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | |||
Equity method investments | 22,069 | 31,255 | |
Lansing Trade Group, LLC | |||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | |||
Equity method investments | 89,050 | 101,531 | |
Thompsons Limited | |||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | |||
Equity method investments | [1] | 46,184 | 43,964 |
Other | |||
Equity Method Investment Companys Investment Balance In Each Equity Method Investees By Entity [Abstract] | |||
Equity method investments | $ 917 | $ 3,208 | |
[1] | Thompsons Limited and related U.S. operating company held by joint ventures |
Related Party Transactions (D97
Related Party Transactions (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jul. 31, 2013 | |||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Income earned from Company's equity method investees | $ 9,721 | $ 31,924 | $ 96,523 | |||
Reduction in ownership percentage (percentage) | 0.70% | |||||
The Andersons Albion Ethanol LLC | ||||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Percentage of company ownership interest (percentage) | 55.00% | |||||
Income earned from Company's equity method investees | $ 6,167 | 5,636 | 19,814 | |||
The Andersons Clymers Ethanol LLC | ||||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Percentage of company ownership interest (percentage) | 39.00% | |||||
Income earned from Company's equity method investees | $ 6,486 | 6,866 | 21,840 | |||
The Andersons Marathon Ethanol LLC | ||||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Percentage of company ownership interest (percentage) | 50.00% | |||||
Income earned from Company's equity method investees | $ 5,814 | 4,718 | 27,226 | |||
Lansing Trade Group, LLC | ||||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Percentage of company ownership interest (percentage) | [1] | 33.00% | ||||
Income earned from Company's equity method investees | $ (9,935) | 11,880 | 23,266 | |||
Thompsons Limited | ||||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Percentage of company ownership interest (percentage) | 50.00% | [2] | 50.00% | |||
Income earned from Company's equity method investees | [2] | $ 1,189 | 2,735 | 4,140 | ||
Other | ||||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Income earned from Company's equity method investees | $ 0 | $ 89 | $ 237 | |||
Minimum | Other | ||||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Percentage of company ownership interest (percentage) | 5.00% | |||||
Maximum | Other | ||||||
Income Earned From Companys Equity Method Investments By Entity [Abstract] | ||||||
Percentage of company ownership interest (percentage) | 34.00% | |||||
[1] | This does not consider the restricted management units which once vested will reduce the ownership percentage by approximately 0.7%. | |||||
[2] | Thompsons Limited and related U.S. operating company held by joint ventures |
Related Party Transactions (D98
Related Party Transactions (Details 4) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Related party transactions entered into for the time periods presented | ||||
Sales revenues | $ 749,746 | $ 825,220 | $ 1,062,377 | |
Service fee revenues | [1] | 17,957 | 20,393 | 23,093 |
Purchases of product | 463,832 | 465,056 | 604,067 | |
Lease income | [2] | 5,966 | 6,664 | 6,381 |
Labor and benefits reimbursement | [3] | 12,809 | 11,567 | 11,707 |
Other expenses | [4] | 149 | 1,059 | 1,224 |
Accounts receivable | [5] | 26,254 | 13,362 | 25,049 |
Accounts payable | [6] | $ 23,961 | $ 13,784 | $ 17,687 |
[1] | Service fee revenues include management fee, corn origination fee, 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 unconsolidated 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. |
Segment Information (Details Te
Segment Information (Details Textual) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments (business segments) | segment | 5 | ||
Number of consolidated segments | segment | 1 | ||
