Andersons, Inc. (ANDE) FY 2024 MD&A
This page reproduces the company's own Item 7 MD&A text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Forward Looking Statements
The following “Management's Discussion and Analysis of Financial Condition and Results of Operations” contains forward-looking statements which relate to future events or future financial performance and involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by these forward-looking statements. Without limitation, these risks include economic, weather and regulatory conditions, competition, geopolitical risk, and those listed under Item 1.A, "Risk Factors." The reader is urged to carefully consider these risks and factors. In some cases, the reader can identify forward-looking statements by terminology such as “may”, “anticipates”, “believes”, “estimates”, “predicts”, or the negative of these terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially. These forward-looking statements relate only to events as of the date on which the statements are made and the Company undertakes no obligation, other than any imposed by law, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.
Executive Overview
Our operations are organized, managed and classified into three reportable business segments: Trade, Renewables, and Nutrient & Industrial. Each of these segments is generally based on the nature of products and services offered and aligns with the management structure.
In early December, the Company announced a change in the organization, and the intent to shift to two operating and reporting segments. The move was designed to streamline operational efficiency, enhance cross-functional collaboration, and further align the businesses to achieve growth. This structure will support the Company's focus on unlocking value across the Trade and Nutrient businesses in a new Agribusiness segment. The Renewables segment will continue to operate substantially as currently reported with an enhanced focus on growth. The Company will begin reporting our results under this new structure and recast prior periods to align with this presentation starting in the first quarter of 2025.
The agricultural commodity-based business is one in which changes in selling prices generally move in relationship to changes in purchase prices. Therefore, increases or decreases in prices of the commodities that the business deals in will have a relatively equal impact on sales and merchandising revenues and cost of sales and merchandising revenues and a much less significant impact on gross profit. As a result, changes in sales and merchandising revenues between periods may not necessarily be indicative of the overall performance of the business and greater emphasis should be placed on changes in gross profit.
The Company has considered the potential impact of the book value of the Company’s total shareholders’ equity briefly exceeding the Company’s market capitalization during the quarter for impairment indicators. Management ultimately concluded that an impairment triggering event had not occurred. The Company believes that the share price is not an accurate reflection of its current value as conditions are currently strong in the agriculture space with a positive long-term outlook. Management believes that the market’s impact on the Company’s equity value does not actually reflect the impact of these external factors on the Company. As a result of prior period tests, reviews of current operating results and other relevant market factors, the Company concluded that no impairment trigger existed as of December 31, 2024.
Trade
The Trade segment's operating results were consistent with the prior year and the segment showed its resilience in shifting ag markets with global grain supply outpacing demand. Carries returned to the market, which benefit the asset-based business through strong elevation margins and good space income. The merchandising business could not repeat its strong prior year performance with limited market volatility. The premium ingredients business delivered improved results as recent acquisitions and growth investments were accretive to results.
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The portfolio mix of assets, ingredients, and merchandising businesses provides a solid foundation to benefit from large crops and carry markets, as well as tight, demand-driven markets. With a lower-than-expected corn carryout at the end of the year, an inverse has returned to the corn markets, which could result in an increase in corn acres planted and increased volatility in 2025. Domestic premium ingredient demand is also expected to stay solid and should continue to support recent capital growth investments.
Agricultural inventories on hand were 174.2 million and 127.6 million bushels at December 31, 2024, and December 31, 2023, respectively. These bushels consist of inventory held at company-owned or leased facilities, transload inventory, in-transit inventory, and third-party held inventory. Total Trade storage space capacity at company owned or leased facilities, including temporary pile storage, was approximately 291 million bushels at December 31, 2024, and 168 million bushels at December 31, 2023. The additional agricultural inventories on hand and storage capacity in the current year are both directly related to the investment in Skyland in the fourth quarter of 2024.
Renewables
The Renewables segment had another solid year in 2024 led by strong operations at the Company's ethanol plants. The plants continue to run efficiently with high ethanol yields and favorable corn basis. Co-product values were lower, with feed ingredients following the overall price reduction of corn despite improved demand. While the segment's results increased from the prior period, the prior year includes an $87.2 million impairment charge related to the ELEMENT ethanol plant. Without that charge in the prior year, the segment’s results would have decreased.
