6-K
Adecoagro S.A. (AGRO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2025
Commission File Number: 001-35052
Adecoagro S.A.
(Translation of registrant’s name into English)
28, Boulevard F.W. Raiffeisen,
L-2411, Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
| Form 20-F | X | Form 40-F |
|---|
TABLE OF CONTENTS
| ITEM | |
|---|---|
| 99.1 | Press release dated November 11, 2025 related to the registrant’s results of operations for the nine-month period ended September 30, 2025. |
| 99.2 | Unaudited condensed consolidated interim financial statements of the registrant as of and for the nine-month period ended September 30, 2025. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Adecoagro S.A. | ||
|---|---|---|
| By: | /s/ Emilio Federico Gnecco | |
| Name: | Emilio Federico Gnecco | |
| Title: | Chief Financial Officer |
Date: November 11, 2025
Document
| Adjusted EBITDA reached 115.1 million in 3Q25. All-time crushing record and switch to ethanol maximization. Challenging global price scenario continues. | ||||||
|---|---|---|---|---|---|---|
| 3Q25 Earning Release Conference Call | ||||||
| English Conference Call | ||||||
| November 12, 2025 | ||||||
| 10 a.m. (US EST) | ||||||
| 12 p.m. (Buenos Aires/Sao Paulo time) | ||||||
| 4 p.m. (Luxembourg) | ||||||
| Zoom ID: 846 0311 9062 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | |
| Passcode: 930207 | 456,653 | (29.2)% | 1,038,979 | 1,107,999 | (6.2)% | |
| 110,900 | 3.7% | 206,371 | 341,011 | (39.5)% | ||
| Investor Relations | 25% | 49.0% | 20% | 31% | (35.1)% | |
| Emilio Gnecco | 27,894 | (7.9)% | (1,817) | 156,653 | (101.2)% | |
| CFO | 0.28 | (7.2)% | (0.02) | 1.55 | (101.2)% | |
| Victoria Cabello | 16,583 | (100.0)% | 27,710 | 75,779 | (63.4)% | |
| IR Officer | 26,132 | 21.7% | 85,194 | 71,587 | 19.0% | |
| 26,132 | 389.1% | 181,194 | 71,587 | 153.1% | ||
| 645,818 | 34.9% | 871,509 | 645,818 | 34.9% | ||
| 1.5x | 90.4% | 2.8x | 1.5x | 90.4% | ||
| [email protected] | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | |
| 100,130 | 20.3% | 218,418 | 258,871 | (15.6)% | ||
| 2,025 | (435.7)% | (18,139) | 22,288(*) | (181.4)% | ||
| 7,430 | (85.0)% | 13,748 | 51,399 | (73.3)% | ||
| 7,930 | (9.8)% | 23,583 | 25,504 | (7.5)% | ||
| Website: | (6,615) | 3.9% | (31,239)(**) | (17,051) | 83.2% | |
| www.adecoagro.com | 110,900 | 3.7% | 206,371 | 341,011 | (39.5)% | |
 |
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All values are in US Dollars.
Sugar, Ethanol & Energy business
Performance Highlights
◦Adjusted EBITDA amounted to $120.5 million in 3Q25, 20.3% higher year-over-year, whereas year-to-date it reached $218.4 million, 15.6% lower compared to 9M24.
▪(+) Switched to ethanol max scenario (58% in 3Q25 / 55% in 9M25) on greater margins than sugar.
▪(+) Year-over-year gains in biological assets on greater expected productivity and lower costs.
▪(+/-) All-time crushing record in 3Q25 (4.9 million tons; 20.4% increase versus 3Q24). Catching up our harvesting pace with 9.8 million tons crushed year-to-date.
▪(+/-) In-line production cost in 3Q25 thanks to higher dilution on record crushing. Year-to-date, cost of production stood at 8.3 cts/lb (versus 7.8 cts/lb in 9M24) on lower TRS equivalent produced, and therefore lower cost dilution.
▪(-) Lower net sales in both 3Q25 and 9M25 due to lower selling volumes and prices of sugar, despite the recovery in ethanol prices.
Outlook
◦(+) Annual crushing forecast in line with 2024. Productivity recovery following the completion of harvest from frost and drought-impacted areas.
◦(+/-) As of this date, we had 91% of our 2025 sugar production hedged at an average price of 19.3 cts/lb, whereas for next year we have 20% committed at 16.4 cts/lb (assuming an ethanol max scenario).
Farming business
Performance Highlights
◦Adjusted EBITDA reached $1.5 million in 3Q25 and $19.2 million in 9M25, $15.9 million and $80.0 million lower year-over-year, respectively. Excluding the sale of La Pecuaria farm in April 2024, Adjusted EBITDA was down $65.0 million on a year-to-date basis.
▪(+) Higher volumes sold of our Dairy products and Crops.
▪(+/-) Record production in our Rice operations but selling at a slower pace.
▪(-) Lower prices for crops, rice and dairy products.
▪(-) Year-over-year losses in the mark-to-market of our biological asset for the 2024/25 harvest season.
▪(-) Higher costs in U.S. dollar terms for the 2024/25 harvest season.
Outlook
◦(+) Crops: Planting activities are underway, 25% area reduction to maximize margin per hectare.
◦(+) Rice: 10% area reduction to maximize margins. Increasing the mix of varieties vs. long grain rice.
◦(+) Dairy: Working on product development for both the export and domestic markets.
| Remarks |
|---|
Adecoagro to Acquire Best in Class Urea Producer
◦In September 2025, Adecoagro announced an agreement to acquire Nutrien Ltd.’s 50% interest in Profertil S.A., South America’s largest producer of granular urea. The remaining 50% stake is held by YPF S.A., Argentina’s largest oil and gas producer. The acquisition will be executed through a 80%-20% partnership between Adecoagro and Asociación de Cooperativas Argentinas (“ACA”). The total purchase price for Nutrien’s shares is ∼$600 million. An initial Down Payment of $120 million was made upon signing the agreement, out of which the Company contributed $96 million. Closing is expected before year-end, subject to customary conditions and YPF’s 90-day right of first refusal.
◦This acquisition represents a transformational step in Adecoagro’s strategy to expand its agro-industrial platform and further diversify its revenue base. Profertil is one of the lowest cost producers of urea and ammonia globally, with access to competitively priced natural gas and located in a net importing region. The company is led by an experienced management with a proven track record, has fully dollarized revenues and consistent cash generation—averaging $390 million in EBITDA per year between 2020 and 2024—.
2025 Shareholder Distribution Update
◦On November 19, we will pay the second $17.5 million cash dividend ($0.17484886 per share) to shareholders of record as of November 3, completing a total annual cash dividend of $35.0 million. During the year we also invested $10.2 million in repurchasing 1.1% of the company's equity (1.1 million shares at an average price of $9.65 per share). With a total of $45.2 million distributed, the Company concludes its 2025 Shareholder Distribution Program.
Independent Farmland Appraisal Report
◦As of September 30, 2025, Cushman & Wakefield updated its independent appraisal of Adecoagro's farmland which consists of 210,371 hectares valued at $714.8 million (4.7% higher year-over-year). The Company's equity book value, net of non-controlling interests, is $13.7 per share.
Resignation of Mr. Daniel González as Board Member
◦Mr. Daniel González has resigned from the Company’s Board of Directors, effective November 3, 2025. He has been a member of the Company’s Board since 2014, and during his tenure contributed meaningfully to the Company’s growth and development. We thank Daniel for his commitment and valuable service, which have helped make Adecoagro a better company.
| Sugar, Ethanol & Energy Segment - Operational Performance | | --- || SUGAR, ETHANOL & ENERGY - SELECTED INFORMATION | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | Operating Data | Metric | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | | Milling | | | | | | | | | Sugarcane Milled | tons | 4,863,699 | 4,038,787 | 20.4% | 9,796,837 | 10,186,956 | (3.8)% | | Own Cane | tons | 4,157,547 | 3,299,059 | 26.0% | 8,857,085 | 9,226,947 | (4.0)% | | Third Party Cane | tons | 706,152 | 739,728 | (4.5)% | 939,752 | 960,009 | (2.1)% | | Production | | | | | | | | | TRS Equivalent Produced | tons | 685,432 | 612,820 | 11.8% | 1,295,762 | 1,418,778 | (8.7)% | | Sugar | tons | 255,563 | 303,167 | (15.7)% | 518,381 | 656,479 | (21.0)% | | Ethanol | M3 | 248,165 | 174,809 | 42.0% | 445,553 | 433,760 | 2.7% | | Hydrous Ethanol | M3 | 216,113 | 134,847 | 60.3% | 348,333 | 358,038 | (2.7)% | | Anhydrous Ethanol (1) | M3 | 32,052 | 39,962 | (19.8)% | 97,220 | 75,722 | 28.4% | | Sugar mix in production | % | 42% | 55% | (23.7)% | 45% | 51% | (12.9)% | | Ethanol mix in production | % | 58% | 45% | 28.9% | 55% | 49% | 13.6% | | Energy Exported (sold to grid) | MWh | 252,187 | 242,757 | 3.9% | 508,451 | 563,947 | (9.8)% | | Cogen efficiency (KWh sold/ton crushed) | KWh/ton | 51.9 | 60.1 | (13.7)% | 51.9 | 55.4 | (6.3)% | | Agricultural Metrics | | | | | | | | | Harvested area | Hectares | 66,060 | 48,280 | 36.8% | 138,456 | 127,903 | 8.3% | | Yield | tons/hectare | 63 | 68 | (7.5)% | 64 | 72 | (11.0)% | | TRS content | kg/ton | 136 | 146 | (7.1)% | 127 | 133 | (4.5)% | | Area | | | | | | | | | Sugarcane Plantation | hectares | 227,833 | 208,241 | 9.4% | 227,833 | 208,241 | 9.4% | | Expansion Area | hectares | 5,449 | 4,147 | 31.4% | 14,837 | 9,493 | 56.3% | | Renewal Area | hectares | 4,634 | 2,561 | 80.9% | 15,868 | 17,790 | (10.8)% |
(1) Does not include 11,204 cubic meters of anhydrous ethanol that were converted by dehydrating our hydrous ethanol stocks during 9M25 (no dehydration during 3Q25). During 3Q24 and 9M24, we dehydrated 2,988 and 8,954 cubic meters of hydrous ethanol, respectively.
During 3Q25, crushing volumes amounted to 4.9 million tons, marking a new quarterly record for our operations and a 20.4% increase compared to the same period of last year. Weather evolution throughout the period enabled the acceleration of our harvesting activities, which, in turn, allowed us to harvest all the cane that was hit by the frost event that occurred by end of 2Q25, as anticipated in our previous release. Thus, productivity indicators experienced a decline versus the prior year, as average yield and TRS content reached 63 tons per hectare and 136 kg/ton, respectively, 7.5% and 7.1% lower year-over-year.
On an accumulated basis, total crushing stood at 9.8 million tons, marking a 3.8% decrease compared to last year. Despite the strong performance observed in 3Q25, the year-to-date decline was mainly driven by the selective crushing done in 1Q25 (mostly focused on cane with 5th cuts and above given the extensive dry weather experienced) followed by a rainy 2Q25 which reduced effective milling days. As a consequence of these weather events and the aforementioned frost, our average yield stood at 64 tons per hectare while TRS content amounted to 127 kg/ton.
During the quarter, ethanol prices traded at a premium to sugar in Mato Grosso do Sul (5% in the case of hydrous and 23% for anhydrous). Therefore, we switched our strategy to maximize ethanol's production throughout the period, reaching a mix of 58% ethanol. Within our production, we continued to prioritize hydrous ethanol over anhydrous as this type of fuel continues to be preferred by consumers over gasoline and consequently, gaining market share in the Otto cycle.
On a year-to-date basis, our production mix stood at 45%/55% sugar/ethanol as we maximized the production of sugar during the first semester and then switched to ethanol as global sugar prices started to decline while ethanol remained strong. This reflects the high degree of flexibility of our mills, since it allows us to make a more efficient use of our fixed assets and profit from higher relative prices. Consequently, total volume produced for sugar saw a 21.0% year-over-year decline, whereas ethanol production was 2.7% higher year-over-year, despite the 8.7% drop in total TRS equivalent produced.
Exported energy during the quarter totaled 252 thousand MWh, 3.9% higher compared to 3Q24. Despite the increase in crushing volume, our decision throughout the period was to store our bagasse to profit from better expected prices rather than to sell at current spot. Therefore, our cogeneration efficiency stood at 51.9 KWh sold per ton of cane, marking a 13.7% year-over-year decline. On a year-to-date basis, we have already exported 508 thousand MWh to the grid.
| Sugar, Ethanol & Energy Segment - Financial Performance | |||||||
|---|---|---|---|---|---|---|---|
| NET SALES BREAKDOWN | thousands | Units | (/unit) | ||||
| --- | --- | --- | --- | --- | --- | --- | --- |
| 3Q25 | Chg % | 3Q25 | 3Q24 | Chg % | 3Q25 | Chg % | |
| Sugar (tons) | 76,229 | (43.8)% | 194,624 | 310,233 | (37.3)% | 392 | (10.4)% |
| Ethanol (cubic meters) | 39,973 | (49.3)% | 83,167 | 177,869 | (53.2)% | 481 | 8.4% |
| Hydrous Ethanol (cubic meters) | 26,101 | (54.8)% | 56,728 | 134,886 | (57.9)% | 460 | 7.6% |
| Anhydrous Ethanol (cubic meters) | 13,872 | (34.4)% | 26,439 | 42,982 | (38.5)% | 525 | 6.6% |
| Energy (Mwh) (2) | 11,294 | 18.8% | 271,997 | 256,454 | 6.1% | 42 | 12.0% |
| CBios | 1,331 | (34.7)% | 173,690 | 164,021 | 5.9% | 8 | (38.4)% |
| Others (5) | 141 | 95.8% | 142 | 74 | 91.9% | 993 | 2.1% |
| TOTAL (3) | 128,968 | (43.0)% | |||||
| Cover Crops (tons) (4) | 2,193 | 337.7% | 5,959 | 1,368 | 335.8% | 368 | 0.5% |
| TOTAL NET SALES (1) | 131,161 | (42.1)% | |||||
| NET SALES BREAKDOWN | 9M25 | Chg % | 9M25 | 9M24 | Chg % | 9M25 | Chg % |
| Sugar (tons) | 202,985 | (29.8)% | 484,732 | 631,728 | (23.3)% | 419 | (8.5)% |
| Ethanol (cubic meters) | 192,868 | 7.6% | 411,293 | 403,311 | 2.0% | 469 | 5.6% |
| Hydrous Ethanol (cubic meters) | 139,864 | 15.6% | 308,951 | 281,036 | 9.9% | 453 | 5.2% |
| Anhydrous Ethanol (cubic meters) | 53,004 | (8.9)% | 102,341 | 122,275 | (16.3)% | 518 | 8.9% |
| Energy (Mwh) (2) | 22,851 | 12.1% | 578,330 | 608,729 | (5.0)% | 40 | 18.0% |
| CBios | 5,358 | (11.4)% | 566,422 | 404,672 | 40.0% | 9 | (36.7)% |
| Others (5) | 342 | (38.6)% | 360 | 560 | (35.7)% | 950 | (4.5)% |
| TOTAL (3) | 424,404 | (14.3)% | |||||
| Cover Crops (tons) (4) | 8,436 | 30.9% | 24,385 | 16,698 | 46.0% | 346 | (10.4)% |
| TOTAL NET SALES (1) | 432,840 | (13.7)% |
All values are in US Dollars.
| HIGHLIGHTS - $ thousand | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % |
|---|---|---|---|---|---|---|
| Net Sales (1) | 131,161 | 226,602 | (42.1)% | 432,840 | 501,738 | (13.7)% |
| Margin on Manufacturing and Agricultural Act. Before Opex | 86,585 | 80,498 | 7.6% | 162,522 | 188,578 | (13.8)% |
| Adjusted EBITDA | 120,467 | 100,130 | 20.3% | 218,418 | 258,871 | (15.6)% |
| Adjusted EBITDA Margin | 91.8% | 44.2% | 107.9% | 50.5% | 51.6% | (2.2)% |
(1) Net Sales are calculated as Gross Sales net of ICMS, PIS COFINS, INSS and IPI taxes; (2) Includes commercialization of energy from third parties; (3) Total Net Sales do not include the sale of soybean, corn and beans planted as cover crop during the implementation of the agricultural technique known as meiosis; (4) Corresponds to the sale of soybean, corn and beans planted as cover crop during the implementation of meiosis. (5) Diesel sold by Monte Alegre Distribuidora (MAC), our own fuel distributor located in UMA mill.
Adjusted EBITDA during 3Q25 amounted to $120.5 million, 20.3% higher than the same period of last year. This was mainly explained by a $36.3 million year-over-year gain in the mark-to-market of our biological assets. In this case, the increase was driven by greater expected productivity for the sugarcane that will be harvested in the upcoming 12 months, coupled with lower costs on higher efficiencies per hectare harvested. Furthermore, results were positively impacted by (i) a $5.3 million year-over-year gain in the mark-to-market of our commodity hedge position; together with (ii) a $6.5 million year-over-year decline in selling expenses on lower volumes sold.
On a year-to-date basis, Adjusted EBITDA reached $218.4 million, presenting a 15.6% decrease versus the previous year. Despite the year-over-year gains presented in the mark-to-market of our biological assets as well as in our commodity hedge position, higher results were more than offset by the decline in sales.
Net sales reached $131.2 million during 3Q25, marking a 42.1% decrease compared to 3Q24 on lower volumes sold of both sugar and ethanol, coupled with lower sugar prices. On an accumulated basis, net sales amounted to $432.8 million, 13.7% lower than the same period of last year. Despite the increase in ethanol sales, lower results are fully explained by the decline in volumes sold of sugar given the lower production, combined with a decline prices.
The decrease in sugar sales during the quarter as well as on an accumulated basis is fully explained by the decline in global prices, together with the decrease in sugar production driven by the (i) the lower year-over-year crushing and TRS content; together with (ii) our switch to ethanol maximization given the premium commanded over sugar.
In the case of ethanol, the decline in sales during the quarter was driven by lower selling volumes, which in turn fully offset the year-over-year recovery in prices. Although the production was higher than in the previous year due to the crushing record and the increase in production mix, we strategically conducted our sales throughout the period, compared to 3Q24 when our tanks were full and we had to sell our daily production. Consequently, we ended the quarter with 44% of our year-to-date production stored in our tanks. On a year-to-date basis, higher ethanol sales were explained by our commercial decision in 1H25 to clear out our tanks to profit from the recovery in prices.
During the quarter, we sold over 170 thousand CBios, amounting to $1.3 million, whereas year-to-date we generated $5.4 million in CBios sales.