Number of segments accounted for as equity method investments | segment | 3 | ||
Railcar assets leased to others, net | $ 327,195 | $ 338,111 | |
Rental and service income-operating leases | 95,254 | 97,059 | $ 80,715 |
Canada | Grain | |||
Segment Reporting Information [Line Items] | |||
Revenues | 78,300 | 195,600 | 251,400 |
Canada | Rail | |||
Segment Reporting Information [Line Items] | |||
Revenues | 13,200 | 11,000 | $ 9,100 |
Canada | Railcar | Rail | |||
Segment Reporting Information [Line Items] | |||
Railcar assets leased to others, net | $ 26,800 | $ 26,600 | |
Customer Concentration Risk | Revenues | |||
Segment Reporting Information [Line Items] | |||
Concentration risk percentage | 10.00% |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | $ 1,113,055 | $ 859,612 | $ 1,064,244 | $ 887,879 | $ 1,183,473 | $ 909,093 | $ 1,187,704 | $ 918,225 | $ 3,924,790 | $ 4,198,495 | $ 4,540,071 | |
Interest expense (income) | 21,119 | 20,072 | 21,760 | |||||||||
Equity in earnings of affiliates, net | 9,721 | 31,924 | 96,523 | |||||||||
Other income, net | 14,775 | 46,472 | 31,125 | |||||||||
Income (loss) before income taxes | 21,381 | (11,564) | 184,146 | |||||||||
Identifiable assets | 2,232,849 | 2,359,101 | 2,232,849 | 2,359,101 | ||||||||
Capital expenditures | 77,740 | 72,469 | 59,675 | |||||||||
Acquisition of businesses, net of cash acquired and other investments | 2,500 | 129,299 | 55,795 | |||||||||
Depreciation and amortization | 84,325 | 78,456 | 62,005 | |||||||||
Grain | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Depreciation and amortization | 18,232 | 19,240 | 16,547 | |||||||||
Ethanol | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Depreciation and amortization | 5,925 | 5,865 | 5,700 | |||||||||
Plant Nutrient | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Depreciation and amortization | 28,663 | 25,179 | 19,624 | |||||||||
Rail | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Depreciation and amortization | 20,082 | 18,450 | 13,262 | |||||||||
Retail | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Depreciation and amortization | 2,452 | 2,510 | 2,668 | |||||||||
Other Segments [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Depreciation and amortization | 8,971 | 7,212 | 4,204 | |||||||||
Operating Segments | Grain | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 2,357,171 | 2,483,643 | 2,682,038 | |||||||||
Interest expense (income) | 7,955 | 5,778 | 8,785 | |||||||||
Equity in earnings of affiliates, net | (8,746) | 14,703 | 27,643 | |||||||||
Other income, net | 5,472 | 26,229 | 21,450 | |||||||||
Income (loss) before income taxes | (15,651) | (9,446) | 58,136 | |||||||||
Identifiable assets | 961,114 | 1,010,810 | 961,114 | 1,010,810 | ||||||||
Capital expenditures | 21,428 | 26,862 | 20,958 | |||||||||
Acquisition of businesses, net of cash acquired and other investments | 0 | 0 | 40,206 | |||||||||
Operating Segments | Ethanol | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 544,556 | 556,188 | 765,939 | |||||||||
Interest expense (income) | 35 | 70 | 255 | |||||||||
Equity in earnings of affiliates, net | 18,467 | 17,221 | 68,880 | |||||||||
Other income, net | 77 | 377 | 223 | |||||||||
Income (loss) before income taxes | 24,723 | 28,503 | 92,257 | |||||||||
Identifiable assets | 171,115 | 183,080 | 171,115 | 183,080 | ||||||||
Capital expenditures | 2,301 | 7,223 | 2,256 | |||||||||
Acquisition of businesses, net of cash acquired and other investments | 0 | 0 | 0 | |||||||||
Operating Segments | Plant Nutrient | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 725,176 | 848,338 | 802,333 | |||||||||
Interest expense (income) | 6,448 | 7,243 | 5,278 | |||||||||
Other income, net | 3,716 | 3,046 | 4,372 | |||||||||
Income (loss) before income taxes | 14,176 | 121 | 24,514 | |||||||||
Identifiable assets | 484,455 | 531,753 | 484,455 | 531,753 | ||||||||
Capital expenditures | 15,153 | 14,384 | 24,491 | |||||||||