While spot ethanol crush margins are generally seasonally soft in the first quarter, a portion of first quarter volumes have been hedged at favorable levels. While there remains regulatory uncertainty, elevated export demand, upcoming planned maintenance in the industry, and the spring driving rebound should all support improved plant economics. Co-product values may also see improvement as there has been a recent rebound in corn values.
Volumes shipped were as follows:
| Year Ended December 31, | ||||
|---|---|---|---|---|
| (in thousands) | 2024 | 2023 | ||
| Ethanol (gallons shipped) | 793,554 | 774,550 | ||
| E-85 (gallons shipped) | 47,073 | 42,270 | ||
| Vegetable oils (pounds shipped) (a) | 1,634,213 | 1,263,924 | ||
| Dried distillers grains (tons shipped) (b) | 2,451 | 2,052 |
(a) Includes corn oil, soybean oil, and other fats, oils, and greases.
(b) Dried distillers grains ("DDG") tons shipped converts wet tons to a dry ton equivalent amount.
Nutrient & Industrial
The Nutrient & Industrial segment's current year operating results decreased from prior year. The core agriculture product lines were down year-over-year after a late and wet spring. Softening industry fundamentals margin led to a reset in base nutrients at more normalized levels and the outsized margin opportunities seen in recent years did not repeat. The engineered granules business saw improvement in the year on higher sales volume and margins, as the Company has continued to focus on operational improvements in this business. With high yields during harvest pulling more nutrients from the soil and an expected increase in corn acres planted, there may be an opportunity for increased volume in 2025.
Total storage capacity at our Nutrient & Industrial locations was approximately 496 thousand tons for dry nutrients and approximately 563 thousand tons for liquid nutrients at December 31, 2024, which is slightly higher than the prior year due to the capacity added in the current year from the acquisition of Skyland in the fourth quarter of 2024.
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Tons of product sold were as follows:
| Year Ended December 31, | ||||
|---|---|---|---|---|
| (in thousands) | 2024 | 2023 | ||
| Ag Supply Chain | 1,288 | 1,376 | ||
| Specialty Liquids | 370 | 397 | ||
| Engineered Granules | 207 | 165 | ||
| Total tons | 1,865 | 1,938 |
In the table above, Ag Supply Chain represents facilities principally engaged in the wholesale distribution and retail sale and application of primary agricultural nutrients such as chemicals and bulk nitrogen, phosphorus, and potassium. Specialty Liquid locations produce and sell a variety of low-salt liquid starter fertilizers, micronutrients for agricultural use, and specialty products for use in various industrial processes. Engineered Granules facilities primarily manufacture granulated dry products for use in specialty turf and agricultural applications.
Other
The Company's “Other” activities include corporate income and expense and cost for functions that provide support and services to the operating segments. The results include expenses and benefits not allocated to the operating segments and other elimination and consolidation adjustments.
Results for Fiscal 2023 compared to Fiscal 2022
For comparisons of the Company's consolidated and segment results of operations and consolidated cash flows for the fiscal years ended December 31, 2023, to December 31, 2022, refer to Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 21, 2024.
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Operating Results
The following discussion focuses on the operating results as shown in the Consolidated Statements of Operations with a separate discussion by segment. Additional segment information is included in Note 12 to the Company's Consolidated Financial Statements in Item 8.