Net sales of energy presented a year-over-year increase during both 3Q25 and 9M25. This was fully explained by a 12.0% and 18.0% year-over-year increase in the average selling price, as we complied with our long-term contracts as well as profit from the peaks in spot prices, whenever these occurred.
| SUGAR, ETHANOL & ENERGY - PRODUCTION COSTS(1) | |||||
|---|---|---|---|---|---|
| Total Cost ('000) | Total Cost per Pound (cts/lbs) | ||||
| 3Q25 | Chg % | 3Q25 | 3Q24 | Chg % | |
| Industrial costs | 46,661 | (4.5)% | 3.4 | 3.9 | (14.6)% |
| Industrial costs | 24,115 | 14.8% | 1.7 | 1.7 | 2.6% |
| Cane from 3rd parties | 22,546 | (19.0)% | 1.6 | 2.2 | (27.6)% |
| Agricultural costs | 117,323 | 14.4% | 8.4 | 8.3 | 2.2% |
| Harvest costs | 40,086 | 0.2% | 2.9 | 3.2 | (10.5)% |
| Cane depreciation | 35,360 | 25.3% | 2.5 | 2.3 | 12.0% |
| Agricultural Partnership Costs | 12,605 | (1.5)% | 0.9 | 1.0 | (12.0)% |
| Maintenance costs | 29,272 | 36.0% | 2.1 | 1.7 | 21.5% |
| Total Production Costs | 163,984 | 8.3% | 11.8 | 12.2 | (3.2)% |
| Depreciation & Amortization PP&E | (55,543) | 2.2% | (4.0) | (4.4) | (8.6)% |
| Total Production Costs (excl D&A) | 108,441 | 11.7% | 7.8 | 7.8 | (0.2)% |
All values are in US Dollars.
| SUGAR, ETHANOL & ENERGY - PRODUCTION COSTS(1) | |||||
|---|---|---|---|---|---|
| Total Cost ('000) | Total Cost per Pound (cts/lbs) | ||||
| 9M25 | Chg % | 9M25 | 9M24 | Chg % | |
| Industrial costs | 79,546 | (13.3)% | 3.0 | 3.2 | (5.6)% |
| Industrial costs | 49,948 | (11.2)% | 1.9 | 2.0 | (3.3)% |
| Cane from 3rd parties | 29,598 | (16.7)% | 1.1 | 1.2 | (9.2)% |
| Agricultural costs | 258,396 | (5.6)% | 9.9 | 9.6 | 2.8% |
| Harvest costs | 89,799 | (12.9)% | 3.4 | 3.6 | (5.1)% |
| Cane depreciation | 70,279 | (5.6)% | 2.7 | 2.6 | 2.8% |
| Agricultural Partnership Costs | 29,699 | (22.8)% | 1.1 | 1.4 | (15.9)% |
| Maintenance costs | 68,619 | 18.9% | 2.6 | 2.0 | 29.5% |
| Total Production Costs | 337,942 | (7.5)% | 12.9 | 12.8 | 0.7% |
| Depreciation & Amortization PP&E | (120,001) | (15.5)% | (4.6) | (5.0) | (7.9)% |
| Total Production Costs (excl D&A) | 217,941 | (2.5)% | 8.3 | 7.8 | 6.2% |
All values are in US Dollars.
(1)Total production cost may differ from our COGS figure as the former refers to the cost of our goods produced, whereas the latter refers to the cost of our goods sold.
Despite the increase in harvested area and the lower productivity presented during the period, total production costs excluding depreciation and amortization totaled 7.8 cts/lb in 3Q25, in line with the previous year. This was explained by (i) the record crushing which enabled us to better dilute our fixed costs, together with (ii) a decline in harvests costs due to higher efficiencies within our operations thanks to the implementation of two-row harvesters and grunners, as well as to lower diesel costs. On a year-to-date basis, our production cost amounted to 8.3 cts/lb, 6.2% higher than the same period of last year, mostly explained by a less efficient dilution of both our fixed and variable costs given the 8.7% decrease in total TRS equivalent produced.
| Crops Segment | |||||||
|---|---|---|---|---|---|---|---|
| GROSS SALES BREAKDOWN | Amount ( '000) | Volume | per unit | ||||
| --- | --- | --- | --- | --- | |||
| Crops | 3Q25 | Chg % | 3Q25 | 3Q24 | 3Q25 | 3Q24 | Chg % |
| Soybean | 19,214 | 20.7% | 67,864 | 52,262 | 283 | 305 | (7.1)% |
| Corn (1) | 18,970 | 35.7% | 108,762 | 80,269 | 174 | 174 | 0.2% |
| Wheat (2) | 4,029 | (19.1)% | 20,798 | 21,199 | 194 | 235 | (17.5)% |
| Sunflower | 2,413 | (3.7)% | 2,983 | 3,920 | 809 | 639 | 26.6% |
| Cotton Lint | 553 | (59.1)% | 471 | 862 | 1,174 | 1,569 | (25.2)% |
| Peanut | 13,079 | (39.4)% | 12,846 | 11,752 | 1,018 | 1,836 | (44.6)% |
| Others (3) | 5,817 | (7.4)% | 1,085 | 2,010 | |||
| Total | 64,075 | (3.8)% | 214,809 | 172,275 | |||
| GROSS SALES BREAKDOWN | 9M25 | Chg % | 9M25 | 9M24 | 9M25 | 9M24 | Chg % |
| Soybean | 54,320 | (1.7)% | 187,426 | 177,998 | 290 | 310 | (6.6)% |
| Corn (1) | 41,990 | 3.1% | 232,305 | 232,801 | 181 | 175 | 3.3% |
| Wheat (2) | 12,861 | (10.1)% | 64,580 | 64,225 | 199 | 223 | (10.6)% |
| Sunflower | 9,686 | 21.3% | 16,219 | 13,395 | 597 | 596 | 0.1% |
| Cotton Lint | 2,941 | (6.8)% | 2,141 | 2,153 | 1,374 | 1,465 | (6.2)% |
| Peanut | 45,655 | 14.8% | 32,369 | 22,549 | 1,410 | 1,764 | (20.1)% |
| Others (3) | 13,386 | (3.5)% | 2,383 | 2,828 | |||
| Total | 180,839 | 3.3% | 537,423 | 515,949 |
All values are in US Dollars.
| HIGHLIGHTS - $ thousand | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % |
|---|---|---|---|---|---|---|
| Gross Sales | 64,075 | 66,600 | (3.8)% | 180,839 | 175,065 | 3.3% |
| Adjusted EBITDA | (6,798) | 2,025 | (435.7)% | (18,139) | 22,288 | (181.4)% |
(1) Includes sorghum; (2) Includes barley; (3) Includes sale of certifications related to RTRS soybean (Round Table on Responsible Soy Association) and sales related to our cattle activities.
During 3Q25, the decline in sales was mainly driven by the sharp decline in peanut prices compared to 3Q24. As explained in our previous release, Argentina is a relevant exporter of peanut to the European Union. During the 2024/25 harvest season, planted area for this crop increased as farmers aimed to profit from the attractive prices seen during the prior year. Given the greater area and strong yields, thus greater production, the market was oversupplied and prices reacted accordingly. Despite this, we were able to partially mitigate the drop with higher selling volumes from the other crops, mainly late corn which saw a year-over-year recovery in productivity. On a year-to-date basis, sales were 3.3% higher year-over-year on greater volumes sold of peanut, which in turn, fully offset the mixed price performance.
Adjusted EBITDA for 3Q25 was $8.8 million lower than the same period of last year. On a year-to-date basis it reported a $25.4 million year-over-year decline (already net of the $15.0 million booked in 9M24 related to the sale of La Pecuaria farm in April 2024). During both periods, results were negatively impacted by higher costs in U.S. dollar terms, lower prices for most of our grains and an uneven performance in yields.
| Rice Segment | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| RICE | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Highlights | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | ||||||
| Gross Sales | 37,259 | 70,124 | (46.9)% | 174,654 | 199,035 | (12.2)% | ||||||
| Sales of white rice | 54 | 76 | (29.1)% | 234 | 205 | 13.9% | ||||||
| per ton | 814 | (34.0)% | 627 | 841 | (25.4)% | |||||||
| thousands | 61,494 | (53.3)% | 146,719 | 172,801 | (15.1)% | |||||||
| Sales of By-products | 8,515 | 8,630 | (1.3)% | 27,935 | 26,234 | 6.5% | ||||||
| Adjusted EBITDA | 1,112 | 7,430 | (85.0)% | 13,748 | 51,399 | (73.3)% | ||||||
| Rice Mills | ||||||||||||
| Total Processed Rough Rice(2) | 56 | 84 | (32.8)% | 235 | 214 | 9.5% | ||||||
| Ending stock - White Rice | 72 | 67 | 7.1% | 72 | 67 | 7.1% |
All values are in US Dollars.
(1) Includes the sale of 1k tons of white rice sourced from third parties during 9M24 (no sourcing made during 3Q25, 9M25 & 3Q24). (2) Expressed in white rice equivalent.
As mentioned in prior releases, the downward trend in global prices of long grain white rice continued throughout 3Q25, pressured by ample supply worldwide. Consequently, our average price for the quarter experienced a drop of $277/ton compared to 3Q24 - partially explained by the outlier prices seen in the prior year - and of $128/ton compared to 2Q25. In terms of volumes, the 46.9% reduction versus 3Q24 is explained by a slower selling pace in response to weaker market sentiment. On a year-to-date basis, selling volumes marked a 13.9% year-over-year increase driven by the record production achieved during the 2024/25 campaign, coupled with more hectares being diverted towards the production of premium rice varieties. This, in turn, enabled us to conduct sales at premium over long grain white rice, partially mitigating the aforementioned decline in prices.
Adjusted EBITDA amounted to $1.1 million in 3Q25 and $13.7 million in 9M25, 85.0% and 73.3% lower year-over-year, respectively. In both cases, results were negatively impacted by (i) the aforementioned decline in revenues given the uneven year-over-year comparison due to outlier prices in 2024; together with (ii) higher costs in U.S. dollar terms. Moreover, lower EBITDA generation year-to-date was also explained by year-over-year losses reported in our biological assets line on lower prices at the moment of harvest ($89/ton less than the prior year).
| Dairy Segment | | --- || DAIRY | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | Highlights | | metric | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | | Gross Sales | | $ thousands (1) | 78,511 | 83,414 | (5.9)% | 223,594 | 209,248 | 6.9% | | | | million liters (2) (3) | 111.3 | 98.9 | 12.5% | 296.5 | 273.7 | 8.3% | | Adjusted EBITDA | | $ thousands | 7,150 | 7,930 | (9.8)% | 23,583 | 25,504 | (7.5)% | | Dairy - Farm | | | | | | | | | | Milking Cows | average heads | 14,533 | 14,494 | 0.3% | 14,457 | 14,490 | (0.2)% | | Cow Productivity | | liter/cow/day | 39.1 | 38.1 | 2.7% | 36.9 | 37.4 | (1.5)% | | Total Milk Produced | million liters | 52.3 | 50.8 | 3.0% | 145.5 | 148.7 | (2.1)% | | Dairy - Industry | | | | | | | | | | Total Milk Processed | million liters | 113.3 | 93.1 | 21.7% | 297.4 | 260.3 | 14.2% |
(1) Includes sales of raw milk, processed dairy products, electricity and culled cows; (2) Includes sales of raw milk, fluid milk, powder milk and cheese, among others; (3) The difference between volume processed and volume sold is explained by the sale of raw milk to third parties.
In 3Q25, raw milk production was 52.3 million liters, marking a 3.0% year-over-year increase. As anticipated, cow productivity recovered throughout the period and even achieved an all-time record at 39.1 liters per cow per day. Year-to-date, total raw milk production amounted to 145.5 million liters, marking a 2.1% year-over-year decrease compared to the previous year, as milk production stood at an average of 36.9 liters per cow per day given the lower productivity presented during the first semester.
At the industry level, we marked a new record of 113.3 million liters of raw milk processed during the quarter. Out of this volume, approximately 41% came from our dairy farm operations whereas the balance was sourced from local producers in nearby areas or supplied by partners to whom we provide tolling services. During the first semester, total processed milk amounted to 297.4 million liters of raw milk, 14.2% higher versus the previous year. We continue working on product development for the domestic and export market, offering higher value added products as well as commoditized products, and being present across different price tiers with our consumer product brands.
Adjusted EBITDA amounted to $7.2 million in 3Q25 and $23.6 million in 9M25, marking a 9.8% and 7.5% decrease respectively compared to the same period of last year. Despite higher volumes sold, mainly from UHT milk, results were negatively impacted by higher costs in U.S. dollar terms and mixed price performance. We continue working towards achieving efficiencies in our vertically integrated operations and increasing our productivity levels in every stage of the value chain, as well as in the development of new markets for our wide portfolio of value added products.
| Corporate expenses | | --- || CORPORATE EXPENSES | | | | | | | | --- | --- | --- | --- | --- | --- | --- | | $ thousands | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | | Corporate Expenses | (6,873) | (6,615) | 3.9% | (31,239) | (17,051) | 83.2% |
Adecoagro’s corporate expenses include items that are not allocated to a specific business segment, such as the remuneration of executive officers and headquarters staff, certain professional services, office lease expenses, among others. Corporate expenses during 3Q25 amounted to $6.9 million, in line with the prior year, whereas on an accumulated basis they amounted to $31.2 million, $14.2 million higher year-over-year. Higher expenses were mainly explained by one-off expenses incurred by the Company during 1H25, such as financial & legal advisory fees and other related costs in connection with Tether's tender offer to acquire our common shares.
| Net Income & Adjusted Net Income |
|---|
Net income amounted to $6.4 million during 3Q25, whereas on a year-to-date basis it reached $8.1 million, marking a $12.3 million and $67.8 million year-over-year decrease, respectively.
Nevertheless, once we exclude the impact of foreign exchange variation, as well as inflation accounting effects (all non-cash impacts), adjusted net income reached $25.7 million during the quarter, whereas on an accumulated basis it amounted to negative $1.8 million. The main drivers behind the year-over-year loss reported on an accumulated basis were (i) the lower results at a consolidated level as explained throughout this earnings release; together with (ii) higher interest expenses on higher debt levels, (iii) lower income tax expenses; and (iii) lower year-over-year gains recorded within the income tax line.
| ADJUSTED NET INCOME (1) | ||||||
|---|---|---|---|---|---|---|
| $ thousands | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % |
| Profit for the period | 6,427 | 18,711 | (65.7)% | 8,091 | 75,923 | (89.3)% |
| Foreign exchange losses/(gains), net | 21,677 | (16,972) | n.a | (12,323) | 5,051 | (344.0)% |
| Cash flow hedge - transfer from equity | — | 1,912 | (100.0)% | — | 28,224 | (100.0)% |
| Inflation accounting effects | 712 | 7,528 | (90.5)% | 6,029 | 1,911 | 215.5% |
| Net results from Fair Value adjustment of Investment Property | (3,135) | 2,679 | (217.0)% | (3,614) | 22,484 | (116.1)% |
| Impairment of assets destroyed by fire | — | 14,036 | (100.0)% | — | 14,036 | (100.0)% |
| Revaluation surplus of farmland sold | — | — | n.a. | — | 9,024 | (100.0)% |
| Adjusted Net Income | 25,681 | 27,894 | (7.9)% | (1,817) | 156,653 | (101.2)% |
(1) Please see “Reconciliation of Non-IFRS measures” starting on page 22 for a reconciliation of Adjusted Net Income.
| Indebtedness | | --- || NET DEBT BREAKDOWN | | | | | | | --- | --- | --- | --- | --- | --- | | $ thousands | 3Q25 | 2Q25 | Chg % | 3Q24 | Chg % | | Bank Loans | 470,084 | 483,228 | (2.7)% | 444,254 | 5.8% | | Short term Debt | 176,028 | 215,054 | (18.1)% | 170,173 | 3.4% | | Long term Debt | 294,056 | 268,174 | 9.7% | 274,081 | 7.3% | | Senior Notes | 766,887 | 421,679 | 81.9% | 415,170 | 84.7% | | Short term Debt | 6,751 | 6,858 | (1.6)% | 623 | 983.6% | | Long term Debt | 760,136 | 414,821 | 83.2% | 414,547 | 83.4% | | Total Short term Debt | 182,779 | 221,912 | (17.6)% | 170,796 | 7.0% | | Total Long term Debt | 1,054,192 | 682,995 | 54.3% | 688,628 | 53.1% | | Gross Debt | 1,236,971 | 904,907 | 36.7% | 859,424 | 43.9% | | Cash & Equivalents | 339,998 | 180,607 | 88.3% | 198,255 | 71.5% | | Short-Term Investments | 25,464 | 25,065 | 1.6% | 15,351 | 65.9% | | Net Debt | 871,509 | 699,235 | 24.6% | 645,818 | 34.9% | | EOP Net Debt / Adj. EBITDA LTM | 2.8x | 2.3x | 23.0% | 1.5x | 90.4% |
On July 29, 2025, the Company completed the issuance of a 7-Year $500 million bond with a 7.50% coupon. Proceeds from this transaction were mainly intended to repurchase the $416 million outstanding of our 2027 bond through a cash tender offer and therefore improve the maturity profile of our debt, among other general corporate purposes. Out of this transaction, only $151 million in bonds were tendered and repurchased. This resulted in the higher gross debt levels presented throughout the period.
As of September 30, 2025, Adecoagro's net debt position amounted to $871.5 million, marking a 34.9% year-over-year increase. Despite the liability management exercise conducted, higher net debt levels are explained by (i) the lower consolidated results on a last-twelve-month basis, which reduced our cash generation throughout the period, together with (ii) an advance payment related to the acquisition of Nutrien's 50% stake in Profertil (subject to closing), which took place upon signing the agreement.
Consequently, our net leverage ratio (Net Debt/EBITDA) as of 3Q25 stood at 2.8x, 90.4% higher than the previous year. Going forward, and once we conclude the acquisition of Profertil, we intend to reduce our leverage ratio as we implement cost saving initiatives across our operations, together with a revision of our capital allocation strategy. In terms of liquidity, our ratio stood at 3.2x, compared to 1.6x during 2Q25 and 2.6x in 3Q24, reflecting the Company's full capacity to repay short term debt with its cash balance.
| Capital Expenditures | | --- || CAPITAL EXPENDITURES | | | | | | | | --- | --- | --- | --- | --- | --- | --- | | $ thousands | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | | Farming | 7,502 | 9,196 | (18.4)% | 32,538 | 37,758 | (13.8)% | | Maintenance | 843 | 1,162 | (27.4)% | 10,750 | 10,301 | 4.4% | | Expansion | 6,659 | 8,035 | (17.1)% | 21,788 | 27,457 | (20.6)% | | Sugar, Ethanol & Energy | 47,694 | 39,750 | 20.0% | 161,243 | 178,282 | (9.6)% | | Maintenance | 22,540 | 21,653 | 4.1% | 97,837 | 134,152 | (27.1)% | | Planting | 18,727 | 18,570 | 0.8% | 52,904 | 63,045 | (16.1)% | | Industrial & Agricultural Machinery | 3,813 | 3,083 | 23.7% | 44,933 | 71,107 | (36.8)% | | Expansion | 25,154 | 18,097 | 39.0% | 63,406 | 44,130 | 43.7% | | Planting | 16,405 | 16,231 | 1.1% | 43,595 | 38,174 | 14.2% | | Industrial & Agricultural Machinery | 8,749 | 1,866 | 368.9% | 19,811 | 5,956 | 232.6% | | Profertil | 96,000 | — | n.a. | 96,000 | — | n.a. | | Total | 151,196 | 48,947 | 208.9% | 289,781 | 216,040 | 34.1% | | Total Maintenance Capex | 23,383 | 22,815 | 2.5% | 108,587 | 144,453 | (24.8)% | | Total Expansion Capex | 31,813 | 26,132 | 21.7% | 85,194 | 71,587 | 19.0% | | Total Expansion Capex (With Profertil) | 127,813 | 26,132 | 389.1% | 181,194 | 71,587 | 153.1% |
Adecoagro's capital expenditures amounted to $151.2 million in 3Q25, $102.2 million higher compared to the previous year, while year-to-date they reached $289.8 million, marking a 34.1% year-over-year increase. Excluding the capex related to the agreement signed to acquire Nutrien's 50% stake in Profertil, capital expenditures were $55.2 million during 3Q25, 12.8% higher than 3Q24, whereas on an accumulated basis they amounted to $193.8 million, 10.3% lower than the same period of last year.
The Sugar, Ethanol and Energy business accounted for $47.7 million of total capex during the quarter. The year-over-year increase is fully explained by higher growth capex, which was mostly allocated to expansion planting activities, as well as to the expansion of our biomethane production. Year-to-date, capital expenditures amounted to $161.2 million. Investments include 30,705 hectares of sugarcane planted (both renewal and expansion planting) and the addition of two-row harvesters and grunner trucks to our agricultural machinery fleet to improve efficiencies while reducing the average cost per hectare harvested.