Acquisition of businesses, net of cash acquired and other investments | 0 | 128,549 | 15,489 | |||||||||
Operating Segments | Rail | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 163,658 | 170,848 | 148,954 | |||||||||
Interest expense (income) | 6,461 | 7,006 | 7,247 | |||||||||
Other income, net | 2,218 | 15,935 | 3,094 | |||||||||
Income (loss) before income taxes | 32,428 | 50,681 | 31,445 | |||||||||
Identifiable assets | 398,446 | 405,702 | 398,446 | 405,702 | ||||||||
Capital expenditures | 4,345 | 2,990 | 2,332 | |||||||||
Acquisition of businesses, net of cash acquired and other investments | 0 | 0 | 0 | |||||||||
Operating Segments | Retail | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 134,229 | 139,478 | 140,807 | |||||||||
Interest expense (income) | 496 | 356 | 666 | |||||||||
Other income, net | 507 | 557 | 955 | |||||||||
Income (loss) before income taxes | (8,848) | (455) | (620) | |||||||||
Identifiable assets | 31,257 | 44,135 | 31,257 | 44,135 | ||||||||
Capital expenditures | 436 | 1,005 | 1,190 | |||||||||
Inter-Segments | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 3,507 | 5,447 | 6,159 | |||||||||
Inter-Segments | Grain | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 1,638 | 3,573 | 5,066 | |||||||||
Inter-Segments | Plant Nutrient | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 470 | 682 | 627 | |||||||||
Inter-Segments | Rail | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales and merchandising revenues | 1,399 | 1,192 | 466 | |||||||||
Other | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Interest expense (income) | (276) | (381) | (471) | |||||||||
Other income, net | 2,785 | 328 | 1,031 | |||||||||
Income (loss) before income taxes | [1] | (28,323) | (82,713) | (34,505) | ||||||||
Identifiable assets | $ 186,462 | $ 183,621 | 186,462 | 183,621 | ||||||||
Capital expenditures | 34,077 | 20,005 | 8,448 | |||||||||
Acquisition of businesses, net of cash acquired and other investments | 2,500 | 750 | 100 | |||||||||
Non-controlling interest | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Income (loss) before income taxes | $ 2,876 | $ 1,745 | $ 12,919 | |||||||||
[1] | includes pension settlement charges in 2015 |
Commitments and Contingencie101
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Lease income and rental expense from operating leases | |||
Rental and service income-operating leases | $ 95,254 | $ 97,059 | $ 80,715 |
Rental expense | $ 16,723 | $ 15,214 | $ 13,206 |
Commitments and Contingencie102
Commitments and Contingencies (Details 1) $ in Thousands | Dec. 31, 2016USD ($) |
Future Rental and Service Income - Operating Leases | |
Future Rental and Service Income - Operating Leases, 2017 | $ 68,838 |
Future Rental and Service Income - Operating Leases, 2018 | 52,447 |
Future Rental and Service Income - Operating Leases, 2019 | 34,006 |
Future Rental and Service Income - Operating Leases, 2020 | 19,670 |
Future Rental and Service Income - Operating Leases, 2021 | 13,923 |
Future Rental and Service Income - Operating Leases, Future years | 24,336 |
Future Rental and Service Income - Operating Leases, Total | 213,220 |
Future Minimum Rental Payments | |
Future Minimum Rental Payments, 2017 | 14,544 |
Future Minimum Rental Payments, 2018 | 11,356 |
Future Minimum Rental Payments, 2019 | 6,891 |
Future Minimum Rental Payments, 2020 | 5,072 |
Future Minimum Rental Payments, 2021 | 4,473 |
Future Minimum Rental Payments, Future years | 12,853 |
Future Minimum Rental Payments, Total | $ 55,189 |
Commitments and Contingencie103
Commitments and Contingencies (Details Textual) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2015 | Dec. 31, 2016USD ($)Joint_Venture | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Operating Leased Assets [Line Items] | ||||
Lease income per diem arrangements recognized | $ 4.9 | $ 5 | $ 3.4 | |
Management and service fees | 5.7 | 7 | 8.4 | |
