Andersons, Inc.

(Marathon) for $425 million, inclusive of $40 million of working capital (a net purchase price of $385 million) The transaction closed on July 31, 2025, funded with cash on hand and debt from existing credit facilities Over the past couple of years, we have shared our intent to utilize a disciplined capital deployment approach to grow earnings through additional investment in ethanol.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

Cash, Liquidity, and Long-Term Debt Management Our businesses continue to generate strong cash flows, allowing us to fund a significant portion of our growth projects internally.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

As such, our debt remains at a modest level and we funded this purchase with cash on hand and existing credit facilities, said Executive Vice President and CFO Brian Valentine.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

We remain below our long-term debt to EBITDA target of less than 2.5 times and are pleased with the strength of our balance sheet.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

Debt Amendments On March 20, 2026, the Company completed an amendment to its credit agreement reducing the capacity of the Company's revolving credit facility from $ 1,550.0 million to $ 1,300.0 million, repai d an $ 86.3 million term loan maturing in 2031 and borrowed an equivalent amount under its existing $ 170.1 million term loan, extending the maturity of that term note to March 20, 2034.

SEC original ↗Andersons, Inc. — 10-Q Quarterly report10-QAug 4, 2026

Skyland Grain, LLC ("Skyland"), a 65 % owned consolidated subsidiary of the Company, maintains a revolving credit facility and term loan agreement that are secured by substantially all of Skyland's assets and are non-recourse to the Company and its other subsidiaries.

SEC original ↗Andersons, Inc. — 10-Q Quarterly report10-QAug 4, 2026

Second Quarter Highlights Reported net income and adjusted net income attributable to The Andersons of $8 million , or $0.23 per diluted share and $0.24 per diluted share on an adjusted basis Adjusted EBITDA was $65 million Renewables reported pretax income of $17 million and pretax income attributable to The Andersons of $10 million on strong operating performance Agribusiness recorded a pretax income of $19 million and adjusted pretax income attributable to The Andersons of $17 million Strategic Acquisition of Full Ownership Interest of TAMH Acquired the remaining 49.9% ownership interest in TAMH from a subsidiary of Marathon Petroleum Corp.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

After evaluating several opportunities, we have acquired Marathon's ownership in TAMH, in line with our stated strategy.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

This transaction doubles our financial ownership in the ethanol industry, a key growth pillar within our Renewables strategy.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

Strategic Acquisition of the Full Ownership Interest of TAMH TAMH operates four ethanol plants with total annual production capacity of 500 million gallons located in Albion, Michigan, Clymers, Indiana, Greenville, Ohio and Denison, Iowa.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

We are proud of what we built at TAMH through our partnership with Marathon and are excited to bring the business fully under The Andersons leadership given its strong alignment with our long-term strategy.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

These statements involve risks and uncertainties that could cause actual results to differ materially.

SEC original ↗Andersons, Inc. — Earnings release (8-K exhibit)EX-99Aug 4, 2025

Legal Proceedings 26 Item 1A.

SEC original ↗Andersons, Inc. — 10-Q Quarterly report10-QAug 4, 2026

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.

SEC original ↗Andersons, Inc. — 10-Q Quarterly report10-QAug 4, 2026

The Company believes that the outcome of its current legal proceedings in which it is a defendant, other than those described below, is not expected to be material, even if resolved unfavorably.

SEC original ↗Andersons, Inc. — 10-Q Quarterly report10-QAug 4, 2026

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.

SEC original ↗Andersons, Inc. — 10-Q Quarterly report10-QAug 4, 2026

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.

SEC original ↗Andersons, Inc. — 10-Q Quarterly report10-QAug 4, 2026