The Farming businesses accounted for $7.5 million of total capex in 3Q25, out of which $6.7 million were related to expansion projects. Investments on this front were mostly related to the acquisition of agricultural machinery for our Rice operations, mainly harvesters and seeders. Moreover, we continued investing in our industrial assets, such as the Morteros milk processing facility, where we are enhancing efficiencies in order to develop new products for the export market. On a year-to-date basis, total capex amounted to $32.5 million, 13.8% lower year-over-year.
Regarding Profertil, a $96.0 million advance payment was made upon signing the agreement, which took place at the beginning of September. For more details about the transaction, size and timing, please refer to the Remarks section of this Earnings Release (page 3).
| Other Operational & Financial Metrics |
|---|
2024/25 Harvest Season
| FARMING PRODUCTION DATA | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Planting & Production | Planted Area (hectares) | 2024/25 Harvested Area | Yields (Tons per hectare) | ||||||
| 2024/25 | 2023/24 | Chg % | Hectares | % Harvested | Production | 2024/25 | 2023/24 | Chg % | |
| Soybean | 50,972 | 64,753 | (21.3)% | 50,972 | 100.0% | 143,079 | 2.8 | 2.8 | —% |
| Soybean 2nd Crop | 41,474 | 23,927 | 73.3% | 41,474 | 100.0% | 87,360 | 2.1 | 2.2 | (3.7)% |
| Corn (1) | 44,378 | 57,043 | (22.2)% | 44,378 | 100.0% | 252,378 | 5.7 | 5.2 | 8.5% |
| Corn 2nd Crop | 2,505 | 2,548 | (1.7)% | 2,505 | 100.0% | 13,133 | 5.2 | 4.5 | 15.9% |
| Wheat (2) | 47,820 | 28,142 | 69.9% | 47,820 | 100.0% | 118,371 | 2.5 | 3.1 | (21.0)% |
| Sunflower | 12,609 | 10,832 | 16.4% | 12,609 | 100.0% | 26,480 | 2.1 | 1.7 | 23.0% |
| Cotton | 4,890 | 5,199 | (5.9)% | 4,890 | 100.0% | 2,238 | 0.5 | 0.4 | 7.8% |
| Peanut | 25,352 | 24,282 | 4.4% | 25,352 | 100.0% | 83,406 | 3.3 | 3.6 | (8.8)% |
| Other (3) | 10,542 | 3,698 | 185.1% | 10,542 | 100.0% | 5,895 | |||
| Total Crops | 240,542 | 220,425 | 9.1% | 240,542 | 100.0% | 732,340 | |||
| Rice (4) | 64,438 | 58,452 | 10.2% | 64,438 | 100.0% | 513,885 | 8.0 | 6.1 | 30.2% |
| Total Farming | 304,980 | 278,877 | 9.4% | 304,980 | 100.0% | 1,246,225 | |||
| Owned Croppable Area | 99,056 | 99,357 | (0.3)% | ||||||
| Leased Area | 161,945 | 153,044 | 5.8% | ||||||
| Second Crop Area | 43,978 | 26,476 | 66.1% | ||||||
| Total Farming Area | 304,980 | 278,877 | 9.4% |
(1) Includes sorghum; (2) Includes barley and peas; (3) Includes chia, sesame, potatoes and beans; (4) Production volume does not include 142,329 tons of rough rice sourced from third-parties.
As of the end of October 2025, we concluded harvesting activities related to the 2024/25 harvest season and produced 1,246,225 tons of aggregate grains. Due to the uneven weather patterns, our average yields for the season ended up below our initial expectations and in-line-to-below historical average. On the other hand, our rice production reached a new record driven by all-time high yields and planted area.
2025/26 Planting Plan
| FARMING PLANTING PLAN | |||||
|---|---|---|---|---|---|
| Planting | Planting Plan (hectares) | 2025/26 Planting Progress | |||
| 2025/26 | 2024/25 | Chg % | Hectares | % Planted | |
| Soybean | 40,329 | 50,972 | (20.9)% | 5,632 | 14.0% |
| Soybean 2nd Crop | 20,899 | 41,474 | (49.6)% | 148 | 0.7% |
| Corn (1) | 54,644 | 44,378 | 23.1% | 19,940 | 36.5% |
| Corn 2nd Crop | 1,194 | 2,505 | (52.3)% | — | —% |
| Wheat (2) | 27,408 | 47,820 | (42.7)% | 27,408 | 100.0% |
| Sunflower | 15,211 | 12,609 | 20.6% | 9,203 | 60.5% |
| Cotton | 4,143 | 4,890 | (15.3)% | — | —% |
| Peanut | 13,883 | 25,352 | (45.2)% | 8,453 | 60.9% |
| Other (3) | 2,879 | 10,542 | (72.7)% | — | —% |
| Total Crops | 180,590 | 240,542 | (24.9)% | 70,783 | 39.2% |
| Rice | 57,799 | 64,438 | (10.3)% | 53,735 | 93.0% |
| Total Farming | 238,389 | 304,980 | (21.8)% | 124,518 | 52.2% |
| Owned Croppable Area | 91,039 | 99,056 | (8.1)% | ||
| Leased Area | 125,257 | 161,945 | (22.7)% | ||
| Second Crop Area | 22,093 | 43,978 | (49.8)% | ||
| Total Farming Area | 238,389 | 304,980 | (21.8)% |
Planting activities for the 2025/26 season are underway and we expect to plant 238,389 hectares, marking a 21.8% year-over-year decline. Out of this area, 124,518 hectares were already seeded, representing 52% of our planting plan. The year-over-year decline in area is explained by our decision to maximize the margin per hectare in each of our crops given the lower prices presented for most of the commodities. Therefore, we reduced by 22.7% our leased area as we prioritized the farms with higher productivity potential and renegotiated our lease agreements to adjust the cost structure accordingly with the global price scenario. Furthermore, we changed our crop mix compared to the previous season to increase our exposure to the crops that offered the greater margins, which in this case was corn.
Inventories
| END OF PERIOD INVENTORIES | ||||||
|---|---|---|---|---|---|---|
| Volume | thousand | |||||
| Product | Metric | 3Q25 | 3Q24 | % Chg | 3Q25 | % Chg |
| Soybean | tons | 79,895 | 62,489 | 27.9% | 25,895 | 35.9% |
| Corn (1) | tons | 71,445 | 97,739 | (26.9)% | 11,692 | (25.8)% |
| Wheat (2) | tons | 20,414 | 9,495 | 115.0% | 3,776 | 114.9% |
| Sunflower | tons | 1,051 | 965 | 8.9% | 572 | (17.3)% |
| Cotton | tons | 691 | 2,071 | (66.6)% | 669 | (84.1)% |
| Rice (3) | tons | 72,028 | 67,274 | 7.1% | 22,972 | (23.9)% |
| Peanut | tons | 16,502 | 16,352 | 0.9% | 13,092 | (24.3)% |
| Sugar | tons | 93,670 | 100,131 | (6.5)% | 30,066 | (5.1)% |
| Ethanol | m3 | 197,339 | 214,683 | (8.1)% | 88,554 | (9.6)% |
| Hydrous Ethanol | m3 | 185,862 | 202,090 | (8.0)% | 83,331 | (9.4)% |
| Anhydrous Ethanol | m3 | 11,476 | 12,594 | (8.9)% | 5,223 | (13.5)% |
| Fluid Milk | Th Lts | 6,770 | 6,819 | (0.7)% | 5,822 | 28.0% |
| Powder Milk | tons | 2,806 | 1,172 | 139.5% | 9,536 | 134.4% |
| Cheese | tons | 725 | 458 | 58.2% | 2,663 | 23.7% |
| Butter | tons | 52 | — | n.a. | 280 | n.a. |
| Cbios | units | 94,459 | 125,647 | (24.8)% | 636 | (59.4)% |
| Fuel | m3 | 47 | 51 | (8.1)% | 47 | 4.4% |
| Others | tons | 3,980 | 982 | 305.2% | 4,451 | 489.4% |
| Total | 220,723 | (4.8)% |
All values are in US Dollars.
(1) Includes sorghum; (2) Includes barley: (3) Expressed in white rice equivalent
Variations in inventory levels between 3Q25 and 3Q24 are attributable to changes in (i) production volumes
resulting from changes in planted area, (ii) production mix between different crops and in yields obtained,
(iii) different percentage of area harvested during the period, and (iv) commercial strategy or selling pace
for each product.
Commodity Hedging
Adecoagro’s financial performance is affected by the volatile price environment inherent in agricultural commodities. The company uses forward and derivative markets to mitigate swings in commodity prices and stabilize cash flows.
The table below shows the average selling price of our hedged production volumes, including volumes that have already been invoiced and delivered, forward contracts with fixed-price and volumes hedged through derivative instruments.
| COMMODITY HEDGE POSITION - As of September 30, 2025 | |||||
|---|---|---|---|---|---|
| Consolidated Hedge Position | |||||
| Crops | Avg. FAS Price | CBOT FOB | |||
| Volume | USD/Ton | USD/Bu | Hedge (%) | ||
| 2024/2025 Harvest season | |||||
| Soybeans (tons) | 179,129 | 300.7 | 1,212.2 | 92% | |
| Corn (tons) | 200,560 | 186.9 | 597.8 | 99% | |
| Wheat (tons) | 87,709 | 213.0 | 692.3 | 98% | |
| 2025/2026 Harvest season | |||||
| Soybeans (tons)(1) | 22,500 | 300.7 | 1,238.3 | 19% | |
| Corn (tons) | 6,000 | 178.9 | 574.6 | 2% | |
| Wheat (tons) | 14,300 | 198.9 | 650.6 | 28% | |
| Consolidated Hedge Position | |||||
| Sugar, Ethanol & Energy | Avg. FOB Price | ICE FOB | |||
| Volume | USD/Unit | Cents/Lb | Hedge (%) | ||
| 2025 FY | |||||
| Sugar (tons) | 552,501 | 423.7 | 19.2 | 80% | |
| Ethanol (m3) | — | — | — | —% | |
| Energy (MW/h) (2) | 691,289 | 43.7 | n.a. | 88% | |
| 2026 FY | |||||
| Sugar (tons) | 45,110 | 381.1 | 17.3 | 8% | |
| Ethanol (m3) | — | — | — | ||
| Energy (MW/h) (2) | 592,930 | 40.1 | n.a | 69% |
(1) Does not include 80k tons declared with zero export tax, price still to be fixed. (2) Energy prices in 2025 were converted to USD at an exchange rate of BRL/USD 5.67. Energy prices in 2026 were converted to USD at an exchange rate of BRL/USD 5.80.
| 3Q25 Market Highlights |
|---|
◦During 3Q25, global sugar prices traded in a range of 15–17 cts/lb due to (i) stronger output in Brazil's Center-South region, (ii) a softer macro environment, and (iii) persistent speculative fund activity. Brazil's harvest pace advanced rapidly under dry weather, achieving a record-high sugar mix, despite the TRS level at historical lows, keeping overall sentiment defensive through the quarter. Still, global inventories remain low, and the 2024/25 deficit continues to offset the modest 2025/26 surplus projected after recent production upgrades. India remains the key swing factor, as higher output expected for 2025/26 raises the prospect of potential exports in early 2026, depending on the Indian government's policy decisions. Meanwhile, the EU and Russia benefited from favorable weather despite the lower output versus last year, and Thailand's recovery progressed regardless of localized disease concerns. Any potential disruption in supply due to weather risks (likelihood of la Niña weather event increasing in Brazil) or policy developments, such as no exports from India, could reduce worldwide supply and therefore unfold the short positions that the funds currently have on the commodity.
◦Ethanol prices remained broadly stable during the quarter, supported by strong domestic demand, persistently high sugar mix levels, and low inventory levels. Parity at the pump continued to favor hydrous ethanol, sustaining its competitiveness against gasoline. According to ESALQ, hydrous and anhydrous ethanol prices were flat quarter-over-quarter, but experienced an increase of 4% and 5% year-over-year, respectively. UNICA (Brazil's sugarcane industry association) reported that hydrous demand declined by 5% versus the previous year, while anhydrous ethanol rose 6%, supported by the transition to the new 30% blend mandate (E30) and steady Otto Cycle fuel demand growth of around 2% year-over-year. With inventories at multi-year lows and a favorable demand outlook, market fundamentals continue to point to resilient price support towards the end of the crop year.
◦Brazil's carbon credit market under the RenovaBio program presented a 32% year-over-year decrease in 3Q25, reaching an average price of 52 BRL/CBio (approximately 9 USD/CBio), compared to 76 BRL/CBio (14 USD/CBio) in 3Q24.
◦In 3Q25, energy spot prices in the southeast region of Brazil were 48% higher year-over-year and 17% higher compared to 2Q25. The peak in prices was recorded in August, explained by the lower precipitations observed during the month. Southeast reservoir levels stood at 45% during October, marking a 5% decrease versus the previous month.
◦During 3Q25, both soybean and corn prices traded below CBOT compared to 2Q25. The decline was primarily driven by expectations of abundant global supply, supported by strong U.S. crop prospects and persistent trade tensions between the United States and China. In the Argentine local market, soybean and corn prices increased by 23% and 4%, respectively, versus 2Q25. This was mainly explained by the temporary removal of export taxes, which was announced until October 31st or up to a total export quota of $7 billion, whichever occurred first. This led to a sharp rally in soybean prices, which jumped by nearly 30% shortly after the announcement. As the export quota was reached within three days, the export tax scheme returned and prices partially corrected.
◦The global rice market continued to be weak during 3Q25 as destinations are well-supplied and buyers are not willing to take long positions since the general view is flat to weaker prices for the upcoming months. On the other side, stocks are increasing at origins due to the lower exported volume versus available stock, in addition to new production entering the Asian Northern Hemisphere countries.
Consequently, the lower prices in Asia are impacting worldwide rice prices. In South America, the new crop is being planted but its behind its normal pace. In terms of planted area, a 10%-15% reduction in Argentina, Uruguay and Paraguay is forecasted, whereas in Brazil a 5% cut is expected .
◦During 3Q25, raw milk production in Argentina grew by 12% compared to the the same period of last year. Furthermore, global raw milk production was up by 1% year-to-date versus 9M24. This led to a decline in prices in both the export and domestic market. Moreover, domestic prices in Argentina were also pressured by (i) stable-to-lower consumption in some categories; and (ii) strong competition which shrunk dairy industries' margins. On the other hand, a more favorable FX rate improved competitiveness for the export market, partially compensating the lower margins seen at the local level. Nevertheless, the international market showed a downward tendency during the quarter, with butter prices decreasing by 20%, while powder milk was down by 10%.
| Forward-looking Statements |
|---|
.This press release contains forward-looking statements that are based on our current expectations, assumptions, estimates and projections about us and our industry. These forward-looking statements can be identified by words or phrases such as “anticipate,” “forecast”, “believe,” “continue,” “estimate,” “expect,” “intend,” “is/are likely to,” “may,” “plan,” “should,” “would,” or other similar expressions.
The forward-looking statements included in this press release relate to, among others: (i) our business prospects and future results of operations; (ii) weather and other natural phenomena; (iii) developments in, or changes to, the laws, regulations and governmental policies governing our business, including limitations on ownership of farmland by foreign entities in certain jurisdictions in which we operate, environmental laws and regulations; (iv) the implementation of our business strategy; (v) the correlation between petroleum, ethanol and sugar prices; (vi) our plans relating to acquisitions (including our potential purchase of Profertil), joint ventures, strategic alliances or divestitures, and to consolidate our position in different businesses; (vii) the efficiencies, cost savings and competitive advantages resulting from acquisitions; (viii) the implementation of our financing strategy, capital expenditure plan and expected shareholder distributions; (ix) the maintenance of our relationships with customers; (x) the competitive nature of the industries in which we operate; (xi) the cost and availability of financing; (xii) future demand for the commodities we produce; (xiii) international prices for commodities; (xiv) the condition of our land holdings; (xv) the development of the logistics and infrastructure for transportation of our products in the countries where we operate; (xvi) the performance of the South American and world economies; and (xvii) the relative value of the Brazilian Reais, the Argentine Peso, and the Uruguayan Peso compared to other currencies.
These forward-looking statements involve various risks and uncertainties. Although we believe that our expectations expressed in these forward-looking statements are reasonable, our expectations may turn out to be incorrect. Our actual results could be materially different from our expectations. In light of the risks and uncertainties described above, the estimates and forward-looking statements discussed in this press release might not occur, and our future results and our performance may differ materially from those expressed in these forward-looking statements due to, inclusive, but not limited to, the factors mentioned above. Because of these uncertainties, you should not make any investment decision based on these estimates and forward-looking statements.
The forward-looking statements made in this press release relate only to events or information as of the date on which the statements are made in this press release. We undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date on which the statements are made or to reflect the occurrence of unanticipated events.
| Reconciliation of Non-IFRS measures |
|---|
To supplement our consolidated financial statements, which are prepared and presented in accordance with IFRS, we use the following non-IFRS financial measures in this press release:
•Adjusted EBITDA
•Adjusted EBIT
•Adjusted EBITDA margin
•Net Debt
•Net Debt to Adjusted EBITDA
•Adjusted Net Income
In this section, we provide an explanation and a reconciliation of each of our non-IFRS financial measures to their most directly comparable IFRS measures. The presentation of these financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with IFRS.
We believe these non-IFRS financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management for financial and operational decision making.
There are limitations associated with the use of non-IFRS financial measures as an analytical tool. In particular, many of the adjustments to our IFRS financial measures reflect the exclusion of items, such as depreciation and amortization, changes in fair value, the related income tax effects of the aforementioned exclusions and exchange differences generated by the net liability monetary position in USD in the countries where the functional currency is the local currency, that are recurring and will be reflected in our financial results for the foreseeable future. In addition, these measures may be different from non-IFRS financial measures used by other companies, limiting their usefulness for comparison purposes.
Adjusted EBITDA & Adjusted EBIT
Adjusted Consolidated EBITDA equals the sum of our Adjusted Segment EBITDA for each of our operating segments.
We define “Adjusted Consolidated EBITDA” as (i) consolidated net profit (loss) for the year, as applicable, before interest expense, income taxes, depreciation of property, plant and equipment and amortization of intangible assets, net gain or loss from fair value adjustments of investment property land, foreign exchange gains or losses, other net financial results and bargain purchase gain on acquisition and any charges related to impairments (ii) adjusted by those items, that do not impact profit and loss, but are recorded directly in shareholders’ equity, including (a) the gains or losses from disposals of noncontrolling interests in subsidiaries whose main underlying asset is farmland, reflected under the line item: "Reserve from the sale of noncontrolling interests in subsidiaries” and (b) the net increase in value of sold farmland, which has been recognized in either revaluation surplus or retained earnings; and (iii) net of the combined effect of the application of IAS 29 and IAS 21 from the Argentine operations included in profit from operations.
We believe that Adjusted Consolidated EBITDA and Adjusted Segment EBITDA are important measures of operating performance for our company and each operating segment, respectively, because they allow investors to evaluate and compare our consolidated operating results and to evaluate and compare the operating performance of our segments, respectively, including our return on capital and operating efficiencies, from period to period by removing the impact of our capital structure (interest expense from our outstanding debt), asset base (depreciation and amortization), tax consequences (income taxes), bargain purchase gain, any charges related to impairments, foreign exchange gains or losses and other financial results. In addition, by including the gains or losses from disposals of noncontrolling interests in subsidiaries whose main underlying asset is farmland, investors can also evaluate and compare the full value and returns generated by our land transformation activities. Other companies may calculate Adjusted Consolidated EBITDA and Adjusted Segment EBITDA differently, and therefore our Adjusted Consolidated EBITDA and Adjusted Segment EBITDA may not be comparable to similar measures used by other companies. Adjusted Consolidated EBITDA and Adjusted Segment EBITDA are not measures of financial performance under IFRS, and should not be considered in isolation or as an alternative to consolidated net profit (loss), cash flows from operating activities, segment profit from operations and other measures determined in accordance with IFRS. Items excluded from Adjusted Consolidated EBITDA and Adjusted Segment EBITDA are significant and necessary components to the operations of our business, and, therefore, Adjusted Consolidated EBITDA and Adjusted Segment EBITDA should only be used as a supplemental measure of our company’s operating performance, and of each of our operating segments,
respectively. We also believe Adjusted Consolidated EBITDA and Adjusted Segment EBITDA are useful for securities analysts, investors and others to evaluate and compare the financial performance of our company and other companies in the agricultural industry.