| Year Ended December 31, 2024 | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in thousands) | Trade | Renewables | Nutrient & Industrial | Other | Total | |||||||||||||
| Sales and merchandising revenues | $ | 7,622,077 | $ | 2,802,330 | $ | 833,141 | $ | — | $ | 11,257,548 | ||||||||
| Cost of sales and merchandising revenues | 7,218,395 | 2,633,179 | 712,048 | — | 10,563,622 | |||||||||||||
| Gross profit | 403,682 | 169,151 | 121,093 | — | 693,926 | |||||||||||||
| Operating, administrative and general expenses | 316,390 | 35,493 | 103,238 | 48,499 | 503,620 | |||||||||||||
| Interest expense (income) | 24,587 | 2,841 | 6,311 | (1,979) | 31,760 | |||||||||||||
| Other income (expense), net | 28,728 | 8,678 | 6,444 | (1,639) | 42,211 | |||||||||||||
| Income (loss) before income taxes from continuing operations | 91,433 | 139,495 | 17,988 | (48,159) | 200,757 | |||||||||||||
| Income (loss) before income taxes attributable to the noncontrolling interests | 1,018 | 56,615 | (945) | — | 56,688 | |||||||||||||
| Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations | $ | 90,415 | $ | 82,880 | $ | 18,933 | $ | (48,159) | $ | 144,069 |
| Year Ended December 31, 2023 | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in thousands) | Trade | Renewables | Nutrient & Industrial | Other | Total | |||||||||||||
| Sales and merchandising revenues | $ | 10,426,083 | $ | 3,380,632 | $ | 943,397 | $ | — | $ | 14,750,112 | ||||||||
| Cost of sales and merchandising revenues | 10,016,133 | 3,178,235 | 810,381 | — | 14,004,749 | |||||||||||||
| Gross profit | 409,950 | 202,397 | 133,016 | — | 745,363 | |||||||||||||
| Operating, administrative and general expenses | 308,470 | 32,737 | 103,342 | 47,711 | 492,260 | |||||||||||||
| Asset impairment | — | 87,156 | — | — | 87,156 | |||||||||||||
| Interest expense (income) | 35,234 | 6,385 | 7,016 | (1,768) | 46,867 | |||||||||||||
| Other income, net | 29,988 | 15,056 | 2,391 | 3,048 | 50,483 | |||||||||||||
| Income (loss) before income taxes from continuing operations | 96,234 | 91,175 | 25,049 | (42,895) | 169,563 | |||||||||||||
| Income before income taxes attributable to the noncontrolling interests | — | 31,339 | — | — | 31,339 | |||||||||||||
| Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations | $ | 96,234 | $ | 59,836 | $ | 25,049 | $ | (42,895) | $ | 138,224 |
The Company uses Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations, a non-GAAP financial measure as defined by the Securities and Exchange Commission, to evaluate the Company’s financial performance. This performance measure is not defined by accounting principles generally accepted in the United States and should be considered in addition to, and not in lieu of, GAAP financial measures.
Management believes that Non-GAAP Income (loss) before income taxes attributable to the Company from continuing operations is a useful measure of the Company’s performance as it provides investors additional information about the Company's operations allowing better evaluation of underlying business performance and better period-to-period comparability. This measure is not intended to replace or be an alternative to Income (loss) before income taxes from continuing operations, the most directly comparable amount reported under GAAP, which is also presented in the table above.
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Comparison of 2024 with 2023
Trade
Operating results for the Trade segment were generally consistent with the prior year results. Sales and merchandising revenues decreased $2,804.0 million and cost of sales and merchandising revenues decreased by $2,797.7 million resulting in a decrease in gross profit of $6.3 million. A majority of the decrease in sales and merchandising revenues and cost of sales and merchandising revenues can be attributed to reduced commodity prices across our business lines as the worldwide balance of supply and demand of commodities has reduced volatility and is now paying to store and hold grain. The investment in Skyland in the fourth quarter of 2024 partially offset the reduced commodity prices and the intentional pull back on volumes in the international business as the acquired entity provided an additional $89.8 million of sales and merchandising revenues and $71.9 million of cost of sales and merchandising revenues for the two-month period in which it was consolidated. Gross profit decreased slightly from the prior year. The asset based business realized $15.7 million less in insurance recoveries and the merchandising business experienced less trading opportunities in a limited volatility market. These were partially offset by the additional gross profit from the Skyland acquisition and improved results in the premium ingredients business.
Operating, administrative and general expenses increased $7.9 million compared to prior year results. The increase from the prior year is primarily related to $12.8 million of additional costs related to two months of Skyland operating cost which was partially offset by a $6.7 million decrease in incentives.
Interest expense decreased $10.6 million due to reduced short-term borrowings from lower commodity prices.
Renewables
Operating results for the Renewables segment increased by $48.3 million from the prior year, which was adversely impacted by a significant asset impairment as discussed below. Without that impairment in the prior year, operating results for the segment would have decreased. Sales and merchandising revenues decreased $578.3 million and cost of sales and merchandising revenues decreased $545.1 million compared to the prior year. As a result, gross profit for Renewables decreased by $33.2 million from the prior year. The decrease in both sales and merchandising revenues and cost of sales and merchandising revenues can be attributed to sharp declines in commodity prices as ethanol prices were 22% lower, with a similar reduction occurred in DDG prices, and declines in values across the various renewable diesel feedstocks portfolio were experienced. Sales volumes increased modestly in the base ethanol business and increased in our renewable diesel feedstocks and feed products by 29% and 19%, respectively. The $33.2 million decrease in gross profit was attributable to the results of the ethanol plants. While ethanol margins improved with lower corn basis, the ethanol plant gross profit was $36.9 million lower than the prior year due to lower co-product values in the current year.