Rental expense under agreements net | 12.3 | 10.9 | 8.9 | |
Future minimum lease payments, 2017 | 5.5 | |||
Future minimum lease payments, 2018 | 4.6 | |||
Future minimum lease payments, 2019 | 3.8 | |||
Future minimum lease payments, 2020 | 3.3 | |||
Future minimum lease payments, 2021 | 3 | |||
Future minimum lease payments, thereafter | $ 0.3 | |||
Number of ethanol joint ventures | Joint_Venture | 2 | |||
Periods of lease income renewals | 7 years 6 months | |||
Operating lease income | $ 2 | $ 2 | $ 2 | |
Build-to-Suit Lease | ||||
Operating Leased Assets [Line Items] | ||||
Lease agreement initial term of contract | 15 years | |||
Build-to-Suit Lease | Other Long-term Liabilities | ||||
Operating Leased Assets [Line Items] | ||||
Built-to-suit financial obligation | 14 | |||
Build-to-Suit Lease | Other Current Liabilities | ||||
Operating Leased Assets [Line Items] | ||||
Built-to-suit financial obligation | $ 0.9 |
Supplemental Cash Flow Infor104
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplemental disclosure of cash flow information | |||
Interest paid | $ 21,407 | $ 19,292 | $ 19,944 |
Income taxes paid, net of refunds | (10,587) | 4,909 | 36,783 |
Noncash investing and financing activity | |||
Capital projects incurred but not yet paid | 3,092 | 7,507 | 6,000 |
Purchase of a productive asset through seller-financing | 0 | 1,010 | 6,634 |
Shares issued for acquisition of business | 0 | 4,303 | 31,050 |
Outstanding shares to be issued for acquisition of business | 0 | 0 | 4,470 |
Dividends declared not yet paid | $ 4,493 | $ 4,338 | $ 4,059 |
Stock Compensation Plans (Detai
Stock Compensation Plans (Details Textual) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2008 | May 02, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense recognized | $ 7,000,000 | $ 1,900,000 | $ 8,600,000 | ||
SOSARs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Term of granting options to directors and management personnel | 5 years | ||||
General vesting period of options granted | 3 years | ||||
Shares outstanding at the of period (in shares) | 0 | ||||
Restricted Stock Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares issued | 177,321 | ||||
EPS PSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized compensation cost | $ 0 | ||||
EPS PSUs | Executive Officer | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of maximum amount available for issuance | 0.00% | 0.00% | 0.00% | ||
TSR PSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
General vesting period of options granted | 3 years | ||||
Expected term (in years) | 2 years 9 months 29 days | ||||
Total unrecognized compensation cost | $ 1,100,000 | ||||
Period for recognition of compensation cost | 2 years | ||||
Number of shares issued | 129,714 | ||||
TSR PSUs | Executive Officer | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares issued | 129,714 | ||||
Employee Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares remained available | 137,000 | ||||
Expected term (in years) | 1 year | 1 year | 1 year | ||
Term of Treasury issues | 1 year | ||||
The 2014 LT Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized to grant under LT Plan | 1,750,000 | ||||
Number of shares remained available | 808,000 | ||||
General vesting period of options granted | 3 years | ||||
Term of awards | 7 years | ||||
Expected volatility measurement period | 5 years 6 months | ||||
The 2014 LT Plan | SOSARs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized compensation cost | $ 0 | ||||
The 2014 LT Plan | Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected term (in years) | 5 years 6 months | ||||
Total unrecognized compensation cost | $ 1,100,000 | ||||
Period for recognition of compensation cost | 1 year 9 months 18 days | ||||
The 2014 LT Plan | Restricted Stock Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized compensation cost | $ 2,100,000 | ||||
Period for recognition of compensation cost | 2 years 8 months | ||||