These non-IFRS measures should be considered in addition to, but not as a substitute for or superior to, the information contained in either our statements of income or segment information.
Our Adjusted Consolidated EBIT equals the sum of our Adjusted Segment EBITs for each of our operating segments.
We define “Adjusted Consolidated EBIT” as (i) consolidated net profit (loss) for the year, as applicable, before interest expense, income taxes, net gain from fair value adjustments of investment property land, foreign exchange gains or losses, other net financial results, bargain purchase gain on acquisition and any charges related to impairments (ii) adjusted by those items, that do not impact profit and loss, but are recorded directly in shareholders’ equity, including (a) the gains or losses from disposals of noncontrolling interests in subsidiaries whose main underlying asset is farmland, reflected under the line item: "Reserve from the sale of noncontrolling interests in subsidiaries” and (b) the net increase in value of sold farmland, which has been recognized in either revaluation surplus or retained earnings; and (iii) net of the combined effect of the application of IAS 29 and IAS 21 from the Argentine operations included in profit from operations.
We believe that Adjusted Consolidated EBIT and Adjusted Segment EBIT are important measures of operating performance, for our company and each operating segment, respectively, because they allow investors to evaluate and compare our consolidated operating results and to evaluate and compare the operating performance of our segments, from period to period by including the impact of depreciable fixed assets and removing the impact of our capital structure (interest expense from our outstanding debt), tax consequences (income taxes), foreign exchange gains or losses and other financial results. In addition, by including the gains or losses from disposals of noncontrolling interests in subsidiaries whose main underlying asset is farmland and also the sale of farmlands, and impairments, investors can evaluate the full value and returns generated by our land transformation activities. Other companies may calculate Adjusted Consolidated EBIT and Adjusted Segment EBIT differently, and therefore our Adjusted Consolidated EBIT and Adjusted Segment EBIT may not be comparable to similar measures used by other companies. Adjusted Consolidated EBIT and Adjusted Segment EBIT are not measures of financial performance under IFRS, and should not be considered in isolation or as an alternative to consolidated net profit (loss), cash flows from operating activities, segment profit from operations and other measures determined in accordance with IFRS. Items excluded from Adjusted Consolidated EBIT and Adjusted Segment EBIT are significant and necessary components to the operations of our business, and, therefore, Adjusted Consolidated EBIT and Adjusted Segment EBIT should only be used as a supplemental measure of the operating performance of our company, and of each of our operating segments, respectively.
Reconciliation of both Adjusted EBITDA and Adjusted EBIT starts on page 25.
Net Debt & Net Debt to Adjusted EBITDA
Net debt is defined as the sum of non-current and current borrowings less cash and cash equivalents and short-term investments. This measure is widely used by management. Management is consistently tracking our leverage position and our ability to repay and service our debt obligations over time. We have therefore set a leverage ratio target that is measured by net debt divided by Adjusted Consolidated EBITDA.
We believe that the ratio net debt to Adjusted Consolidated EBITDA provides useful information to investors because management uses it to manage our debt-equity ratio in order to promote access to capital markets and our ability to meet scheduled debt service obligations.
| RECONCILIATION - NET DEBT | |||||
|---|---|---|---|---|---|
| $ thousands | 3Q25 | 2Q25 | Chg % | 3Q24 | Chg % |
| Total Borrowings | 1,236,971 | 904,907 | 36.7% | 859,424 | 43.9% |
| Cash and Cash equivalents | 339,998 | 180,607 | 88.3% | 198,255 | 71.5% |
| Short-term investments | 25,464 | 25,065 | 1.6% | 15,351 | 65.9% |
| Net Debt | 871,509 | 699,235 | 24.6% | 645,818 | 34.9% |
Adjusted Net Income
We define Adjusted Net Income as (i) profit/(loss) of the period/year before net gain/(losses) from fair value adjustments of investment property land, bargain purchase gain on acquisition and any impairment; plus (ii) any non-cash finance costs resulting from foreign exchange gain/losses for such period, which are composed by both exchange differences and cash flow hedge transfer from equity, included in Financial Results, net, in our statement of income; net of the related income tax effects, plus (iii) gains or losses from disposals of non-controlling interests in subsidiaries whose main underlying asset is farmland, which are reflected in our shareholders’ equity under the line item “Reserve from the sale of non-controlling interests in subsidiaries” if any, plus (iv) the reversal of the aforementioned income tax effect, plus (v) inflation accounting effect; plus (vi) the net increase in value of sold farmland, which has been recognized in either revaluation surplus or retained earnings, if any.
We believe that Adjusted Net Income is an important measure of performance for our company allowing investors to properly assess the impact of the results of our operations in our equity. In fact, results arising from the revaluation effect of our net monetary position held in foreign currency in the countries where our functional currency is the local currency do not affect the equity of the Company, when measured in foreign / reporting currency. Conversely, the tax effect resulting from the aforementioned revaluation effect does impact the equity of the Company, since it reduces/increases the income tax to be paid in each country. Accordingly we have added back the income tax effect to Adjusted Net Income.
In addition, by including the gains or losses from disposals of non-controlling interests in subsidiaries whose main underlying asset is farmland, investors can also include the full value and returns generated by our land transformation activities.
Other companies may calculate Adjusted Net Income differently, and therefore our Adjusted Net Income may not be comparable to similar measures used by other companies. Adjusted Net Income is not a measure of financial performance under IFRS, and should not be considered in isolation or as an alternative to consolidated net profit (loss). This non-IFRS measure should be considered in addition to, but not as a substitute for or superior to, the information contained in our financial statements.
| ADJUSTED NET INCOME | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| $ thousands | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | ||||
| Profit for the period | 6,427 | 18,711 | (65.7)% | 8,091 | 75,923 | (89.3)% | ||||
| Foreign exchange losses/(gains), net | 21,677 | (16,972) | n.a | (12,323) | 5,051 | (344.0)% | ||||
| Cash flow hedge - transfer from equity | — | 1,912 | (100.0)% | — | 28,224 | (100.0)% | ||||
| Inflation accounting effects | 712 | 7,528 | (90.5)% | 6,029 | 1,911 | 215.5% | ||||
| Net results from Fair Value adjustment of Investment Property | (3,135) | 2,679 | (217.0)% | (3,614) | 22,484 | (116.1)% | ||||
| Impairment of assets destroyed by fire | — | 14,036 | (100.0)% | — | 14,036 | (100.0)% | ||||
| Revaluation surplus of farmland sold | — | — | n.a. | — | 9,024 | n.a. | ||||
| Adjusted Net Income | 25,681 | 27,894 | (7.9)% | (1,817) | 156,653 | (101.2)% | ||||
| ADJUSTED EBITDA & ADJUSTED EBITDA RECONCILIATION TO PROFIT/LOSS - 3Q25 | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | |||
| $ thousands | Crops | Rice | Dairy | Farming | Sugar, Ethanol & Energy | Corporate | Total | |||
| Sales of goods and services rendered | 64,075 | 37,259 | 78,511 | 179,845 | 143,501 | — | 323,346 | |||
| Cost of goods sold and services rendered | (62,596) | (38,057) | (65,617) | (166,270) | (97,985) | — | (264,255) | |||
| Initial recog. and changes in FV of BA and agricultural produce | (6,295) | 6,451 | 4,759 | 4,915 | 40,904 | — | 45,819 | |||
| Gain from changes in NRV of agricultural produce after harvest | 5,166 | 37 | 7 | 5,210 | 165 | — | 5,375 | |||
| Margin on Manufacturing and Agricultural Act. Before Opex | 350 | 5,690 | 17,660 | 23,700 | 86,585 | — | 110,285 | |||
| General and administrative expenses | (3,506) | (3,402) | (3,953) | (10,861) | (4,938) | (6,944) | (22,743) | |||
| Selling expenses | (5,095) | (5,447) | (9,628) | (20,170) | (17,079) | (226) | (37,475) | |||
| Other operating income, net | 36 | 3,142 | (110) | 3,068 | 356 | (95) | 3,329 | |||
| Profit from Operations Before Financing and Taxation | (8,215) | (17) | 3,969 | (4,263) | 64,924 | (7,265) | 53,396 | |||
| Net results from Fair value adjustment of Investment property | — | (2,643) | — | (2,643) | — | — | (2,643) | |||
| Adjusted EBIT | (8,215) | (2,660) | 3,969 | (6,906) | 64,924 | 0 | (7,265) | 50,753 | ||
| (-) Depreciation and Amortization | 1,417 | 3,772 | 3,181 | 8,370 | 55,543 | 392 | 64,305 | |||
| Adjusted EBITDA | (6,798) | 1,112 | 7,150 | 1,464 | 120,467 | 0 | (6,873) | 115,058 | ||
| Reconciliation to Profit/(Loss) | ||||||||||
| Adjusted EBITDA | 115,058 | |||||||||
| (+) Depreciation and Amortization | (64,305) | |||||||||
| (+) Financial result, net | (50,489) | |||||||||
| (+) Net results from Fair value adjustment of Investment property | 2,643 | |||||||||
| (+) Income Tax (Charge)/Benefit | 63 | |||||||||
| (+) Translation Effect (IAS 21) | 3,457 | |||||||||
| Profit/(Loss) for the Period | 6,427 | |||||||||
| ADJUSTED EBITDA & ADJUSTED EBITDA RECONCILIATION TO PROFIT/LOSS - 3Q24 | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||
| $ thousands | Crops | Rice | Dairy | Farming | Sugar, Ethanol & Energy | Corporate | Total | |||
| Sales of goods and services rendered | 66,600 | 70,124 | 83,414 | 220,138 | 236,515 | — | 456,653 | |||
| Cost of goods sold and services rendered | (56,635) | (57,157) | (71,701) | (185,493) | (160,617) | — | (346,110) | |||
| Initial recog. and changes in FV of BA and agricultural produce | 2,146 | 584 | 2,649 | 5,379 | 4,577 | — | 9,956 | |||
| Gain from changes in NRV of agricultural produce after harvest | (5,189) | 1 | — | (5,188) | 23 | — | (5,165) | |||
| Margin on Manufacturing and Agricultural Act. Before Opex | 6,922 | 13,552 | 14,362 | 34,836 | 80,498 | — | 115,334 | |||
| General and administrative expenses | (1,906) | (2,436) | (3,032) | (7,374) | (6,135) | (8,227) | (21,736) | |||
| Selling expenses | (6,257) | (8,965) | (7,634) | (22,856) | (23,614) | 1,341 | (45,129) | |||
| Other operating income, net | (13,320) | (85) | 1,399 | (12,006) | (4,956) | (134) | (17,096) | |||
| Profit from Operations Before Financing and Taxation | (14,561) | 2,066 | 5,095 | (7,400) | 45,793 | (7,020) | 31,373 | |||
| Net results from Fair value adjustment of Investment property | 22 | 1,577 | — | 1,599 | — | — | 1,599 | |||
| Impairment of assets destroyed by fire | 14,162 | — | — | 14,162 | — | — | 14,162 | |||
| Adjusted EBIT | (377) | 3,643 | 5,095 | 8,361 | 45,793 | 0 | (7,020) | 0 | 47,134 | |
| (-) Depreciation and Amortization | 2,402 | 3,787 | 2,835 | 9,024 | 54,337 | 405 | 63,766 | |||
| Adjusted EBITDA | 2,025 | 7,430 | 7,930 | 17,385 | 100,130 | (6,615) | 110,900 | |||
| Reconciliation to Profit/(Loss) | ||||||||||
| Adjusted EBITDA | 110,900 | |||||||||
| (+) Depreciation and Amortization | (63,766) | |||||||||
| (+) Financial result, net | (6,424) | |||||||||
| (+) Net results from Fair value adjustment of Investment property | (1,599) | |||||||||
| (+) Income Tax (Charge)/Benefit | (4,544) | |||||||||
| (+) Impairments of assets destroyed by fire | (14,162) | |||||||||
| (+) Translation Effect (IAS 21) | (1,694) | |||||||||
| Profit/(Loss) for the Period | 18,711 | |||||||||
| ADJUSTED EBITDA & ADJUSTED EBITDA RECONCILIATION TO PROFIT/LOSS - 9M25 | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||
| $ thousands | Crops | Rice | Dairy | Farming | Sugar, Ethanol & Energy | Corporate | Total | |||
| Sales of goods and services rendered | 180,839 | 174,654 | 223,594 | 579,087 | 459,892 | — | 1,038,979 | |||
| Cost of goods sold and services rendered | (175,834) | (149,854) | (194,199) | (519,887) | (346,377) | — | (866,264) | |||
| Initial recog. and changes in FV of BA and agricultural produce | (6,561) | 15,602 | 21,400 | 30,441 | 49,616 | — | 80,057 | |||
| Gain from changes in NRV of agricultural produce after harvest | 8,726 | (16) | (2) | 8,708 | (609) | — | 8,099 | |||
| Margin on Manufacturing and Agricultural Act. Before Opex | 7,170 | 40,386 | 50,793 | 98,349 | 162,522 | — | 260,871 | |||
| General and administrative expenses | (16,257) | (14,544) | (11,314) | (42,115) | (21,355) | (31,901) | (95,371) | |||
| Selling expenses | (14,447) | (25,703) | (26,032) | (66,182) | (48,978) | (362) | (115,522) | |||
| Other operating income, net | 1,143 | 4,673 | (49) | 5,767 | 6,228 | (238) | 11,757 | |||
| Profit from Operations Before Financing and Taxation | (22,391) | 4,812 | 13,398 | (4,181) | 98,417 | (32,501) | 61,735 | |||
| Net results from Fair value adjustment of Investment property | — | (3,122) | — | (3,122) | — | — | (3,122) | |||
| Adjusted EBIT | (22,391) | 1,690 | 13,398 | (7,303) | 98,417 | (32,501) | 58,613 | |||
| (-) Depreciation and Amortization | 4,252 | 12,058 | 10,185 | 26,495 | 120,001 | 1,262 | 147,758 | |||
| Adjusted EBITDA | (18,139) | 13,748 | 23,583 | 19,192 | 218,418 | (31,239) | 206,371 | |||
| Reconciliation to Profit/(Loss) | ||||||||||
| Adjusted EBITDA | 206,371 | |||||||||
| (+) Depreciation and Amortization | (147,758) | |||||||||
| (+) Financial result, net | (60,097) | |||||||||
| (+) Net results from Fair value adjustment of Investment property | 3,122 | |||||||||
| (+) Income Tax (Charge)/Benefit | 2,002 | |||||||||
| (+) Translation Effect (IAS 21) | 4,451 | |||||||||
| Profit/(Loss) for the Period | 8,091 | |||||||||
| ADJUSTED EBITDA & ADJUSTED EBITDA RECONCILIATION TO PROFIT/LOSS - 9M24 | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||
| $ thousands | Crops | Rice | Dairy | Farming | Sugar, Ethanol & Energy | Corporate | Total | |||
| Sales of goods and services rendered | 175,065 | 199,035 | 209,248 | 583,348 | 524,651 | — | 1,107,999 | |||
| Cost of goods sold and services rendered | (159,224) | (157,478) | (174,854) | (491,556) | (378,144) | — | (869,700) | |||
| Initial recog. and changes in FV of BA and agricultural produce | 28,954 | 31,927 | 6,661 | 67,542 | 41,531 | — | 109,073 | |||
| Gain from changes in NRV of agricultural produce after harvest | (17,583) | — | — | (17,583) | 540 | — | (17,043) | |||
| Margin on Manufacturing and Agricultural Act. Before Opex | 27,212 | 73,484 | 41,055 | 141,751 | 188,578 | — | 330,329 | |||
| General and administrative expenses | (16,195) | (11,391) | (8,271) | (35,857) | (18,364) | (19,754) | (73,975) | |||
| Selling expenses | (13,206) | (24,506) | (19,188) | (56,900) | (55,884) | 1,314 | (111,470) | |||
| Other operating income, net | (5,358) | (14,327) | 3,450 | (16,235) | 2,560 | 272 | (13,403) | |||
| Profit from Operations Before Financing and Taxation | (7,547) | 23,260 | 17,046 | 32,759 | 116,890 | (18,168) | 131,481 | |||
| Net results from Fair value adjustment of Investment property | 588 | 17,600 | — | 18,188 | — | — | 18,188 | |||
| Transfer of revaluation surplus derived from the disposals of assets | 9,024 | — | — | 9,024 | — | — | 9,024 | |||
| Impairment of assets destroyed by fire | 14,162 | — | — | 14,162 | — | — | 14,162 | |||
| Adjusted EBIT | 16,227 | 40,860 | 17,046 | 74,133 | 116,890 | (18,168) | 172,855 | |||
| (-) Depreciation and Amortization | 6,061 | 10,539 | 8,458 | 25,058 | 141,981 | 1,117 | 168,156 | |||
| Adjusted EBITDA | 22,288 | 51,399 | 25,504 | 99,191 | 258,871 | (17,051) | 341,011 | |||
| Reconciliation to Profit/(Loss) | ||||||||||
| Adjusted EBITDA | 341,011 | |||||||||
| (+) Depreciation and Amortization | (168,156) | |||||||||
| (+) Financial result, net | (98,809) | |||||||||
| (+) Net results from Fair value adjustment of Investment property | (18,188) | |||||||||
| (+) Income Tax (Charge)/Benefit | 39,980 | |||||||||
| (-) Transfer of revaluation surplus derived from the disposals of assets | (9,024) | |||||||||
| (+) Impairments of assets destroyed by fire | (14,162) | |||||||||
| (+) Translation Effect (IAS 21) | 3,271 | |||||||||
| Profit/(Loss) for the Period | 75,923 | |||||||||