Asset impairment charges decreased by $87.2 million from the prior year as the Company recorded an impairment charge related to ELEMENT in the first quarter of 2023, as the plant faced operational and market-based challenges which were exacerbated by a shift in the California Low Carbon Fuel Standard credit markets and high western corn basis.
Interest expense, net decreased by $3.5 million from the prior year due to the deconsolidation of ELEMENT non-recourse debt.
Other income decreased by $6.4 million from prior year as 2023 results include additional gains of $3.4 million as a result of the deconsolidation of the ELEMENT ethanol plant combined with $2.2 million of proceeds received in the prior year as a part of the USDA Biofuel Producer Program.
Nutrient & Industrial
The Nutrient & Industrial segment results decreased by $7.1 million when compared to the prior year. Sales and merchandising revenues decreased $110.3 million and cost of sales and merchandising revenues decreased $98.3 million resulting in decreased gross profit of $11.9 million from the prior year. The decrease in sales and merchandising revenues and cost of sales and merchandising revenues can be equally attributed to both margin compression and a decrease in volumes sold of approximately 5% as the segment experienced reduced demand from a wet and late spring preventing the application of nutrients and a return to a more normalized margin environment. Specifically, the Ag Supply Chain business was impacted the most as it contributed $15.4 million to the gross profit shortfall when compared to the prior year results.
Other income, net increased by $4.1 million and was mainly due to an additional $2.3 million of interest income recognized in 2024.
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Other
Results decreased by $5.3 million and was primarily driven by a $4.8 million revaluation gain of a cost method investment in the prior year.
Income Taxes
In 2024, the Company recorded Income tax expense from continuing operations of $30.1 million. The Company's effective rate for 2024 was 15.0% on Income before income taxes from continuing operations of $200.8 million. The difference between the 15.0% effective tax rate and the U.S. federal statutory tax rate of 21% is primarily attributable to the tax impact of non-controlling interest and U.S. federal tax credits offset by state and local income taxes, tax impacts of foreign operations, and nondeductible compensation.
In 2023, the Company recorded Income tax expense from continuing operations of $37.0 million. The Company’s effective rate for 2023 was 21.8% on Income before income taxes from continuing operations of $169.6 million. The difference between the 21.8% effective tax rate and the U.S. federal statutory tax rate of 21% is primarily attributable to state and local income taxes and changes in unrecognized tax benefits offset by the effect of non-controlling interest and foreign tax credits.
The Company and its subsidiary partnership returns are under federal tax examination by the Internal Revenue Service ("IRS") for tax years 2018 through 2021. The Company’s subsidiary is under federal tax examination by the Mexican tax authorities for tax year 2015. The IRS and Mexican tax authorities’ examinations could potentially be resolved within the next 12 months. The resolution of these examinations could change our unrecognized tax benefits and favorably impact income tax expense by a range of $3.3 million to $14.2 million.
On December 20, 2021, the Organization for Economic Co-operation and Development ("OECD") issued Pillar Two model rules introducing a global minimum tax of 15% on large corporations. Although the U.S. has not yet adopted the Pillar Two model rules, several foreign countries enacted legislation in 2023 which closely follow OECD’s Pillar Two guidance to be effective January 1, 2024. The impact of Pillar Two legislation in our relevant jurisdictions is immaterial to the Company's 2024 effective tax rate.