Grants in 2013 | EPS PSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
General vesting period of options granted | 2 years 3 months | ||||
Grants in 2014 | Restricted Stock Awards | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
General vesting period of options granted | 3 years | ||||
Annual award vesting rights, percentage | 33.33% | ||||
Granted in 2014 and prior to 2013 | EPS PSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
General vesting period of options granted | 3 years |
Stock Compensation Plans (De106
Stock Compensation Plans (Details) - SOSARs and Stock Options - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total intrinsic value of SOSARs exercised | $ 0 | $ 0 | $ 5,193 |
Total fair value of shares vested | $ 0 | $ 0 | $ 0 |
Stock Compensation Plans (De107
Stock Compensation Plans (Details 1) - Options - The 2014 LT Plan | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk free interest rate | 1.80% |
Dividend yield | 1.58% |
Volatility factor of the expected market price of the common shares | 35.00% |
Expected life for the options (in years) | 5 years 6 months |
Stock Compensation Plans (De108
Stock Compensation Plans (Details 2) - The 2014 LT Plan $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Options outstanding, beginning of period (shares) | shares | 325 |
Options granted (shares) | shares | 0 |
Options exercised, Shares | shares | 0 |
Options cancelled/forfeited (shares) | shares | 0 |
Options outstanding, end of period (shares) | shares | 325 |
Vested and expected to vest (shares) | shares | 323 |
Options exercisable (shares) | shares | 108 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Options outstanding, beginning of period (in dollars per share) | $ 35.40 |
Options granted (in dollars per share) | 0 |
Options exercised (in dollars per share) | 0 |
Options cancelled/forfeited (in dollars per share) | 0 |
Options outstanding, end of period (in dollars per share) | 35.40 |
Vested and expected to vest (in dollars per share) | 35.40 |
Options exercisable (in dollars per share) | $ 35.40 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Options Outstanding, Weighted-Average Remaining Contractual Term | 5 years 10 months 2 days |
Vested and expected to vest, Weighted-Average Remaining Contractual Term | 5 years 10 months 2 days |
Options exercisable, Weighted-Average Remaining Contractual Term | 5 years 10 months 2 days |
Options outstanding, Aggregate Intrinsic Value | $ | $ 3,023 |
Vested and expected to vest, Aggregate Intrinsic Value | $ | 3,002 |
Options exercisable, Aggregate Intrinsic Value | $ | 1,008 |
Total intrinsic value of Options exercised | $ | 0 |
Total fair value of shares vested | $ | $ 1,123 |
Weighted average fair value of Options granted (in dollars per share) | $ 0 |
Stock Compensation Plans (De109
Stock Compensation Plans (Details 3) - Restricted Stock Awards - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Shares (000)'s | |||
Nonvested shares at beginning of period (shares) | 151 | ||
Granted (shares) | 177 | ||
Vested (shares) | (92) | ||
Forfeited (shares) | (13) | ||
Nonvested at end of period (shares) | 223 | 151 | |
Weighted-Average Grant-Date Fair Value | |||
Nonvested Shares, Weighted-Average Grant-Date Fair Value at beginning of period (in dollars per share) | $ 44.99 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Granted (in dollars per share) | 27.20 | $ 42.32 | $ 54.84 |
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Vested (in dollars per share) | 43.61 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Forfeited (in dollars per share) | 36.45 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value at end of period (in dollars per share) | $ 31.93 | $ 44.99 | |
Total fair value of shares vested (000's) | $ 4,038 | $ 4,918 | $ 1,585 |
Stock Compensation Plans (De110
Stock Compensation Plans (Details 4) - EPS PSUs - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Shares (000)'s | |||