| Condensed Consolidated Interim Financial Statments | ||||||||||
| --- | ||||||||||
| Statement of Income | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||
| $ thousands | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | ||||
| Revenue | 304,212 | 471,495 | (35.5)% | 1,011,798 | 1,144,687 | (11.6)% | ||||
| Cost of revenue | (246,836) | (361,003) | (31.6)% | (841,418) | (900,810) | (6.6)% | ||||
| Initial recognition and Changes in fair value of biological assets and agricultural produce | 44,386 | 13,602 | 226.3% | 77,479 | 121,302 | (36.1)% | ||||
| Changes in net realizable value of agricultural produce after harvest | 5,034 | (5,874) | (185.7)% | 7,594 | (19,453) | (139.0)% | ||||
| Margin on Manufacturing and Agricultural Activities Before Operating Expenses | 106,796 | 118,220 | (9.7)% | 255,453 | 345,726 | (26.1)% | ||||
| General and administrative expenses | (19,047) | (24,111) | (21.0)% | (90,014) | (78,958) | 14.0% | ||||
| Selling expenses | (34,564) | (46,790) | (26.1)% | (111,316) | (115,511) | (3.6)% | ||||
| Other operating income, net | 3,668 | (17,640) | (120.8)% | 12,063 | (16,505) | (173.1)% | ||||
| Profit from operations | 56,853 | 29,679 | 91.6% | 66,186 | 134,752 | (50.9)% | ||||
| Finance income | (18,321) | 4,139 | (542.6)% | 25,036 | 9,164 | 173.2% | ||||
| Finance costs | (31,456) | (3,035) | 936.4% | (79,104) | (106,062) | (25.4)% | ||||
| Other financial results - Net gain / (loss) of inflation effects on the monetary items | (712) | (7,528) | (90.5)% | (6,029) | (1,911) | 215.5% | ||||
| Financial results, net | (50,489) | (6,424) | 685.9% | (60,097) | (98,809) | (39.2)% | ||||
| Profit / (loss) before income tax | 6,364 | 23,255 | (72.6)% | 6,089 | 35,943 | (83.1)% | ||||
| Income tax | 63 | (4,544) | (101.4)% | 2,002 | 39,980 | (95.0)% | ||||
| Profit for the period | 6,427 | 18,711 | (65.7)% | 8,091 | 75,923 | (89.3)% | ||||
| Statement of Cashflows | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||
| $ thousands | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | ||||
| Cash flows from operating activities: | ||||||||||
| Profit from operations | 6,427 | 18,711 | (65.7)% | 8,091 | 75,923 | (89.3)% | ||||
| Adjustments for: | ||||||||||
| Income tax (benefit) / expense | (63) | 4,544 | (101.4)% | (2,002) | (39,980) | (95.0)% | ||||
| Depreciation | 62,480 | 64,124 | (2.6)% | 144,232 | 168,845 | (14.6)% | ||||
| Amortization | 405 | 624 | (35.1)% | 1,480 | 1,769 | (16.3)% | ||||
| Depreciation of right of use assets | 20,475 | 16,761 | 22.2% | 58,847 | 64,127 | (8.2)% | ||||
| Gain from disposal of farmland and other assets | — | — | n . a | — | (6,050) | (100.0)% | ||||
| Loss / (gain) from disposal of other property items | (1,215) | (810) | 50.0% | (1,623) | (478) | 239.5% | ||||
| Impairment due to fire | — | 14,036 | (100.0)% | — | 14,036 | (100.0)% | ||||
| Equity settled shared-based compensation granted | (314) | 1,615 | (119.4)% | 11,580 | 5,081 | 127.9% | ||||
| Loss / (gain) from derivative financial instruments and forwards | 2,366 | 6,226 | (62.0)% | (4,827) | (3,118) | 54.8% | ||||
| Interest and other expense , net | 24,776 | 14,098 | 75.7% | 64,563 | 58,885 | 9.6% | ||||
| Initial recognition and changes in fair value of non harvested biological assets (unrealized) | (15,483) | 35,219 | (144.0)% | (21,642) | (5,904) | 266.6% | ||||
| Changes in net realizable value of agricultural produce after harvest (unrealized) | (6,235) | (3,254) | 91.6% | (8,372) | 1,834 | (556.5)% | ||||
| Provision and allowances | (207) | (2,005) | (89.7)% | (171) | (1,993) | (91.4)% | ||||
| Net gain from fair value adjustment of Investment property | (3,135) | 2,679 | (217.0)% | (3,614) | 22,484 | (116.1)% | ||||
| Tax credit recognized | (713) | — | n . a | (4,132) | — | n . a | ||||
| Net gain of inflation effects on the monetary items of the effect of inflation on monetary items | 712 | 7,528 | (90.5)% | 6,029 | 1,911 | 215.5% | ||||
| Foreign exchange gains, net | 21,677 | (16,972) | (227.7)% | (12,323) | 5,051 | (344.0)% | ||||
| Cash flow hedge – transfer from equity | — | 1,912 | (100.0)% | — | 28,224 | (100.0)% | ||||
| Subtotal | 111,953 | 165,036 | (32.2)% | 236,116 | 390,647 | (39.6)% | ||||
| Changes in operating assets and liabilities: | ||||||||||
| (Increase)/Decrease in trade and other receivables | 24,123 | (113,241) | (121.3)% | (75,879) | (150,992) | (49.7)% | ||||
| (Increase)/Decrease in inventories | (50,901) | 55,994 | (190.9)% | (103,725) | (111,079) | (6.6)% | ||||
| (Increase)/Decrease in biological assets | (40,899) | (57,527) | (28.9)% | 70,253 | 64,349 | 9.2% | ||||
| (Increase)/Decrease in other assets | 57 | 17 | 235.3% | 262 | (374) | (170.1)% | ||||
| (Increase)/Decrease in derivatives financial instruments | (2,755) | (288) | 856.6% | (4,598) | 20,471 | (122.5)% | ||||
| (Increase)/Decrease in trade and other payables | (15,841) | (8,097) | 95.6% | 12,502 | (49,063) | (125.5)% | ||||
| (Increase)/Decrease in payroll and social securities liabilities | 5,596 | 9,143 | (38.8)% | 6,697 | 4,970 | 34.7% | ||||
| (Increase)/Decrease in provisions for other liabilities | (175) | 433 | (140.4)% | (85) | 901 | (109.4)% | ||||
| Cash generated in operations | 31,158 | 51,470 | (39.5)% | 141,543 | 169,830 | (16.7)% | ||||
| Income taxes paid | (1,057) | (2,404) | (56.0)% | (2,852) | (4,963) | (42.5)% | ||||
| Net cash generated from operating activities (a) | 30,101 | 49,066 | (38.7)% | 138,691 | 164,867 | (15.9)% | ||||
| Statement of Cashflows | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||
| $ thousands | 3Q25 | 3Q24 | Chg % | 9M25 | 9M24 | Chg % | ||||
| Cash flows from investing activities | ||||||||||
| Acquisition of business, net of cash acquired | — | (658) | (100.0)% | — | (15,923) | (100.0)% | ||||
| Purchases of property, plant and equipment | (52,210) | (49,056) | 6.4% | (189,891) | (203,153) | (6.5)% | ||||
| Purchase of cattle and non current biological assets planting cost | (43) | (261) | (83.5)% | (138) | (1,445) | (90.4)% | ||||
| Purchases of intangible assets | (426) | (462) | (7.8)% | (1,244) | (1,019) | 22.1% | ||||
| Interest received | 8,931 | 2,023 | 341.5% | 12,931 | 6,496 | 99.1% | ||||
| Proceeds from sale of property, plant and equipment | 701 | 270 | 159.6% | 1,316 | 890 | 47.9% | ||||
| Proceeds from sale of farmlands | 1,691 | 3,215 | (47.4)% | 3,292 | 23,259 | (85.8)% | ||||
| Advance payments for acquisition of joint venture | (96,000) | — | n . a | (96,000) | — | n . a | ||||
| Acquisition of short term | (31,008) | — | n . a | (103,775) | (33,711) | 207.8% | ||||
| Dispositions of short term investment | 26,112 | 40,975 | (36.3)% | 110,980 | 77,551 | 43.1% | ||||
| Net cash used in investing activities (b) | (142,252) | (3,954) | 3497.7% | (262,529) | (147,055) | 78.5% | ||||
| Cash flows from financing activities | ||||||||||
| Proceeds from EQ settled share-based compensation exercise | — | 98 | (100.0)% | 45 | 98 | (54.1)% | ||||
| Interest paid (c) | (18,410) | (10,993) | 67.5% | (44,930) | (19,064) | 135.7% | ||||
| Proceeds from long-term borrowings | 525,075 | 74,225 | 607.4% | 552,622 | 94,594 | 484.2% | ||||
| Payment of long-term borrowings | (157,669) | (84,987) | 85.5% | (200,271) | (96,727) | 107.0% | ||||
| Proceeds from short-term borrowings | 46,197 | 40,065 | 15.3% | 212,922 | 89,936 | 136.7% | ||||
| Payment of short-term borrowings | (90,546) | (4,617) | 1861.1% | (154,699) | (121,660) | 27.2% | ||||
| Payment of derivatives financial instruments | (170) | (502) | (66.1)% | (137) | (581) | (76.4)% | ||||
| Lease Payments | (24,817) | (25,306) | (1.9)% | (85,102) | (80,756) | 5.4% | ||||
| Purchase of own shares | — | (16,584) | (100.0)% | (10,210) | (58,279) | (82.5)% | ||||
| Dividends paid to non-controlling interest | — | (252) | (100.0)% | — | (376) | (100.0)% | ||||
| Dividends to shareholders | — | — | n . a | (17,500) | (17,500) | —% | ||||
| Net cash used in financing activities (d) | 279,660 | (28,853) | (1069.3)% | 252,740 | (210,315) | (220.2)% | ||||
| Net increase / (decrease) in cash and cash equivalents | 167,509 | 16,259 | 930.3% | 128,902 | (192,503) | (167.0)% | ||||
| Cash and cash equivalents at beginning of year | 180,607 | 140,311 | 28.7% | 211,244 | 339,781 | (37.8)% | ||||
| Exchange gains on cash and cash equivalents (e) | (8,118) | 41,685 | (119.5)% | (148) | 50,977 | (100.3)% | ||||
| Cash and cash equivalents at end of year | 339,998 | 198,255 | 71.5% | 339,998 | 198,255 | 71.5% | ||||
| Combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries over: | 3Q25 | 3Q24 | 9M25 | 9M24 | ||||||
| --- | --- | --- | --- | --- | --- | |||||
| Operating activities | (a) | 8,741 | (48,525) | 10,969 | (67,244) | |||||
| Acquisition of short term investment | (b) | (1,199) | — | (1,643) | — | |||||
| Investing activities | (c) | (970) | (3,886) | (212) | (7,889) | |||||
| Interest paid | (d) | (4,048) | 3,277 | (6,386) | 7,429 | |||||
| Financing activities | (e) | (3,735) | 9,144 | (8,389) | 42,457 | |||||
| Exchange rate changes and inflation on cash and cash equivalents | (f) | (4,036) | 43,267 | (2,368) | 32,676 | Statement of Financial position | ||||
| --- | --- | --- | --- | |||||||
| $ thousands | 9M25 | 12M24 | Chg % | |||||||
| ASSETS | ||||||||||
| Non-Current Assets | ||||||||||
| Property, plant and equipment | 1,681,601 | 1,548,589 | 8.6% | |||||||
| Right of use assets | 400,871 | 373,846 | 7.2% | |||||||
| Investment property | 34,208 | 33,542 | 2.0% | |||||||
| Intangible assets, net | 35,423 | 37,231 | (4.9)% | |||||||
| Biological assets | 41,331 | 43,418 | (4.8)% | |||||||
| Deferred income tax assets | 20,968 | 15,507 | 35.2% | |||||||
| Trade and other receivables, net | 56,968 | 38,510 | 47.9% | |||||||
| Derivative financial instruments | 9,219 | 5,482 | 68.2% | |||||||
| Other Assets | 3,426 | 3,761 | (8.9)% | |||||||
| Total Non-Current Assets | 2,284,015 | 2,099,886 | 8.8% | |||||||
| Current Assets | ||||||||||
| Biological assets | 193,376 | 250,527 | (22.8)% | |||||||
| Inventories | 407,286 | 289,664 | 40.6% | |||||||
| Trade and other receivables, net | 389,085 | 213,356 | 82.4% | |||||||
| Derivative financial instruments | 5,823 | 4,114 | 41.5% | |||||||
| Short-term investment | 25,464 | 46,097 | (44.8)% | |||||||
| Cash and cash equivalents | 339,998 | 211,244 | 61.0% | |||||||
| Total Current Assets | 1,361,032 | 1,015,002 | 34.1% | |||||||
| TOTAL ASSETS | 3,645,047 | 3,114,888 | 17.0% | |||||||
| SHAREHOLDERS EQUITY | ||||||||||
| Capital and reserves attributable to equity holders of the parent | ||||||||||
| Share capital | 158,073 | 167,073 | (5.4)% | |||||||
| Share premium | 636,139 | 659,399 | (3.5)% | |||||||
| Cumulative translation adjustment | (424,636) | (413,757) | 2.6% | |||||||
| Equity-settled compensation | 11,291 | 17,264 | (34.6)% | |||||||
| Other reserves | 153,237 | 151,261 | 1.3% | |||||||
| Treasury shares | (7,940) | (16,989) | (53.3)% | |||||||
| Revaluation surplus | 279,150 | 245,261 | 13.8% | |||||||
| Reserve from the sale of minority interests in subsidiaries | 41,574 | 41,574 | —% | |||||||
| Retained earnings | 525,101 | 518,064 | 1.4% | |||||||
| Equity attributable to equity holders of the parent | 1,371,989 | 1,369,150 | 0.2% | |||||||
| Non controlling interest | 64,569 | 38,951 | 65.8% | |||||||
| TOTAL SHAREHOLDERS EQUITY | 1,436,558 | 1,408,101 | 2.0% | |||||||
| LIABILITIES | ||||||||||
| Non-Current Liabilities | ||||||||||
| Trade and other payables | 990 | 767 | 29.1% | |||||||
| Borrowings | 1,054,192 | 680,005 | 55.0% | |||||||
| Lease liabilities | 317,869 | 287,679 | 10.5% | |||||||
| Deferred income tax liabilities | 344,906 | 330,336 | 4.4% | |||||||
| Payrroll and Social liabilities | 560 | 1,454 | (61.5)% | |||||||
| Derivatives financial instruments | 1,206 | 3,983 | (69.7)% | |||||||
| Provisions for other liabilities | 2,668 | 2,244 | 18.9% | |||||||
| Total Non-Current Liabilities | 1,722,391 | 1,306,468 | 31.8% | |||||||
| Current Liabilities | ||||||||||
| Trade and other payables | 210,065 | 206,907 | 1.5% | |||||||
| Current income tax liabilities | 828 | 3,471 | (76.1)% | |||||||
| Payrroll and Social liabilities | 37,582 | 32,735 | 14.8% | |||||||
| Borrowings | 182,779 | 99,551 | 83.6% | |||||||
| Lease liabilities | 50,206 | 54,351 | (7.6)% | |||||||
| Derivative financial instruments | 3,871 | 1,796 | 115.5% | |||||||
| Provisions for other liabilities | 767 | 1,508 | (49.1)% | |||||||
| Total Current Liabilities | 486,098 | 400,319 | 21.4% | |||||||
| TOTAL LIABILITIES | 2,208,489 | 1,706,787 | 29.4% | |||||||
| TOTAL SHAREHOLDERS EQUITY AND LIABILITIES | 3,645,047 | 3,114,888 | 17.0% |
33
Document
Adecoagro S.A.
Condensed Consolidated Interim Financial Statements as of September 30, 2025 and for the nine-month periods ended September 30, 2025 and 2024
Legal information
Denomination: Adecoagro S.A.
Legal address: 28, Boulevard Raiffeisen, L-2411, Luxembourg
Company activity: Agricultural and agro-industrial
Date of registration: June 11, 2010
Expiration of company charter: No term defined
Number of register (RCS Luxembourg): B153.681
Issued Capital Stock: 105,381,815 common shares (Note 21)
Outstanding Capital Stock: 100,086,440 common shares
Treasury Shares: 5,295,375 common shares
F - 1
Adecoagro S.A.
Condensed Consolidated Interim Statements of Income
for the nine-month and three-month periods ended September 30, 2025 and 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Nine-months ended September 30, | Three-months ended September 30, | ||||
|---|---|---|---|---|---|
| Note | 2025 | 2024 | 2025 | 2024 | |
| (unaudited) | |||||
| Revenue | 4 | 1,011,798 | 1,144,687 | 304,212 | 471,495 |
| Cost of revenue | 5 | (841,418) | (900,810) | (246,836) | (361,003) |
| Initial recognition and changes in fair value of biological assets and agricultural produce | 15 | 77,479 | 121,302 | 44,386 | 13,602 |
| Changes in net realizable value of agricultural produce after harvest | 7,594 | (19,453) | 5,034 | (5,874) | |
| Margin on manufacturing and agricultural activities before operating expenses | 255,453 | 345,726 | 106,796 | 118,220 | |
| General and administrative expenses | 6 | (90,014) | (78,958) | (19,047) | (24,111) |
| Selling expenses | 6 | (111,316) | (115,511) | (34,564) | (46,790) |
| Other operating income/(expense), net | 8 | 12,063 | (16,505) | 3,668 | (17,640) |
| Profit from operations | 66,186 | 134,752 | 56,853 | 29,679 | |
| Finance income | 9 | 25,036 | 9,164 | (18,321) | 4,139 |
| Finance costs | 9 | (79,104) | (106,062) | (31,456) | (3,035) |
| Other financial results - Net (loss) / gain of inflation effects on the monetary items | 9 | (6,029) | (1,911) | (712) | (7,528) |
| Financial results, net | 9 | (60,097) | (98,809) | (50,489) | (6,424) |
| Profit before income tax | 6,089 | 35,943 | 6,364 | 23,255 | |
| Income tax benefit / (expense) | 10 | 2,002 | 39,980 | 63 | (4,544) |
| Profit for the period | 8,091 | 75,923 | 6,427 | 18,711 | |
| Attributable to: | |||||
| Equity holders of the parent | 7,037 | 75,974 | 6,517 | 19,061 | |
| Non-controlling interest | 1,054 | (51) | (90) | (350) | |
| Earnings per share attributable to the equity holders of the parent during the period: | |||||
| Basic earnings per share | 0.070 | 0.735 | 0.065 | 0.189 | |
| Diluted earnings per share | 0.070 | 0.732 | 0.065 | 0.189 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 2
Adecoagro S.A.
Condensed Consolidated Interim Statements of Comprehensive Income
for the nine-month and three-month periods ended September 30, 2025 and 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Nine-months ended September 30, | Three-months ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| (unaudited) | ||||
| Profit for the period | 8,091 | 75,923 | 6,427 | 18,711 |
| Other comprehensive income: | ||||
| Items that may be reclassified subsequently to profit or loss: | ||||
| Exchange differences on translating foreign operations | (24,867) | 428,407 | (55,276) | 64,355 |
| Cash flow hedge, net of tax (Note 2) | — | 17,124 | — | 217 |
| Items that will not be reclassified to profit or loss: | ||||
| Revaluation surplus net of tax | 48,437 | (264,129) | 49,512 | (33,456) |
| Other comprehensive income / (loss) for the period | 23,570 | 181,402 | (5,764) | 31,116 |
| Total comprehensive income for the period | 31,661 | 257,325 | 663 | 49,827 |
| Attributable to: | ||||
| Equity holders of the parent | 30,047 | 254,119 | 211 | 49,518 |
| Non-controlling interest | 1,614 | 3,206 | 452 | 309 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 3
Adecoagro S.A.