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Liquidity and Capital Resources
Working Capital
At December 31, 2024, the Company had working capital of $1,119.1 million, a decrease of $51.5 million from the prior year. This decrease was attributable to changes in the following components of current assets and current liabilities:
| (in thousands) | December 31, 2024 | December 31, 2023 | Variance | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Current Assets | ||||||||||
| Cash and cash equivalents | $ | 561,771 | $ | 643,854 | $ | (82,083) | ||||
| Accounts receivable, net | 764,550 | 762,549 | 2,001 | |||||||
| Inventories | 1,286,811 | 1,166,700 | 120,111 | |||||||
| Commodity derivative assets – current | 148,801 | 178,083 | (29,282) | |||||||
| Other current assets | 88,344 | 55,777 | 32,567 | |||||||
| Total current assets | 2,850,277 | 2,806,963 | 43,314 | |||||||
| Current Liabilities | ||||||||||
| Short-term debt | 166,614 | 43,106 | 123,508 | |||||||
| Trade and other payables | 1,047,436 | 1,055,473 | (8,037) | |||||||
| Customer prepayments and deferred revenue | 194,025 | 187,054 | 6,971 | |||||||
| Commodity derivative liabilities – current | 59,766 | 90,849 | (31,083) | |||||||
| Current maturities of long-term debt | 36,139 | 27,561 | 8,578 | |||||||
| Accrued expenses and other current liabilities | 227,192 | 232,288 | (5,096) | |||||||
| Total current liabilities | 1,731,172 | 1,636,331 | 94,841 | |||||||
| Working Capital | $ | 1,119,105 | $ | 1,170,632 | $ | (51,527) |
Current assets increased $43.3 million in comparison to prior year. The acquisition of Skyland resulted in a $344.9 million increase of current assets from the prior year. After considering the consolidation of Skyland in the Company's financial statements, current assets for the base business decreased by over $300 million from the prior period due to the reduction and stabilization of agricultural commodity prices over the last year in comparison to historically high price levels of agricultural commodities, including fertilizer, in the prior year.
Current liabilities increased $94.8 million in comparison to the prior year. The acquisition of Skyland resulted in a $293.4 million increase of current liabilities from the prior year. After considering the consolidation of Skyland in the Company's financial statements, current liabilities for the base business decreased by approximately $200 million from the prior period as commodity prices have continued to stabilize over the last year compared to the historically high commodity prices in the prior year.
Sources and Uses of Cash in 2024 Compared to 2023
| Year Ended | |||||||
|---|---|---|---|---|---|---|---|
| (in thousands) | December 31, 2024 | December 31, 2023 | |||||
| Net cash provided by operating activities | $ | 331,506 | $ | 946,750 | |||
| Net cash used in investing activities | (163,074) | (153,879) | |||||
| Net cash used in financing activities | (250,359) | (263,993) |
Operating Activities and Liquidity
Operating activities provided cash of $331.5 million in 2024 compared to $946.8 million in 2023. The vast majority of the decrease in cash provided by operating activities was due to favorable changes in operating assets and liabilities that occurred in the prior year as commodity prices dropped significantly. Strong cash generation from the Company's core businesses continued in the current year with solid cash provided by operating activities that led to the Company retaining $561.8 million of cash on hand as of December 31, 2024.
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Net income taxes of $31.5 million and $45.7 million were paid in the years ended December 31, 2024, and 2023, respectively. The decrease in the current year is generally driven by considerably less U.S. research and development related expenses capitalized for tax purposes than in prior years.
Investing Activities
Investing activities used cash of $163.1 million in the current year compared to $153.9 million used in the prior year. The increase from the prior year was due to a sale of a grain facility in the prior year as expenditures on property, plant and equipment and business acquisitions were consistent with the prior year.
Capital expenditures of $149.2 million for 2024 on property, plant and equipment and capitalized software includes: Trade - $59.2 million; Renewables - $49.8 million; Nutrient & Industrial - $36.1 million; and $4.0 million in Other.
We expect to invest approximately $175 million to $200 million in property, plant and equipment in 2025; less than 50% of which will be reinvested back into our current facilities.
Financing Activities
Net cash used in financing activities was $250.4 million in 2024, compared to $264.0 million used in 2023. The decrease in cash used in financing activities from the prior year was mainly due to the decreased borrowings on the Company's credit facilities as decreased commodity prices resulted in excess cash on hand throughout the current year. The decreased use of the Company's credit facilities was partially offset by increased distributions to the non-controlling interest shareholder of TAMH due to the strength of the entity's financial results. Distributions from TAMH totaled $102.3 million and $46.4 million in 2024 and 2023, respectively. Lastly, the Company commenced another plan to repurchase of common shares. The Repurchase Plan, approved on August 15, 2024, authorized $100 million of common share repurchases to be made on or before August 15, 2027. As of December 31, 2024, approximately $2.3 million of the Repurchase Plan had been utilized.
