The Andersons Renewables To Acquire Heartland Low Carbon Partners For $915M, Expanding Low-Carbon Ethanol Production

On November 3, 2026, The Andersons Renewables, LLC ("Andersons Renewables"), a wholly owned subsidiary of The Andersons, Inc. (the "Company"), entered into a Merger and Equity Purchase Agreement (the "Purchase Agreement") with ECP V-B, LP, ECP V-C, LP, ECP V-D, LP, Harvestone Low Carbon Partners, LP ("HLCP") and Heartland Merger Sub, LLC ("Merger Sub"). Pursuant to the Purchase Agreement, Andersons Renewables will acquire, directly or indirectly, all of the outstanding limited partner interests in HLCP through the purchase of certain blocker entities and the merger of Merger Sub with and into HLCP, with HLCP surviving the merger and becoming a wholly owned subsidiary of Andersons Renewables (the "Transaction"). HLCP, an industry leader in low-carbon ethanol, owns and operates three production facilities in North Dakota and Indiana, with a combined production capacity of approximately 215 million gallons of ethanol per year.

The Purchase Agreement provides for a purchase price of $915 million. The purchase price includes a normalized level of working capital, and the Transaction is subject to customary purchase price adjustments and closing conditions. The Company expects to finance the Transaction through a combination of long-term debt issuance and borrowings under its existing revolving credit facility. The Company has obtained committed financing for the long-term debt pursuant to a commitment letter entered into on November 3, 2026 with U.S. Bank National Association and Farm Credit Mid-America, PCA. The funding of such long-term debt is contingent on execution of definitive documentation, completion of the acquisition and other customary conditions.

The Transaction is expected to close in the fourth quarter of 2026 or early in the first quarter of 2027, subject to regulatory approvals and the satisfaction or waiver of applicable closing conditions. The Company has guaranteed all obligations of Andersons Renewables and Merger Sub under the Purchase Agreement.