Condensed Consolidated Interim Statements of Financial Position
as of September 30, 2025 and December 31, 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| September 30, | December 31, | ||
|---|---|---|---|
| Note | 2025 | 2024 | |
| (unaudited) | |||
| ASSETS | |||
| Non-Current Assets | |||
| Property, plant and equipment, net | 11 | 1,681,601 | 1,548,589 |
| Right of use assets | 12 | 400,871 | 373,846 |
| Investment property | 13 | 34,208 | 33,542 |
| Intangible assets, net | 14 | 35,423 | 37,231 |
| Biological assets | 15 | 41,331 | 43,418 |
| Deferred income tax assets | 10 | 20,968 | 15,507 |
| Trade and other receivables, net | 17 | 56,968 | 38,510 |
| Derivative financial instruments | 16 | 9,219 | 5,482 |
| Other Assets | 3,426 | 3,761 | |
| Total Non-Current Assets | 2,284,015 | 2,099,886 | |
| Current Assets | |||
| Biological assets | 15 | 193,376 | 250,527 |
| Inventories | 18 | 407,286 | 289,664 |
| Trade and other receivables, net | 17 | 389,085 | 213,356 |
| Derivative financial instruments | 16 | 5,823 | 4,114 |
| Short-term investments | 25,464 | 46,097 | |
| Cash and cash equivalents | 19 | 339,998 | 211,244 |
| Total Current Assets | 1,361,032 | 1,015,002 | |
| TOTAL ASSETS | 3,645,047 | 3,114,888 | |
| SHAREHOLDERS EQUITY | |||
| Capital and reserves attributable to equity holders of the parent | |||
| Share capital | 21 | 158,073 | 167,073 |
| Share premium | 21 | 636,139 | 659,399 |
| Cumulative translation adjustment | (424,636) | (413,757) | |
| Equity-settled compensation | 11,291 | 17,264 | |
| Other reserves | 153,237 | 151,261 | |
| Treasury shares | (7,940) | (16,989) | |
| Revaluation surplus | 279,150 | 245,261 | |
| Reserve from the sale of non-controlling interests in subsidiaries | 41,574 | 41,574 | |
| Retained earnings | 525,101 | 518,064 | |
| Equity attributable to equity holders of the parent | 1,371,989 | 1,369,150 | |
| Non-controlling interest | 64,569 | 38,951 | |
| TOTAL SHAREHOLDERS EQUITY | 1,436,558 | 1,408,101 | |
| LIABILITIES | |||
| Non-Current Liabilities | |||
| Trade and other payables | 23 | 990 | 767 |
| Borrowings | 24 | 1,054,192 | 680,005 |
| Lease liabilities | 25 | 317,869 | 287,679 |
| Deferred income tax liabilities | 10 | 344,906 | 330,336 |
| Payroll and social security liabilities | 26 | 560 | 1,454 |
| Derivatives financial instruments | 16 | 1,206 | 3,983 |
| Provisions for other liabilities | 27 | 2,668 | 2,244 |
| Total Non-Current Liabilities | 1,722,391 | 1,306,468 | |
| Current Liabilities | |||
| Trade and other payables | 23 | 210,065 | 206,907 |
| Current income tax liabilities | 10 | 828 | 3,471 |
| Payroll and social security liabilities | 26 | 37,582 | 32,735 |
| Borrowings | 24 | 182,779 | 99,551 |
| Lease liabilities | 25 | 50,206 | 54,351 |
| Derivative financial instruments | 16 | 3,871 | 1,796 |
| Provisions for other liabilities | 27 | 767 | 1,508 |
| Total Current Liabilities | 486,098 | 400,319 | |
| TOTAL LIABILITIES | 2,208,489 | 1,706,787 | |
| TOTAL SHAREHOLDERS EQUITY AND LIABILITIES | 3,645,047 | 3,114,888 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 4
Adecoagro S.A.
Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity
for the nine-month periods ended September 30, 2025 and 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Attributable to equity holders of the parent | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital (Note 21) | Share Premium | Cumulative Translation Adjustment | Equity-settled Compensation | Cash flow hedge | Other reserves | Treasury shares | Revaluation surplus | Reserve from the sale of non-controlling interests in subsidiaries | Retained Earnings | Subtotal | Non-Controlling Interest | Total Shareholders’ Equity | ||
| Balance at January 1, 2024 | 167,073 | 743,810 | (603,861) | 18,654 | (17,124) | 150,677 | (8,062) | 317,598 | 41,574 | 418,789 | 1,229,128 | 36,520 | 1,265,648 | |
| Profit for the period | — | — | — | — | — | — | — | — | — | 75,974 | 75,974 | (51) | 75,923 | |
| Other comprehensive income: | ||||||||||||||
| - Items that may be reclassified subsequently to profit or loss: | ||||||||||||||
| Exchange differences on translating foreign operations | — | — | 224,985 | — | — | — | — | 178,277 | — | — | 403,262 | 25,145 | 428,407 | |
| Cash flow hedge (*) | — | — | — | — | 17,124 | — | — | — | — | — | 17,124 | — | 17,124 | |
| Revaluation of surplus (**) | — | — | — | — | — | — | — | (242,241) | — | — | (242,241) | (21,888) | (264,129) | |
| Transfer of the revaluation surplus derived from the disposals of assets (**) | — | — | — | — | — | — | — | (6,935) | — | 6,935 | — | — | — | |
| Other comprehensive income for the period | — | — | 224,985 | — | 17,124 | — | — | (70,899) | — | 6,935 | 178,145 | 3,257 | 181,402 | |
| Total comprehensive income for the period | — | — | 224,985 | — | 17,124 | — | — | (70,899) | — | 82,909 | 254,119 | 3,206 | 257,325 | |
| - Employee share options (Note 22) | ||||||||||||||
| Exercised | — | 115 | — | (38) | — | — | 22 | — | — | — | 99 | — | 99 | |
| - Restricted shares and restricted units (Note 22): | ||||||||||||||
| Value of employee services | — | — | — | 3,623 | — | — | — | — | — | — | 3,623 | — | 3,623 | |
| Vested | — | 7,540 | — | (6,111) | — | 1,456 | — | — | — | — | 2,885 | — | 2,885 | |
| Forfeited | — | — | — | — | — | 27 | (27) | — | — | — | — | — | — | |
| Granted | — | — | — | — | — | (906) | 906 | — | — | — | — | — | — | |
| -Purchase of own shares (Note 21) | — | (49,626) | — | — | — | — | (8,653) | — | — | — | (58,279) | — | (58,279) | |
| - Dividends to shareholders (Note 21) | — | (35,000) | — | — | — | — | — | — | — | — | (35,000) | — | (35,000) | |
| - Dividends to non-controlling interest | — | — | — | — | — | — | — | — | — | — | — | (256) | (256) | |
| Balance at September 30, 2024 (unaudited) | 167,073 | 666,839 | (378,876) | 16,128 | — | 151,254 | (15,814) | 246,699 | 41,574 | 501,698 | 1,396,575 | 39,470 | 1,436,045 |
(*) Net of 7,973 of Income tax.
(**) Net of 144,594 of Income tax.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 5
Adecoagro S.A.
Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity
for the nine-month periods ended September 30, 2025 and 2024 (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Attributable to equity holders of the parent | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital (Note 21) | Share Premium | Cumulative Translation Adjustment | Equity-settled Compensation | Other reserves | Treasury shares | Revaluation surplus | Reserve from the sale of non-controlling interests in subsidiaries | Retained Earnings | Subtotal | Non-Controlling Interest | Total Shareholders’ Equity | |
| Balance at January 1, 2025 | 167,073 | 659,399 | (413,757) | 17,264 | 151,261 | (16,989) | 245,261 | 41,574 | 518,064 | 1,369,150 | 38,951 | 1,408,101 |
| Profit for the period | — | — | — | — | — | — | — | 7,037 | 7,037 | 1,054 | 8,091 | |
| Other comprehensive loss: | ||||||||||||
| - Items that may be reclassified subsequently to profit or loss: | ||||||||||||
| Exchange differences on translating foreign operations | — | — | (10,879) | — | — | — | (10,905) | — | — | (21,784) | (3,083) | (24,867) |
| - Items that will not be reclassified to profit or loss: | ||||||||||||
| Revaluation surplus (*) | — | — | — | — | — | — | 44,794 | — | — | 44,794 | 3,643 | 48,437 |
| Other comprehensive income for the period | — | — | (10,879) | — | — | — | 33,889 | — | — | 23,010 | 560 | 23,570 |
| Total comprehensive income for the period | — | — | (10,879) | — | — | — | 33,889 | — | 7,037 | 30,047 | 1,614 | 31,661 |
| - Reduction of issued share capital of the company (Note 21): | (9,000) | — | — | — | — | 9,000 | — | — | — | — | — | — |
| - Employee share options (Note 22): | ||||||||||||
| Exercised | — | 52 | — | (15) | — | 8 | — | — | — | 45 | — | 45 |
| - Restricted shares and restricted units (Note 22): | ||||||||||||
| Value of employee services | — | — | — | 13,595 | — | — | — | — | — | 13,595 | — | 13,595 |
| Vested | — | 20,311 | — | (19,553) | 3,604 | — | — | — | — | 4,362 | — | 4,362 |
| Forfeited | — | — | — | — | 2 | (2) | — | — | — | — | — | — |
| Granted | — | — | — | — | (1,630) | 1,630 | — | — | — | — | — | — |
| - Purchase of own shares (Note 21) | — | (8,623) | — | — | — | (1,587) | — | — | — | (10,210) | — | (10,210) |
| - Dividends to shareholders (Note 21) | — | (35,000) | — | — | — | — | — | — | — | (35,000) | — | (35,000) |
| - Contribution from non-controlling interest | — | — | — | — | — | — | — | — | — | — | 24,004 | 24,004 |
| Balance at September 30, 2025 (unaudited) | 158,073 | 636,139 | (424,636) | 11,291 | 153,237 | (7,940) | 279,150 | 41,574 | 525,101 | 1,371,989 | 64,569 | 1,436,558 |
(*) Net of 26,127 of Income tax.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 6
Adecoagro S.A.
Condensed Consolidated Interim Statements of Cash Flows
for the nine-month periods ended September 30, 2025 and 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Nine-months ended September 30, | |||
|---|---|---|---|
| Note | 2025 | 2024 | |
| (unaudited) | |||
| Cash flows from operating activities: | |||
| Profit for the period | 8,091 | 75,923 | |
| Adjustments for: | |||
| Income tax (benefit) | 10 | (2,002) | (39,980) |
| Depreciation of property, plant and equipment | 11 | 144,232 | 168,845 |
| Depreciation of right of use assets | 12 | 58,847 | 64,127 |
| Net (gain) / loss from the fair value adjustment of investment properties | 13 | (3,614) | 22,484 |
| Amortization of intangible assets | 14 | 1,480 | 1,769 |
| Gain from the sale of farmland and other assets | 8 | — | (6,050) |
| Gain from disposal of other property items | 8 | (1,623) | (478) |
| Impairment due to fire | 8 | — | 14,036 |
| Equity settled share-based compensation granted | 7 | 11,580 | 5,081 |
| (Gain) from derivative financial instruments | 8, 9 | (4,827) | (3,118) |
| Interest, finance cost related to lease liabilities and other financial expense, net | 9 | 64,563 | 58,885 |
| Initial recognition and changes in fair value of non-harvested biological assets (unrealized) | (21,642) | (5,904) | |
| Changes in net realizable value of agricultural produce after harvest (unrealized) | (8,372) | 1,834 | |
| Provision and allowances | (171) | (1,993) | |
| Tax credit recognized | 8 | (4,132) | — |
| Net loss of inflation effects on the monetary items | 9 | 6,029 | 1,911 |
| Foreign exchange (gains) / losses, net | 9 | (12,323) | 5,051 |
| Cash flow hedge – transfer from equity | 9 | — | 28,224 |
| Subtotal | 236,116 | 390,647 | |
| Changes in operating assets and liabilities: | |||
| Increase in trade and other receivables | (75,879) | (150,992) | |
| Increase in inventories | (103,725) | (111,079) | |
| Decrease in biological assets | 70,253 | 64,349 | |
| Decrease / (increase) in other assets | 262 | (374) | |
| (Increase) / decrease in derivative financial instruments | (4,598) | 20,471 | |
| Decrease / (increase) in trade and other payables | 12,502 | (49,063) | |
| Increase in payroll and social security liabilities | 6,697 | 4,970 | |
| (Decrease) / increase in provisions for other liabilities | (85) | 901 | |
| Net cash provided by operating activities before taxes paid | 141,543 | 169,830 | |
| Income tax paid | (2,852) | (4,963) | |
| Net cash provided by operating activities | (a) | 138,691 | 164,867 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 7
Adecoagro S.A.
Condensed Consolidated Interim Statements of Cash Flows
for the nine-month periods ended September 30, 2025 and 2024 (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Nine-months ended September 30, | |||
|---|---|---|---|
| Note | 2025 | 2024 | |
| (unaudited) | |||
| Cash flows from investing activities: | |||
| Acquisition of a business, net of cash and cash equivalents acquired | — | (15,923) | |
| Purchases of property, plant and equipment | 11 | (189,891) | (203,153) |
| Purchases of cattle and non-current biological assets | (138) | (1,445) | |
| Purchases of intangible assets | 14 | (1,244) | (1,019) |
| Interest received and others | 12,931 | 6,496 | |
| Proceeds from sale of property, plant and equipment | 1,316 | 890 | |
| Advance payments for acquisition of joint venture | (96,000) | — | |
| Proceeds from sale of farmlands and other assets | 3,292 | 23,259 | |
| Acquisition of short-term investment | 16 (b) | (103,775) | (33,711) |
| Disposal of short-term investment | 16 | 110,980 | 77,551 |
| Net cash used in investing activities | (c) | (262,529) | (147,055) |
| Cash flows from financing activities: | |||
| Proceeds from equity settled share-based compensation exercise | 45 | 98 | |
| Proceeds from long-term borrowings | 24 | 552,622 | 94,594 |
| Payments of long-term borrowings | (200,271) | (96,727) | |
| Proceeds from short-term borrowings | 212,922 | 89,936 | |
| Payment of short-term borrowings | (154,699) | (121,660) | |
| Payments of derivative financial instruments | (137) | (581) | |
| Lease payments | (85,102) | (80,756) | |
| Interest paid | (d) | (44,930) | (19,064) |
| Purchase of own shares | (10,210) | (58,279) | |
| Dividends paid to non-controlling interest | — | (376) | |
| Dividends to shareholders | 21 | (17,500) | (17,500) |
| Net cash generated / used in financing activities | (e) | 252,740 | (210,315) |
| Net decrease in cash and cash equivalents | 128,902 | (192,503) | |
| Cash and cash equivalents at beginning of period | 19 | 211,244 | 339,781 |
| Effect of exchange rate changes and inflation on cash and cash equivalents | (f) | (148) | 50,977 |
| Cash and cash equivalents at end of period | 19 | 339,998 | 198,255 |
Combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries over:
| 2025 | 2024 | ||
|---|---|---|---|
| Operating activities | (a) | 10,969 | (67,244) |
| Acquisition of short term investment | (b) | (1,643) | — |
| Investing activities | (c) | (212) | (7,889) |
| Interest paid | (d) | (6,386) | 7,429 |
| Financing activities | (e) | (8,389) | 42,457 |
| Exchange rate changes and inflation on cash and cash equivalents | (f) | (2,368) | 32,676 |
For non-cash transactions, see Note 12 for right of use assets and Note 31.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 8
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
1. General information
Adecoagro S.A. (the “Company” or “Adecoagro”) is the Group’s ultimate parent company and is a société anonyme (stock corporation) organized under the laws of the Grand Duchy of Luxembourg. Adecoagro is a holding company primarily engaged through its operating subsidiaries in agricultural and agro-industrial activities. The Company and its operating subsidiaries are collectively referred to hereinafter as the “Group.” The Group’s activities are carried out through two major lines of business, namely, Farming and Sugar, Ethanol and Energy. The Farming line of business is further comprised of three reportable segments, which are described in detail in Note 3 to these condensed consolidated interim financial statements (hereinafter referred to as the “Interim Financial Statements”).
Adecoagro is a public company listed in the New York Stock Exchange (NYSE) as a foreign registered company under the ticker symbol of AGRO.
These Interim Financial Statements have been approved for issue by the Board of Directors on November 7, 2025.
2. Financial risk management
Risk management principles and processes
The Group is exposed to several risks arising from financial instruments including price risk, exchange rate risk, interest rate risk, liquidity risk and credit risk. A thorough explanation of the Group’s risks and the Group’s approach to the identification, assessment and mitigation of risks is included in the annual consolidated financial statements. There have been no significant changes to the Group’s exposure and risk management principles and processes since December 31, 2024. See Note 2 to the annual consolidated financial statements for more information.
However, the Group considers that the following tables below provide useful information to understand the Group’s interim results for the nine-month period ended September 30, 2025. These disclosures do not appear in any particular order of potential materiality or probability of occurrence.
Argentina status:
The Argentine subsidiaries of the Group operate in an economic context in which main variables have a strong volatility as a consequence of political and economic uncertainties, both in national and international environments. Argentina’s inflation rate for the nine-month period ended September 30, 2025 and 2024 were 22.0% and 101.6%, respectively. The Group uses Argentina’s official exchange rate to account for transactions in Argentina, mainly affecting the farming business segment, which as of September 30, 2025 and 2024, respectively, was 1,380 and 970.5, respectively, against the U.S. dollar.
On December 10, 2023, a new government took office with the aim to boost a deregulation of the Argentine economy and other regulations. Certain regulations and/or restrictions have been eased and others remain in force, although it is expected that they will be lifted gradually. However, the scope and timing of the measures, including but not limited to the existing foreign exchange regulations remains uncertain as of the date of these Consolidated Financial Statements.
The Argentine Central Bank under prior administration, had implemented certain measures that control and restrict the ability of companies and individuals to access the foreign exchange market known as MULC (for its acronym in Spanish) for certain transactions. However, the performance of blue-chip swap transactions known as “Contado con Liquidación” or CCL (for its acronym in Spanish) was an alternative lawful mechanism. The blue-chip swap transactions are capital markets transactions that could be implemented in different ways, both for the inflow and outflow of funds. The implicit exchange rate applicable to this type of transactions is higher with respect to the official foreign exchange rate.
Since Javier Milei’s was elected to office, his administration has made progress in lifting exchange controls for individuals, as well as in easing other aspects of the foreign exchange controls regime that remains in place. While the current administration is not expected to impose further foreign exchange controls, but rather to eventually eliminate those still in effect,
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 9
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
2. Financial risk management (continued)
there are no guarantees that new foreign exchange controls will not be implemented in the future by this or any subsequent government.
Argentina has significantly eased its exchange controls as of April 14, 2025. These changes, implemented through Central Bank Communication “A” 8226 and Decree 269/2025, mark a substantial step in the government's economic liberalization program. A summary of the key changes are the following:
•Access to Foreign Currency: Argentine residents can now freely purchase and hold US dollars for savings or deposits without needing prior authorization from the Central Bank.
•Repatriation of Dividends: Financial institutions can now process transfers abroad for profits and dividends to non-resident shareholders based on audited financial statements from the fiscal year 2025 onwards.
•Import Flexibility: The SIRA/SIRASE system (a previous mandatory request for imports) for import payments has been eliminated.Payments for imported goods can be made once the goods are cleared for domestic use, without previous minimum waiting periods (which were typically 30 days). Advance payments for capital goods are allowed up to 30% of the FOB value, with a total limit of 80% including other payment methods.
•Service Payments: Payments for services from unrelated foreign parties can be made immediately as they accrue. Payments to related foreign parties now have a reduced minimum waiting period of 90 days from the date the service was provided or accrued (down from 180 days).
•Market Transactions: Restrictions on buying and selling securities in foreign currency have been relaxed. Simplified Documentation: Declarations for foreign exchange transactions that occurred before April 11, 2025, are no longer required to access the FX market.
•Exchange Rate Regime: A new managed floating exchange rate regime has been introduced, with a band between 951 and 1,471 pesos per US dollar, which will expand by 1% monthly. The “dólar blend” system for exporters has been eliminated, requiring all export revenue to be settled through the official market.
•Exchange rate risk
The following tables show the Group’s net monetary position broken down by various currencies for each functional currency in which the Group operates at September 30, 2025. All amounts are shown in US dollars.
| September 30, 2025 | |||||
|---|---|---|---|---|---|
| (unaudited) | |||||
| Functional currency | |||||
| Net monetary position (Liability)/ Asset | Argentine <br>Peso | Brazilian <br>Reais | Chilean<br>Peso | US Dollar | Total |
| Argentine Peso | 22,113 | — | — | — | 22,113 |
| Brazilian Reais | — | (656,303) | — | — | (656,303) |
| US Dollar | (193,210) | (251,934) | 590 | (39,451) | (484,005) |
| Uruguayan Peso | — | — | — | (2,606) | (2,606) |
| Euro | — | — | — | (28,500) | (28,500) |
| Total | (171,097) | (908,237) | 590 | (70,557) | (1,149,301) |
The Group’s analysis shown on the tables below is carried out based on the exposure of each functional currency subsidiary against the U.S. Dollar. The Group estimated that, other factors being constant, a hypothetical 10% appreciation/(depreciation) of the U.S. Dollar against the Brazilian real respective functional currencies for the period ended September 30, 2025 or the Uruguayan peso, or a 25% appreciation/(depreciation) of the U.S. Dollar against the Argentine peso.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 10
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
2. Financial risk management (continued)
| September 30, 2025 | ||||
|---|---|---|---|---|
| (unaudited) | ||||
| Functional currency | ||||
| Net monetary position | Argentine <br>Peso | Brazilian <br>Reais | Chilean<br>Peso | Total |
| US Dollar | (48,303) | (25,193) | 59 | (73,437) |
| (Decrease) or increase in Profit before income tax | (48,303) | (25,193) | 59 | (73,437) |
Hedge Accounting - Cash flow hedge
As part of the exchange rate risk, the Group may document and designate cash flow hedging relationships to hedge the foreign exchange rate risk of all or part of its highly probable future sales in U.S. Dollars using either all or a portion of its US dollar-denominated borrowings and/or derivative instruments including but not limited to currency forwards and foreign currency floating-to-fixed interest rate swaps, as needed.