As of December 31, 2024, the Company was party to borrowing arrangements with a syndicate of banks that provide a total borrowing capacity of $2,161.7 million. There was $1,991.3 million available for borrowing at December 31, 2024. The Company's highest levels of borrowing typically occur in the late winter and early spring due to seasonal inventory requirements in the fertilizer and grain businesses. At December 31, 2024, the Company had total available liquidity of $2,553.0 million comprised of cash and cash equivalents and unused lines of credit.
The Company paid $26.3 million in dividends in 2024 compared to $25.4 million in 2023. The Company paid $0.190 per common share for the dividends paid in January, April, July and October 2024, and $0.185 per common share for the dividends paid in January, April, July and October 2023. On December 12, 2024, the Company declared a cash dividend of $0.195 per common share, payable on January 23, 2025, to shareholders of record on January 2, 2025.
Certain of our long-term borrowings include covenants that, among other things, impose minimum levels of working capital and various debt leverage ratios. The Company is in compliance with all covenants as of December 31, 2024. In addition, certain of our long-term borrowings are collateralized by first mortgages on various facilities.
The Company is typically in a net short-term borrowing position in the first two quarters of the year. The majority of these short-term borrowings bear interest at variable rates, and an increase in interest rates could have a significant impact on our profitability. In addition, periods of high grain prices could require us to make additional margin deposits on our exchange traded futures contracts. Conversely, in periods of declining prices, the Company could receive a return of cash.
Management believes the sources of liquidity will be adequate to fund operations, capital expenditures and payments of dividends in the foreseeable future.
Contractual Obligations
Long-term Debt
As of December 31, 2024, the Company had total outstanding long-term debt with both floating and fixed rates of varying maturities for an aggregate principal amount outstanding of $646.8 million, of which, $36.1 million of the outstanding principal of the long-term debt is payable within 12 months. See Note 4 to the Consolidated Financial Statements for additional information.
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Future interest payments associated with the long-term debt total $162.2 million, with $36.3 million payable within 12 months. See Note 4 to the Consolidated Financial Statements for additional information.
Operating Leases
The Company has lease arrangements for certain equipment and facilities, including grain facilities, fertilizer facilities and equipment. As of December 31, 2024, the Company had fixed operating lease payment obligations of $138.6 million, with $29.9 million payable within 12 months. See Note 13 to the Consolidated Financial Statements for additional information.
Commodity Purchase Obligations
The Company enters into forward purchase contracts of commodities with producers through the normal course of business. These forward purchase contracts are largely offset by forward sales contracts of commodities and the net of these forward contracts are offset by exchange-traded futures and options contracts or over-the-counter contracts. As of December 31, 2024, the Company had forward purchase contracts of $2,638.8 million, with $2,568.2 million payable within 12 months. See Note 5 to the Consolidated Financial Statements for additional information.
Postretirement Healthcare Program
The Company has a postretirement health care benefit plan that covers substantially all of its full-time employees hired prior to January 1, 2003. Obligations under the retiree healthcare programs are not fixed commitments and will vary depending on multiple factors, including the level of participant utilization and inflation. Our estimates of postretirement payments have considered recent payment trends and actuarial assumptions. As of December 31, 2024, the Company had outstanding benefit obligations of $15.9 million, with $1.3 million payable within 12 months. See Note 6 to the Consolidated Financial Statements for additional information.
Off-Balance Sheet Transactions
During the periods presented we did not have, nor do we currently have, any off-balance sheet transactions as defined under SEC rules, with the exception of standby letters of credit through banking institutions. At December 31, 2024, the Company had standby letters of credit outstanding of $3.8 million.
Critical Accounting Estimates
The process of preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingent assets and liabilities. Management evaluates these estimates and assumptions on an ongoing basis. Estimates and assumptions are based on historical experience and management's knowledge and understanding of current facts and circumstances. Actual results, under conditions and circumstances different from those assumed, may change from these estimates.
