The Andersons, Inc. filed a Form 8-K on November 6, 2026, disclosing that its wholly owned subsidiary, The Andersons Renewables, LLC, entered into a Merger and Equity Purchase Agreement on November 3, 2026, to acquire Harvestone Low Carbon Partners, LP for a purchase price of $915 million.

Key Highlights

  • Purchase price: The acquisition is valued at $915 million, including a normalized level of working capital and subject to customary purchase price adjustments.
  • Target business: Harvestone Low Carbon Partners, LP owns and operates three ethanol production facilities in North Dakota and Indiana, with a combined production capacity of approximately 215 million gallons of ethanol per year.
  • Structure: The transaction involves the purchase of certain blocker entities and the merger of Heartland Merger Sub, LLC with and into HLCP, with HLCP surviving as a wholly owned subsidiary of The Andersons Renewables, LLC.
  • Financing: The company disclosed it expects to finance the transaction through a combination of long-term debt issuance and borrowings under its existing revolving credit facility, with committed financing obtained from U.S. Bank National Association and Farm Credit Mid-America, PCA.
  • Expected closing: 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 satisfaction or waiver of applicable closing conditions.
  • Guarantee: The company disclosed that it has guaranteed all obligations of The Andersons Renewables, LLC and Heartland Merger Sub, LLC under the Purchase Agreement.

Andersons Renewables Enters $915 Million Agreement to Acquire Low-Carbon Ethanol Producer

According to the filing, The Andersons Renewables, LLC, a wholly owned subsidiary of The Andersons, Inc. (NASDAQ:ANDE), entered into the Merger and Equity Purchase Agreement on November 3, 2026, with sellers ECP V-B, LP, ECP V-C, LP, ECP V-D, LP, Harvestone Low Carbon Partners, LP, and Heartland Merger Sub, LLC. The filing describes HLCP as "an industry leader in low-carbon ethanol" that 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 filing states the $915 million purchase price includes a normalized level of working capital and is subject to customary purchase price adjustments and closing conditions. To finance the transaction, the company disclosed it plans to use a combination of long-term debt issuance and borrowings under its existing revolving credit facility. The company disclosed that committed financing for the long-term debt component was obtained on November 3, 2026, through a commitment letter with U.S. Bank National Association and Farm Credit Mid-America, PCA. The filing notes the funding of such long-term debt "is contingent on execution of definitive documentation, completion of the acquisition and other customary conditions."

The company disclosed that it has guaranteed all obligations of The Andersons Renewables, LLC and Heartland Merger Sub, LLC under the Purchase Agreement. The filing noted that the foregoing description "is not complete and is qualified in its entirety by reference to the Purchase Agreement," a copy of which was attached as Exhibit 2.1. The filing was signed by Brian A. Valentine, Executive Vice President and Chief Financial Officer, on November 6, 2026.

What Was Disclosed

The Andersons, Inc. disclosed a binding agreement for its subsidiary to acquire Harvestone Low Carbon Partners, LP, a low-carbon ethanol producer with three facilities and approximately 215 million gallons of annual production capacity, for $915 million, with closing expected in late 2026 or early 2027.