Nonvested shares at beginning of period (shares) | 311 | ||
Nonvested shares, Granted (shares) | (130) | ||
Vested (shares) | 0 | ||
Forfeited (shares) | (137) | ||
Nonvested at end of period (shares) | 304 | 311 | |
Weighted-Average Grant-Date Fair Value | |||
Nonvested Shares, Weighted-Average Grant-Date Fair Value at beginning of period (in dollars per share) | $ 48.53 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Granted (in dollars per share) | 27.54 | $ 44.76 | $ 54.84 |
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Vested (in dollars per share) | 0 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Forfeited (in dollars per share) | 45.90 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value at end of period (in dollars per share) | $ 40.76 | $ 48.53 |
Stock Compensation Plans Stock
Stock Compensation Plans Stock Compensation Plans (Details 5) - TSR PSUs | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk free interest rate | 1.00% |
Dividend yield | 0.00% |
Volatility factor of the expected market price of the common shares | 37.00% |
Expected term (in years) | 2 years 9 months 29 days |
Correlation coefficient | 43.00% |
Stock Compensation Plans Sto112
Stock Compensation Plans Stock Compensation Plans (Details 6) - TSR PSUs - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Shares (000)'s | |||
Nonvested shares at beginning of period (shares) | 0 | ||
Granted (shares) | 130 | ||
Vested (shares) | 0 | ||
Nonvested at end of period (shares) | 118 | 0 | |
Forfeited (shares) | (12) | ||
Weighted-Average Grant-Date Fair Value | |||
Nonvested Shares, Weighted-Average Grant-Date Fair Value at beginning of period (in dollars per share) | $ 0 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Granted (in dollars per share) | 26.43 | $ 0 | $ 0 |
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Vested (in dollars per share) | 0 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value, Forfeited (in dollars per share) | 26.43 | ||
Nonvested Shares, Weighted-Average Grant-Date Fair Value at end of period (in dollars per share) | $ 26.43 | $ 0 |
Stock Compensation Plans (De113
Stock Compensation Plans (Details 7) - Employee Stock | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair value of the option component of the ESP Plan | |||
Risk free interest rate | 0.61% | 0.25% | 0.13% |
Dividend yield | 1.96% | 1.05% | 0.74% |
Volatility factor of the expected market price of the Company's common shares | 36.00% | 41.00% | 23.00% |
Expected life for the options (in years) | 1 year | 1 year | 1 year |
Business Acquisition (Details T
Business Acquisition (Details Textual) | 12 Months Ended | ||||
Dec. 31, 2016USD ($)acquisitions | Dec. 31, 2015USD ($) | May 18, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Business Acquisition [Line Items] | |||||
Number of business acquisitions completed during the period | acquisitions | 0 | ||||
Goodwill | $ 63,934,000 | $ 63,934,000 | $ 72,365,000 | $ 58,554,000 | |
Plant Nutrient | |||||
Business Acquisition [Line Items] | |||||
Goodwill | 59,767,000 | $ 59,767,000 | $ 21,776,000 | $ 16,222,000 | |
Kay Flow Industries, Inc. | |||||
Business Acquisition [Line Items] | |||||
Percentage of shares outstanding acquired | 100.00% | ||||
Contingent consideration, minimum | $ 0 | ||||
Contingent consideration, maximum | 24,000,000 | ||||
Fair value of consideration for acquisition | $ 0 | 129,429,000 | |||
Contingent consideration | 400,000 | ||||
Goodwill | 47,735,000 | ||||
Kay Flow Industries, Inc. | Plant Nutrient | |||||
Business Acquisition [Line Items] | |||||
Goodwill | $ 47,700,000 |
Business Acquisition (Details)
Business Acquisition (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | May 18, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 63,934,000 | $ 63,934,000 | $ 72,365,000 | $ 58,554,000 | |
Kay Flow Industries, Inc. | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 880,000 | ||||