The Group had formally hedged a portion of its highly probable future US dollar-denominated sales using a portion of its US dollar-denominated borrowings. For the nine-month period ended September 30, 2024, a loss before income tax of US$ 601 was recognized in other comprehensive income and US$ 28,224 was reclassified from equity to profit or loss within “Financial results, net.” In 2025, both items are zero.
•Interest rate risk
The following table shows a breakdown of the Group’s fixed-rate and floating-rate borrowings per currency denomination and functional currency of the subsidiary issuing the loans at September 30, 2025 (all amounts are shown in US dollars):
| September 30, 2025 | ||||
|---|---|---|---|---|
| (unaudited) | ||||
| Functional currency | ||||
| Rate per currency denomination | Argentine <br>Peso | Brazilian <br>Reais | US Dollar | Total |
| Fixed rate: | ||||
| Argentine Peso | 12 | — | — | 12 |
| Brazilian Reais | — | 66,767 | — | 66,767 |
| US Dollar | 102,966 | 289,228 | 536,323 | 928,517 |
| Subtotal fixed-rate borrowings | 102,978 | 355,995 | 536,323 | 995,296 |
| Variable rate: | ||||
| Brazilian Reais | — | 212,332 | — | 212,332 |
| Euro | — | — | 29,343 | 29,343 |
| Subtotal variable-rate borrowings | — | 212,332 | 29,343 | 241,675 |
| Total borrowings as per analysis | 102,978 | 568,327 | 565,666 | 1,236,971 |
At September 30, 2025, if interest rates on floating-rate borrowings had been 1% higher (or lower) with all other variables held constant, Profit before income tax for the period would decrease as follows:
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 11
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
2. Financial risk management (continued)
| September 30, 2025 | |||
|---|---|---|---|
| (unaudited) | |||
| Functional currency | |||
| Rate per currency denomination | US Dollar | Brazilian <br>Reais | Total |
| Variable rate: | |||
| Brazilian Reais | — | (2,123) | (2,123) |
| Euro | (293) | — | (293) |
| Decrease in profit before income tax | (293) | (2,123) | (2,416) |
•Credit risk
As of September 30, 2025, three banks accounted for approximately 80% of the total cash deposited (Max capital, Credit Agricole and Bladex).
•Derivative financial instruments
The following table shows the outstanding positions for each type of derivative contract as of September 30, 2025:
§ Futures / Options
| September 30, 2025 | ||||||
|---|---|---|---|---|---|---|
| Type of | Quantities (thousands)<br>(**) | Notional | Market | Profit / (Loss)<br><br>(*) | ||
| derivative contract | amount | Value Asset/ (Liability) | ||||
| (unaudited) | (unaudited) | |||||
| Futures: | ||||||
| Sale | ||||||
| Soybean | 16 | 5,713 | 151 | 151 | ||
| Sugar | 47 | (16,380) | 901 | 2,511 | ||
| Ethanol | 15 | 41,957 | (197) | 197 | ||
| OTC: | ||||||
| Buy put | ||||||
| Ethanol | 14 | (1,259) | (232) | 232 | ||
| Total | 92 | 30,031 | 623 | 3,091 |
(*) Included in line “Gain / (Loss) from commodity derivative financial instruments” Note 8.
(**) All quantities expressed in tons except otherwise indicated.
Commodity future contract fair values are computed with reference to quoted market prices on future exchanges.
▪Other derivative financial instruments
Floating-to-fixed interest rate swaps
In December 2020 the Group’s subsidiary in Brazil, Adecoagro Vale do Ivinhema entered into a interest rate swap operation with Itaú BBA in an aggregate amount of R$ 400 million. In these operation Adecoagro Vale do Ivinhema receives IPCA (Extended National Consumer Price Index) plus 4,24% per year, and pays CDI (an interbank floating interest rate in Reais) plus 1,85% per year. This swap expires semiannually until December, 2026.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 12
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
2. Financial risk management (continued)
In July 2024, the Group’s subsidiary in Brazil, Adecoagro Vale do Ivinhema, entered an interest rate swap transaction with Itaú BBA in an aggregate amount of R$ 76 million. In this operation Adecoagro Vale do Ivinhema receives IPCA (Extended National Consumer Price Index) plus 6.80% per year and pays CDI (an interbank floating interest rate in Reais) plus 0.49% per year. This swap expires in July 2034.
Also, Adecoagro Vale do Ivinhema, entered an interest rate swap transaction with BR Partners in an aggregate amount of R$ 115 million. In this operation Adecoagro Vale do Ivinhema receives IPCA (Extended National Consumer Price Index) plus 6.76% per year and pays CDI (an interbank floating interest rate in Reais) plus 0.41% per year. This swap expires in July 2031.
Finally, Adecoagro Vale do Ivinhema, entered an interest rate swap transaction with XP Investimentos in an aggregate amount of R$ 209 million. In this operation Adecoagro Vale do Ivinhema receives pre-fixed rate 12.61% per year and pays CDI (an interbank floating interest rate in Reais) plus 0.48% per year. This swap expires in July 2031.
The swap agreements resulted in a recognition of a loss of US$ 1.9 million for the nine-month period ended September 30, 2025.
▪Currency forward
No significant currency forward is in place.
3. Segment information
We are engaged in agricultural, manufacturing and land transformation activities.
Our agricultural activities consist of (i) harvesting certain agricultural products, including crops, rough rice, and sugarcane, either for sale to third parties or for our own internal use as inputs in manufacturing processes, and (ii) producing fluid milk.
Our manufacturing activities consist of (i) selling manufactured products, including processed peanuts, sunflower rice, sugar, ethanol and energy, among others, (ii) producing UHT and UP milk, powder milk and semi-hard cheese, among others; and (iii) providing services, such as grain warehousing and conditioning and handling and drying services, among others.
Our land transformation activities relate to the acquisition of farmlands or businesses with underdeveloped or underutilized agricultural land and the implementation of production technology and agricultural best practices on these farmlands to enhance yields and increase their value for potential realization through sale.
According to IFRS 8, operating segments are identified based on the ‘management approach’. Operating segments are components of an entity about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. Our CODM is the Management Committee. IFRS 8 stipulates external segment reporting based on our internal organizational and management structure and on internal financial reporting to the chief operating decision maker.
Based on the foregoing, we operate in two major lines of business, namely, “Farming” and “Sugar, Ethanol and Energy”.
•The ‘Farming’ business is further comprised of three reportable segments:
•‘Crops’ Segment which consists of planting, harvesting and sale of grains, oilseeds and fibers (including wheat, corn, soybeans, peanuts, cotton and sunflowers, among others), and to a lesser extent the provision of grain warehousing/conditioning and handling and drying services to third parties. Each underlying crop in this segment does not represent a separate operating segment. Management seeks to maximize the use of the land through the cultivation of one or more type of crops. Types and surface amount of crops cultivated may vary
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 13
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
3. Segment information (continued)
from harvest year to harvest year depending on several factors, some of them out of our control. Management is focused on the long-term performance of the productive land, and to that extent, the performance is assessed considering the aggregated combination, if any, of crops planted in the land. A single manager is responsible for the management of operating activity of all crops rather than for each individual crop.
•‘Rice’ Segment which consists of planting, harvesting, processing and marketing of rice.
•‘Dairy’ Segment which consists of the production and sale of raw milk and industrialized products, including UHT, cheese and powder milk among others.
•‘Sugar, Ethanol and Energy’ Segment which consists of cultivating sugarcane which is processed in owned sugar mills, transformed into ethanol, sugar and electricity and then marketed;
Total segment assets and liabilities are measured in a manner consistent with that of the Interim Financial Statements. These assets and liabilities are allocated based on the operations of the segment and the physical location of the asset.
As further discussed in Note 32 to our consolidated financial statements for the year ended December 31, 2024, we apply IAS 29 to our operations in Argentina. According to IAS 29, all Argentine Peso-denominated non-monetary items in the statement of financial position are adjusted by applying a general price index from the date they were initially recognized to the end of the reporting period. Likewise, all Argentine Peso-denominated items in the statement of income are expressed in terms of the measuring unit current at the end of the reporting period, consequently, income statement items are adjusted by applying a general price index on a monthly basis from the dates they were initially recognized in the financial statements to the end of the reporting period. This process is called “re-measurement”. Once the re-measurement process is completed, all Argentine Peso denominated accounts are translated into U.S. Dollars, which is our reporting currency, applying the guidelines in IAS 21 “The Effects of Changes in Foreign Exchange Rates” (“IAS 21”). IAS 21 requires that amounts be translated at the closing rate at the date of the most recent statement of financial position. This process is called “translation”. The re-measurement and translation processes are applied on a monthly basis until year-end. Due to these processes, the re-measured and translated results of operations for a given month are subject to change until year-end, affecting comparison and analysis.
However, the internal reporting reviewed by our CODM departs from the application of IAS 29 and IAS 21 re-measurement and translation processes discussed above. For segment reporting purposes, the segment results of Argentine operations for each reporting period were adjusted for inflation and translated into the reporting currency using the reporting period average exchange rate. The translated amounts were not subsequently re-measured and translated in accordance with the IAS 29 and IAS 21 guidelines. In order to evaluate the segment’s performance, results of operations in Argentina are based on monthly data adjusted for inflation and converted into the monthly US dollar average exchange rate. These converted amounts are not subsequently readjusted and reconverted as described under IAS 29 and IAS 21. It should be noted that this translation methodology for evaluating segment information is the same that we use to translate results of operations from our subsidiaries from countries that have not been designated hyperinflationary economies because it allows for a more accurate analysis of the economic performance of its business as a whole. Our CODM believes that the exclusion of the re-measurement and translation processes from the segment reporting structure allows for a more useful presentation and facilitates period-to-period comparison and performance analysis.
The primary operating performance measure for all of our segments is “Profit or Loss from Operations” which we measure in accordance with the procedure outlined above.
The following tables show a reconciliation of the reportable segments information reviewed by our CODM with the reportable segment information measured in accordance with IAS 29 and IAS 21 as per the Interim Financial Statements for the periods presented. These tables do not include information for the Sugar, Ethanol and Energy reportable segment since this information is not affected by the application of IAS 29 and therefore there is no difference between the information reviewed by our CODM and the information included in the Interim Financial Statements:
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 14
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
3. Segment information (continued)
Segment reconciliation for the nine-month period ended
| September 30, 2025 (unaudited) | Crops | Rice | Dairy | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total segment reporting | Adjustment | Total as per statement of income | Total segment reporting | Adjustment | Total as per statement of income | Total segment reporting | Adjustment | Total as per statement of income | |||||||||
| Revenue | 180,839 | (9,273) | 171,566 | 174,654 | (4,060) | 170,594 | 223,594 | (13,848) | 209,746 | ||||||||
| Cost of revenue | (175,834) | 9,323 | (166,511) | (149,854) | 3,401 | (146,453) | (194,199) | 12,122 | (182,077) | ||||||||
| Initial recognition and changes in fair value of biological assets and agricultural produce | (6,561) | 284 | (6,277) | 15,602 | (1,025) | 14,577 | 21,400 | (1,837) | 19,563 | ||||||||
| Changes in net realizable value of agricultural produce after harvest | 8,726 | (523) | 8,203 | (16) | 16 | — | (2) | 2 | — | ||||||||
| Margin on manufacturing and agricultural activities before operating expenses | 7,170 | (189) | 6,981 | 40,386 | (1,668) | 38,718 | 50,793 | (3,561) | 47,232 | ||||||||
| General and administrative expenses | (16,257) | 1,364 | (14,893) | (14,544) | 1,162 | (13,382) | (11,314) | 798 | (10,516) | ||||||||
| Selling expenses | (14,447) | 968 | (13,479) | (25,703) | 1,529 | (24,174) | (26,032) | 1,691 | (24,341) | ||||||||
| Other operating (expense) / income, net | 1,143 | (73) | 1,070 | 4,673 | 376 | 5,049 | (49) | (4) | (53) | ||||||||
| Profit / (loss) from operations | (22,391) | 2,070 | (20,321) | 4,812 | 1,399 | 6,211 | 13,398 | (1,076) | 12,322 | ||||||||
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (4,252) | 315 | (3,937) | (12,058) | 835 | (11,223) | (10,185) | 798 | (9,387) | ||||||||
| Net gain from Fair value adjustment of Investment property | — | — | — | 3,122 | 492 | 3,614 | — | — | — | September 30, 2025 (unaudited) | Corporate | Total | |||||
| --- | --- | --- | --- | --- | --- | --- | |||||||||||
| Total segment reporting | Adjustment | Total as per statement of income | Total segment reporting | Adjustment | Total as per statement of income | ||||||||||||
| Revenue | — | — | — | 1,038,979 | (27,181) | 1,011,798 | |||||||||||
| Cost of revenue | — | — | — | (866,264) | 24,846 | (841,418) | |||||||||||
| Initial recognition and changes in fair value of biological assets and agricultural produce | — | — | — | 80,057 | (2,578) | 77,479 | |||||||||||
| Changes in net realizable value of agricultural produce after harvest | — | — | — | 8,099 | (505) | 7,594 | |||||||||||
| Margin on manufacturing and agricultural activities before operating expenses | — | — | — | 260,871 | (5,418) | 255,453 | |||||||||||
| General and administrative expenses | (31,901) | 2,033 | (29,868) | (95,371) | 5,357 | (90,014) | |||||||||||
| Selling expenses | (362) | 18 | (344) | (115,522) | 4,206 | (111,316) | |||||||||||
| Other operating (expense) / income, net | (238) | 7 | (231) | 11,757 | 306 | 12,063 | |||||||||||
| Profit / (loss) from operations | (32,501) | 2,058 | (30,443) | 61,735 | 4,451 | 66,186 | |||||||||||
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (1,262) | 98 | (1,164) | (147,758) | 2,046 | (145,712) | |||||||||||
| Net gain from Fair value adjustment of Investment property | — | — | — | 3,122 | 492 | 3,614 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 15
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
3. Segment information (continued)
Segment reconciliation for the nine-month period ended
| September 30,2024 (unaudited) | Crops | Rice | Dairy | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Total segment reporting | Adjustment | Total as per statement of income | Total segment reporting | Adjustment | Total as per statement of income | Total segment reporting | Adjustment | Total as per statement of income | |
| Revenue | 175,065 | 11,050 | 186,115 | 199,035 | 10,904 | 209,939 | 209,248 | 14,734 | 223,982 |
| Cost of revenue | (159,224) | (10,566) | (169,790) | (157,478) | (9,038) | (166,516) | (174,854) | (11,506) | (186,360) |
| Initial recognition and changes in fair value of biological assets and agricultural produce | 28,954 | 4,230 | 33,184 | 31,927 | 7,187 | 39,114 | 6,661 | 812 | 7,473 |
| Changes in net realizable value of agricultural produce after harvest | (17,583) | (2,410) | (19,993) | — | — | — | — | — | — |
| Margin on manufacturing and agricultural activities before operating expenses | 27,212 | 2,304 | 29,516 | 73,484 | 9,053 | 82,537 | 41,055 | 4,040 | 45,095 |
| General and administrative expenses | (16,195) | (1,185) | (17,380) | (11,391) | (1,183) | (12,574) | (8,271) | (784) | (9,055) |
| Selling expenses | (13,206) | (871) | (14,077) | (24,506) | (1,493) | (25,999) | (19,188) | (1,646) | (20,834) |
| Other operating (expense) / income, net | (5,358) | 386 | (4,972) | (14,327) | (3,963) | (18,290) | 3,450 | 469 | 3,919 |
| Profit / (loss) from operations | (7,547) | 634 | (6,913) | 23,260 | 2,414 | 25,674 | 17,046 | 2,079 | 19,125 |
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (6,061) | (474) | (6,535) | (10,539) | (994) | (11,533) | (8,458) | (883) | (9,341) |
| Net loss from Fair value adjustment of Investment property | (588) | (40) | (628) | (17,600) | (4,256) | (21,856) | — | — | — |
| Impairment of assets destroyed by fire | 14,162 | (126) | 14,036 | — | — | — | — | — | — |
| September 30,2024 (unaudited) | Corporate | Total | |||||||
| --- | --- | --- | --- | --- | |||||
| Total segment reporting | Adjustment | Total as per statement of income | Total segment reporting | Adjustment | Total as per statement of income | ||||
| Revenue | — | — | — | 1,107,999 | 36,688 | 1,144,687 | |||
| Cost of revenue | — | — | — | (869,700) | (31,110) | (900,810) | |||
| Initial recognition and changes in fair value of biological assets and agricultural produce | — | — | — | 109,073 | 12,229 | 121,302 | |||
| Changes in net realizable value of agricultural produce after harvest | — | — | — | (17,043) | (2,410) | (19,453) | |||
| Margin on manufacturing and agricultural activities before operating expenses | — | — | — | 330,329 | 15,397 | 345,726 | |||
| General and administrative expenses | (19,754) | (1,831) | (21,585) | (73,975) | (4,983) | (78,958) | |||
| Selling expenses | 1,314 | (31) | 1,283 | (111,470) | (4,041) | (115,511) | |||
| Other operating (expense) / income, net | 272 | 6 | 278 | (13,403) | (3,102) | (16,505) | |||
| Profit / (loss) from operations | (18,168) | (1,856) | (20,024) | 131,481 | 3,271 | 134,752 | |||
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (1,117) | (107) | (1,224) | (168,156) | (2,458) | (170,614) | |||
| Net loss from Fair value adjustment of Investment property | — | — | — | (18,188) | (4,296) | (22,484) | |||