Certain of our accounting estimates are considered critical, as they are important to the depiction of the Company's Consolidated Financial Statements and/or require significant or complex judgment by management. There are other items within the Company's Consolidated Financial Statements that require estimation, however, they are not deemed critical as defined above. Note 1 to the Consolidated Financial Statements in Item 8 describes the Company's significant accounting policies which should be read in conjunction with our critical accounting estimates.
Management believes that the accounting for readily marketable inventories and commodity derivative contracts, including adjustments for counterparty risk, impairment of long-lived assets and goodwill, and uncertain tax positions involve significant estimates and assumptions in the preparation of the Consolidated Financial Statements.
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Readily Marketable Inventories and Derivative Contracts
Readily Marketable Inventories ("RMI") are stated at their net realizable value, which approximates fair value based on their commodity characteristics, widely available markets, and pricing mechanisms. The Company marks to market all forward purchase and sale contracts for commodities and ethanol, over-the-counter commodity and ethanol contracts, and exchange-traded futures and options contracts. The overall market for commodity inventories is very liquid and active; market value is determined by reference to prices for identical commodities on regulated commodity exchange (adjusted primarily for transportation costs); and the Company's RMI may be sold without significant additional processing. The Company uses forward purchase and sale contracts and both exchange traded and over-the-counter contracts (such as derivatives generally used by the International Swap Dealers Association). Management estimates fair value based on exchange-quoted prices, adjusted for differences in local markets, as well as counterparty non-performance risk in the case of forward and over-the-counter contracts. The amount of risk, and therefore the impact to the fair value of the contracts, varies by type of contract and type of counterparty. With the exception of specific customers thought to be at higher risk, the Company looks at the contracts in total, segregated by contract type, in its quarterly assessment of non-performance risk. For those customers that are thought to be at higher risk, the Company makes assumptions as to performance based on past history and facts about the current situation. Changes in fair value are recorded as a component of Cost of sales and merchandising revenues in the Consolidated Statements of Operations.
Impairment of Long-Lived Assets and Goodwill
The Company's business segments are each highly capital intensive and require significant investment. Long-lived assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. This is done by evaluating the recoverability based on undiscounted projected cash flows, excluding interest. If an asset group is considered impaired, the impairment loss to be recognized is measured as the amount by which the asset group's carrying amount exceeds its fair value.
Goodwill is tested for impairment at the reporting unit level, which is the operating segment or one level below the operating segment. During the year ended December 31, 2024, the Company evaluated goodwill for impairment using a quantitative assessment in two reporting units and a qualitative assessment in one reporting unit. The quantitative review for impairment takes into account an income approach using estimates of future cash flows, as well as a market based approach. Critical estimates in the determination of the fair value of each reporting unit include, but are not limited to, future expected cash flows, estimated gross margins, and discount rates based on a reporting unit's weighted average cost of capital. Our estimates of future cash flows are based upon a number of assumptions including: operating costs, life of the assets, potential disposition proceeds, budgets and long-range plans. The market based approach uses an analysis of valuation metrics based upon results of public companies that reflect economic conditions and risks that are similar to the Company applied to the reporting unit's estimated future results to calculate an estimated enterprise value. These factors are discussed in more detail in Note 16, Goodwill and Intangible Assets, to the Consolidated Financial Statements.
Our annual goodwill impairment test is performed as of October 1 each year which is discussed in further detail in Note 16 to the Consolidated Financial Statements.
Management considers several factors to be significant when estimating fair value including expected financial outlook of the business, changes in the Company's stock price, the impact of changing market conditions on financial performance and expected future cash flows, the geopolitical environment and other factors. Deterioration in any of these factors may result in a lower fair value assessment, which could lead to impairment charges in the future. Specifically, actual results may vary from the Company's forecasts and such variations may be material and unfavorable, thereby triggering the need for future impairment tests where the conclusions could result in non-cash impairment charges.
Uncertain Tax Positions
Conclusions on recognizing and measuring uncertain tax positions involve significant estimates and management judgment and include complex considerations of the Internal Revenue Code, related regulations, tax case laws, and prior year audit settlements. To account for uncertainty in income taxes, the Company evaluates the likelihood of a tax position based on the technical merits of the position, performs a subsequent measurement related to the maximum benefit and degree of likelihood, and determines the benefits to be recognized in the Consolidated Financial Statements, if any.
The Andersons, Inc. | 2024 Form 10-K | 27
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