Accounts receivable | 14,699,000 | ||||
Inventory | 25,094,000 | ||||
Other assets | 6,155,000 | ||||
Intangibles | 53,091,000 | ||||
Goodwill | 47,735,000 | ||||
Property, plant and equipment | 27,478,000 | ||||
Accounts payable | (12,131,000) | ||||
Other current liabilities | (4,866,000) | ||||
Other liabilities | (28,706,000) | ||||
Total purchase price | $ 0 | $ 129,429,000 |
Business Acquisition (Details 1
Business Acquisition (Details 1) - Kay Flow Industries, Inc. $ in Thousands | May 18, 2015USD ($) | |
Intangible assets acquisition | ||
Acquired identifiable intangible assets | $ 53,091 | |
Weighted average useful life | 10 years | [1] |
Unpatented Technology | ||
Intangible assets acquisition | ||
Acquired identifiable intangible assets | $ 13,400 | |
Weighted average useful life | 10 years | |
Customer relationships | ||
Intangible assets acquisition | ||
Acquired identifiable intangible assets | $ 22,800 | |
Weighted average useful life | 10 years | |
Trade name | ||
Intangible assets acquisition | ||
Acquired identifiable intangible assets | $ 15,500 | |
Trade name | Minimum | ||
Intangible assets acquisition | ||
Weighted average useful life | 7 years | |
Trade name | Maximum | ||
Intangible assets acquisition | ||
Weighted average useful life | 10 years | |
Non-compete agreement | ||
Intangible assets acquisition | ||
Acquired identifiable intangible assets | $ 1,342 | |
Weighted average useful life | 5 years | |
Favorable leasehold interest | ||
Intangible assets acquisition | ||
Acquired identifiable intangible assets | $ 49 | |
Weighted average useful life | 5 years | |
[1] | weighted average number of years |
Sale of Assets (Details)
Sale of Assets (Details) $ in Thousands | May 02, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Apr. 05, 2016location |
Business Acquisition [Line Items] | |||||
Cash received from sale of assets | $ 54,330 | $ 0 | $ 0 | ||
IOWA | |||||
Business Acquisition [Line Items] | |||||
Number of grain and agronomy locations sold | location | 8 | ||||
Cash received from sale of assets | $ 54,300 |
Quarterly Consolidated Finan118
Quarterly Consolidated Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Data [Abstract] | |||||||||||
Sales and merchandising revenues | $ 1,113,055 | $ 859,612 | $ 1,064,244 | $ 887,879 | $ 1,183,473 | $ 909,093 | $ 1,187,704 | $ 918,225 | $ 3,924,790 | $ 4,198,495 | $ 4,540,071 |
Gross profit | 103,694 | 77,015 | 97,042 | 67,755 | 99,162 | 85,190 | 108,173 | 83,313 | 345,506 | 375,838 | 397,139 |
Net income attributable to The Andersons, Inc. | $ 10,145 | $ 1,722 | $ 14,423 | $ (14,696) | $ (47,029) | $ (1,227) | $ 31,092 | $ 4,097 | $ 11,594 | $ (13,067) | $ 109,726 |
Earnings per share-basic (in dollars per share) | $ 0.36 | $ 0.06 | $ 0.51 | $ (0.52) | $ (1.68) | $ (0.04) | $ 1.09 | $ 0.14 | $ 0.41 | $ (0.46) | $ 3.85 |
Earnings per share-diluted (in dollars per share) | $ 0.36 | $ 0.06 | $ 0.51 | $ (0.52) | $ (1.68) | $ (0.04) | $ 1.09 | $ 0.14 | $ 0.41 | $ (0.46) | $ 3.84 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - Retail - Retail Segment $ in Millions | Dec. 31, 2016USD ($) |
Subsequent Event [Line Items] | |
Inventory Fair Value Disclosure | $ 20.7 |
Property, plant and equipment written down to fair value | 10.2 |
Impaired Assets to be Disposed of by Method Other than Sale, Carrying Value of Asset | $ 6.5 |
Schedule II - Consolidated V120
Schedule II - Consolidated Valuation and Qualifying Accounts (Details) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at beginning of period | $ 6,938 | $ 4,644 | $ 4,993 | |
Charged to costs and expenses | 1,191 | 3,302 | 1,183 | |
Transferred from (to) allowance for accounts / notes receivable | 0 | 0 | 0 | |
Deductions | [1] | (423) | (1,008) | (1,532) |
Balance at end of period | $ 7,706 | $ 6,938 | $ 4,644 | |
[1] | Uncollectible accounts written off, net of recoveries and adjustments to estimates for the allowance accounts. |