| Imperment of assets destroyed by fire | — | — | — | 14,162 | (126) | 14,036 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 16
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
3. Segment information (continued)
Segment analysis for the nine-month period ended September 30, 2025 (unaudited)
| Farming | Sugar, Ethanol and Energy | Corporate | Total | ||||
|---|---|---|---|---|---|---|---|
| Crops | Rice | Dairy | Farming subtotal | ||||
| Revenue | 180,839 | 174,654 | 223,594 | 579,087 | 459,892 | — | 1,038,979 |
| Cost of revenue | (175,834) | (149,854) | (194,199) | (519,887) | (346,377) | — | (866,264) |
| Initial recognition and changes in fair value of biological assets and agricultural produce | (6,561) | 15,602 | 21,400 | 30,441 | 49,616 | — | 80,057 |
| Changes in net realizable value of agricultural produce after harvest | 8,726 | (16) | (2) | 8,708 | (609) | — | 8,099 |
| Margin on manufacturing and agricultural activities before operating expenses | 7,170 | 40,386 | 50,793 | 98,349 | 162,522 | — | 260,871 |
| General and administrative expenses | (16,257) | (14,544) | (11,314) | (42,115) | (21,355) | (31,901) | (95,371) |
| Selling expenses | (14,447) | (25,703) | (26,032) | (66,182) | (48,978) | (362) | (115,522) |
| Other operating (expense) / income, net | 1,143 | 4,673 | (49) | 5,767 | 6,228 | (238) | 11,757 |
| Profit / (loss) from operations | (22,391) | 4,812 | 13,398 | (4,181) | 98,417 | (32,501) | 61,735 |
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (4,252) | (12,058) | (10,185) | (26,495) | (120,001) | (1,262) | (147,758) |
| Net gain from Fair value adjustment of Investment property | — | 3,122 | — | 3,122 | — | — | 3,122 |
| Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized) | (1,529) | 7,868 | (14,540) | (8,201) | 25,863 | — | 17,662 |
| Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | (5,032) | 7,734 | 35,940 | 38,642 | 23,753 | — | 62,395 |
| Changes in net realizable value of agricultural produce after harvest (unrealized) | 8,372 | — | — | 8,372 | — | — | 8,372 |
| Changes in net realizable value of agricultural produce after harvest (realized) | 354 | (16) | (2) | 336 | (609) | — | (273) |
| As of September 30, 2025: | |||||||
| Farmlands and farmland improvements, net | 446,887 | 182,251 | 2,534 | 631,672 | 88,896 | — | 720,568 |
| Machinery, equipment, building and facilities, and other fixed assets, net | 36,906 | 100,148 | 126,746 | 263,800 | 235,182 | — | 498,982 |
| Bearer plants, net | 1,204 | — | — | 1,204 | 410,473 | — | 411,677 |
| Work in progress | 2,551 | 15,976 | 8,781 | 27,308 | 23,066 | — | 50,374 |
| Right of use asset | 15,585 | 9,967 | 647 | 26,199 | 374,083 | 589 | 400,871 |
| Investment property | — | 34,208 | — | 34,208 | — | — | 34,208 |
| Goodwill | 9,483 | 5,763 | — | 15,246 | 4,106 | — | 19,352 |
| Biological assets | 39,161 | 47,031 | 41,493 | 127,685 | 107,022 | — | 234,707 |
| Finished goods | 60,252 | 22,680 | 18,431 | 101,363 | 119,360 | — | 220,723 |
| Raw materials, Stocks held by third parties and others | 63,897 | 79,087 | 16,828 | 159,812 | 26,751 | — | 186,563 |
| Total segment assets | 675,926 | 497,111 | 215,460 | 1,388,497 | 1,388,939 | 589 | 2,778,025 |
| Borrowings | 35,605 | 77,710 | 67,370 | 180,685 | 554,047 | 502,239 | 1,236,971 |
| Lease liabilities | 17,515 | 5,695 | 642 | 23,852 | 343,444 | 779 | 368,075 |
| Total segment liabilities | 53,120 | 83,405 | 68,012 | 204,537 | 897,491 | 503,018 | 1,605,046 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 17
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
3. Segment information (continued)
Segment analysis for the nine-month period ended September 30, 2024 (unaudited)
| Farming | Sugar, Ethanol and Energy | Corporate | Total | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Crops | Rice | Dairy | Farming subtotal | ||||||
| Revenue | 175,065 | 199,035 | 209,248 | 583,348 | 524,651 | — | 1,107,999 | ||
| Cost of revenue | (159,224) | (157,478) | (174,854) | (491,556) | (378,144) | — | (869,700) | ||
| Initial recognition and changes in fair value of biological assets and agricultural produce | 28,954 | 31,927 | 6,661 | 67,542 | 41,531 | — | 109,073 | ||
| Changes in net realizable value of agricultural produce after harvest | (17,583) | — | — | (17,583) | 540 | — | (17,043) | ||
| Margin on manufacturing and agricultural activities before operating expenses | 27,212 | 73,484 | 41,055 | 141,751 | 188,578 | — | 330,329 | ||
| General and administrative expenses | (16,195) | (11,391) | (8,271) | (35,857) | (18,364) | (19,754) | (73,975) | ||
| Selling expenses | (13,206) | (24,506) | (19,188) | (56,900) | (55,884) | 1,314 | (111,470) | ||
| Other operating (expense) / income, net | (5,358) | (14,327) | 3,450 | (16,235) | 2,560 | 272 | (13,403) | ||
| Profit / (loss) from operations | (7,547) | 23,260 | 17,046 | 32,759 | 116,890 | (18,168) | 131,481 | ||
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (6,061) | (10,539) | (8,458) | (25,058) | (141,981) | (1,117) | (168,156) | ||
| Net loss from Fair value adjustment of Investment property | (588) | (17,600) | — | (18,188) | — | — | (18,188) | ||
| Transfer of revaluation surplus derived from the disposals of assets before taxes | (9,024) | — | — | (9,024) | — | — | (9,024) | ||
| Impairment of assets destroyed by fire | 14,162 | — | — | 14,162 | — | — | 14,162 | ||
| Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized) | 18,544 | 11,934 | (23,488) | 6,990 | (5,444) | — | 1,546 | ||
| Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | 10,410 | 19,993 | 30,149 | 60,552 | 46,975 | — | 107,527 | ||
| Changes in net realizable value of agricultural produce after harvest (unrealized) | (1,834) | — | — | (1,834) | — | — | (1,834) | ||
| Changes in net realizable value of agricultural produce after harvest (realized) | (15,749) | — | — | (15,749) | 540 | — | (15,209) | ||
| As of December 31, 2024: | |||||||||
| Farmlands and farmland improvements, net | 432,826 | 176,516 | 2,454 | 611,796 | 80,357 | — | 692,153 | ||
| Machinery, equipment, building and facilities, and other fixed assets, net | 41,770 | 112,849 | 143,640 | 298,259 | 203,679 | — | 501,938 | ||
| Bearer plants, net | 1,292 | — | — | 1,292 | 326,278 | — | 327,570 | ||
| Work in progress | 468 | 6,276 | 4,009 | 10,753 | 16,175 | — | 26,928 | ||
| Right of use assets | 20,850 | 15,234 | 474 | 36,558 | 336,521 | 767 | 373,846 | ||
| Investment property | 28,193 | 5,349 | — | 33,542 | — | — | 33,542 | ||
| Goodwill | 10,397 | 6,319 | — | 16,716 | 3,526 | — | 20,242 | ||
| Biological assets | 79,363 | 102,098 | 42,864 | 224,325 | 69,620 | — | 293,945 | ||
| Finished goods | 40,345 | 32,623 | 20,553 | 93,521 | 94,633 | — | 188,154 | ||
| Raw materials, Stocks held by third parties and others | 44,809 | 18,446 | 16,390 | 79,645 | 21,865 | — | 101,510 | ||
| Total segment assets | 700,313 | 475,710 | 230,384 | 1,406,407 | 1,152,654 | 767 | 2,559,828 | ||
| Borrowings | 36,573 | 15,270 | 69,199 | 121,042 | 532,230 | 126,284 | 779,556 | ||
| Lease liabilities | 17,385 | 12,549 | 538 | 30,472 | 310,769 | 789 | 342,030 | ||
| Total segment liabilities | 53,958 | 27,819 | 69,737 | 151,514 | 842,999 | 127,073 | 1,121,586 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 18
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
4. Revenue
The following tables show our various sources of revenue for the periods indicated:
| Nine-months ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Revenue of manufactured products and services rendered: | ||
| Ethanol | 209,600 | 195,820 |
| Sugar (*) | 209,907 | 291,891 |
| Energy (*) | 27,839 | 25,028 |
| Peanut | 45,094 | 39,965 |
| Sunflower | 5,035 | 5,588 |
| Cotton | 2,775 | 3,455 |
| Rice | 146,494 | 181,064 |
| Fluid milk (UHT) | 87,983 | 103,843 |
| Powder milk (*) | 34,457 | 41,039 |
| Other dairy products | 63,286 | 56,899 |
| Services | 7,799 | 8,423 |
| Rental income | 1,151 | 2,543 |
| Others | 33,061 | 35,974 |
| Subtotal manufactured products and services rendered | 874,481 | 991,532 |
| Agricultural produce and biological assets: | ||
| Soybean | 59,540 | 65,032 |
| Corn | 38,359 | 42,685 |
| Wheat | 9,955 | 14,299 |
| Rice | 1,662 | — |
| Sunflower | 4,117 | 2,910 |
| Barley | 2,010 | 2,057 |
| Seeds | — | 3,741 |
| Milk | 3,487 | 6,968 |
| Cattle | 5,341 | 4,205 |
| Cattle for dairy | 11,745 | 9,122 |
| Others | 1,101 | 2,136 |
| Subtotal agricultural produce and biological assets | 137,317 | 153,155 |
| Total revenue | 1,011,798 | 1,144,687 |
(*) Includes revenue of mwh of energy produced by third parties for an amount of US$ 1.55 million, tons of power milk for an amount of US$ 0.3 million and tons of sugar for an amount of US$ 5.71 million (September 30, 2024: revenue of mwh of energy and tons rice produced by third parties for an amount of US$ 0.7 million and US$ 0.7 million, respectively).
Commitments to sell commodities at a future date
The Group entered into contracts to sell non-financial instruments, mainly, sugar, soybean and corn through sales forward contracts. Those contracts are held for purposes of delivery the non-financial instrument in accordance with the Group’s expected sales. Accordingly, as the own use exception criteria are met, those contracts are not recorded as derivatives.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 19
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
4. Revenue (continued)
The notional amount of these contracts is US$ 132.0 million as of September 30, 2025 (September 30, 2024: US$ 87.2 million) comprised primarily of 22,649 liters of ethanol (US$ 13.82 million), 203,826 mwh of energy (US$ 10.35 million), 143,839 tons of sugar (US$ 54.50 million), 133,877 tons of soybean (US$ 45.09 million), 20,002 tons of corn (US$ 3.59 million), and 21,350 tons of wheat (US$ 4.25 million) which expire between December 2025 and August 2026.
5. Cost of revenue
The following tables show our cost of revenue for the periods indicated:
| Nine-month ended September 30, 2025 (unaudited) | |||||
|---|---|---|---|---|---|
| Crops | Rice | Dairy | Sugar, Ethanol and Energy | Total | |
| Finished goods at the beginning of 2025 (Note 18) | 40,345 | 32,623 | 20,553 | 94,633 | 188,154 |
| Cost of production of manufactured products (Note 6) | 51,708 | 143,857 | 161,054 | 360,023 | 716,642 |
| Purchases | 23,045 | 3,178 | 4,401 | 9,284 | 39,908 |
| Agricultural produce | 147,590 | 43 | 15,232 | 8,413 | 171,278 |
| Transfer to raw material | (56,300) | (9,173) | — | — | (65,473) |
| Direct agricultural selling expenses | 15,667 | — | — | — | 15,667 |
| Tax recoveries (i) | — | — | — | (33,722) | (33,722) |
| Changes in net realizable value of agricultural produce after harvest | 8,203 | — | — | (609) | 7,594 |
| Loss of idle productive capacity | — | — | — | 17,912 | 17,912 |
| Finished goods as of September 30, 2025 (Note 18) | (60,252) | (22,680) | (18,431) | (119,360) | (220,723) |
| Exchange differences | (3,495) | (1,395) | (732) | 9,803 | 4,181 |
| Cost of revenue for the period | 166,511 | 146,453 | 182,077 | 346,377 | 841,418 |
(i): Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
| Nine-month ended September 30, 2024 (unaudited) | |||||
|---|---|---|---|---|---|
| Crops | Rice | Dairy | Sugar, Ethanol and Energy | Total | |
| Finished goods at the beginning of 2024 | 33,407 | 9,306 | 9,927 | 126,971 | 179,611 |
| Cost of production of manufactured products (Note 6) | 49,640 | 189,461 | 169,715 | 423,226 | 832,042 |
| Purchases | 15,241 | 1,939 | 6,624 | 654 | 24,458 |
| Agricultural produce | 194,297 | — | 16,091 | 6,067 | 216,455 |
| Transfer to raw material | (82,716) | (4,740) | — | — | (87,456) |
| Direct agricultural selling expenses | 21,403 | — | — | — | 21,403 |
| Tax recoveries (i) | — | — | — | (34,016) | (34,016) |
| Changes in net realizable value of agricultural produce after harvest | (19,993) | — | — | 540 | (19,453) |
| Finished goods as of September 30, 2024 | (59,475) | (30,193) | (10,804) | (131,270) | (231,742) |
| Exchange differences | 17,986 | 743 | (5,193) | (14,028) | (492) |
| Cost of revenue for the period | 169,790 | 166,516 | 186,360 | 378,144 | 900,810 |
(i): Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 20
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
6. Expenses by nature
The following table provides the additional disclosure required on the nature of expenses and their relationship to the function within the Group:
| Nine-month ended September 30, 2025 (unaudited) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Cost of production of manufactured products (Note 5) | General and Administrative Expenses | Selling Expenses | Total | |||||
| Crops | Rice | Dairy | Sugar, Ethanol and Energy | Total | ||||
| Salaries, social security expenses and employee benefits | 4,198 | 12,436 | 11,603 | 33,959 | 62,196 | 34,588 | 9,853 | 106,637 |
| Raw materials and consumables | — | 1,815 | 19,493 | 4,953 | 26,261 | — | — | 26,261 |
| Depreciation and amortization | 478 | 3,681 | 3,947 | 95,959 | 104,065 | 18,281 | 1,129 | 123,475 |
| Depreciation of right-of-use assets | — | 37 | 48 | 7,956 | 8,041 | 11,932 | 51 | 20,024 |
| Fuel, lubricants and others | 402 | 1,474 | 1,181 | 23,664 | 26,721 | 621 | 207 | 27,549 |
| Maintenance and repairs | 1,057 | 3,595 | 3,662 | 25,191 | 33,505 | 4,526 | 574 | 38,605 |
| Freights | 516 | 6,457 | 2,644 | 258 | 9,875 | — | 49,801 | 59,676 |
| Export taxes / selling taxes | — | — | — | — | — | — | 25,627 | 25,627 |
| Export expenses | — | — | — | — | — | — | 9,395 | 9,395 |
| Contractors and services | 2,041 | 696 | 685 | 8,014 | 11,436 | — | — | 11,436 |
| Energy transmission | — | — | — | — | — | — | 1,684 | 1,684 |
| Energy power | 1,165 | 2,986 | 2,539 | 637 | 7,327 | 517 | 200 | 8,044 |
| Professional fees | 92 | 92 | 81 | 632 | 897 | 12,088 | 502 | 13,487 |
| Other taxes | 28 | 148 | 133 | 6,693 | 7,002 | 844 | 140 | 7,986 |
| Contingencies | — | — | — | — | — | 232 | — | 232 |
| Lease expense and similar arrangements | 168 | 885 | 127 | — | 1,180 | 1,421 | 641 | 3,242 |
| Third parties raw materials | 12,547 | 19,628 | 59,169 | 29,598 | 120,942 | — | — | 120,942 |
| Tax recoveries | — | — | — | (3,826) | (3,826) | — | — | (3,826) |
| Others | 1,014 | 2,391 | 2,125 | 7,125 | 12,655 | 4,964 | 11,512 | 29,131 |
| Subtotal | 23,706 | 56,321 | 107,437 | 240,813 | 428,277 | 90,014 | 111,316 | 629,607 |
| Own agricultural produce consumed | 28,002 | 87,536 | 53,617 | 119,210 | 288,365 | — | — | 288,365 |
| Total | 51,708 | 143,857 | 161,054 | 360,023 | 716,642 | 90,014 | 111,316 | 917,972 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 21
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
6. Expenses by nature (continued)
| Nine-month ended September 30, 2024 (unaudited) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Cost of production of manufactured products (Note 5) | General and Administrative Expenses | Selling Expenses | Total | ||||||
| Crops | Rice | Dairy | Sugar, Ethanol and Energy | Total | |||||
| Salaries, social security expenses and employee benefits | 3,941 | 11,935 | 10,222 | 34,870 | 60,968 | 27,417 | 7,670 | 96,055 | |
| Raw materials and consumables | — | 742 | 19,131 | 5,132 | 25,005 | — | — | 25,005 | |
| Depreciation and amortization | 3,445 | 3,809 | 4,042 | 111,520 | 122,816 | 18,172 | 1,137 | 142,125 | |
| Depreciation of right-of-use assets | — | 40 | — | 6,607 | 6,647 | 13,563 | 578 | 20,788 | |
| Fuel, lubricants and others | 233 | 1,362 | 1,298 | 27,881 | 30,774 | 848 | 342 | 31,964 | |
| Maintenance and repairs | 1,396 | 3,892 | 4,156 | 28,011 | 37,455 | 3,656 | 655 | 41,766 | |
| Freights | 179 | 10,143 | 2,576 | 375 | 13,273 | — | 53,783 | 67,056 | |
| Export taxes / selling taxes | — | — | — | — | — | — | 26,792 | 26,792 | |
| Export expenses | — | — | — | — | — | — | 11,334 | 11,334 | |
| Contractors and services | 2,316 | 1,098 | 376 | 10,207 | 13,997 | — | — | 13,997 | |
| Energy transmission | — | — | — | — | — | — | 1,769 | 1,769 | |
| Energy power | 1,015 | 2,931 | 2,296 | 534 | 6,776 | 502 | 166 | 7,444 | |
| Professional fees | 67 | 271 | 84 | 864 | 1,286 | 8,448 | 610 | 10,344 | |
| Other taxes | 56 | 367 | 165 | 7,729 | 8,317 | 577 | 23 | 8,917 | |
| Contingencies | — | — | — | — | — | 621 | — | 621 | |
| Lease expense and similar arrangements | 182 | 865 | 153 | — | 1,200 | 1,211 | 525 | 2,936 | |
| Third parties raw materials | 4,014 | 27,278 | 63,351 | 35,515 | 130,158 | — | — | 130,158 | |
| Tax recoveries | — | — | — | (4,975) | (4,975) | — | — | (4,975) | |
| Others | 601 | 2,348 | 2,276 | 6,856 | 12,081 | 3,943 | 10,127 | 26,151 | |
| Subtotal | 17,445 | 67,081 | 110,126 | 271,126 | 465,778 | 78,958 | 115,511 | 660,247 | |
| Own agricultural produce consumed | 32,195 | 122,380 | 59,589 | 152,100 | 366,264 | — | — | 366,264 | |
| Total | 49,640 | 189,461 | 169,715 | 423,226 | 832,042 | 78,958 | 115,511 | 1,026,511 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 22
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
7. Salaries and social security expenses
| Nine-month period ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Wages and salaries | 120,092 | 118,508 |
| Social security costs | 30,138 | 35,502 |
| Equity-settled share-based compensation | 11,580 | 5,081 |
| 161,810 | 159,091 |
8. Other operating income expense, net
| Nine-month period ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Gain from disposals of farmland and other assets (Note 20) | — | 6,050 |
| Gain from commodity derivative financial instruments | 2,756 | 5,757 |
| Gain from disposal of other property items | 1,623 | 478 |
| Net gain /(loss) from fair value adjustment of investment property | 3,614 | (22,484) |
| Impairment of assets destroyed by fire (*) | — | (14,036) |
| Tax credits recognized (**) | 4,132 | — |
| Others | (62) | 7,730 |
| 12,063 | (16,505) |
(*) In September 2024, a fire in our Peanut facility located in the Province of Cordoba damaged a warehouse cell and inventory stored therein. As a result, the Company recognized an impairment loss of approximately US$ 12.0 million and US$ 2.0 million for inventories and property, plant and equipment, respectively. The appraisal of damages is currently being evaluated by insurance experts. The Company has insurance coverage that we estimate will cover all damages caused by the event suffered. Any insurance proceeds will be recognized as other income when received.
(**) This amount includes US$ 2.2 million related to non-income tax credits resulting from a judicial decision regarding the exclusion of ICMS from the calculation base for PIS and COFINS, as well as US$ 1.9 million related to federal grant credits.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 23
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
9. Financial results, net
| Nine-month period ended September 30, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Finance income: | ||
| - Interest income | 9,238 | 8,610 |
| - Foreign exchange gain, net | 12,323 | — |
| - Gain from interest rate/foreign exchange rate derivative financial instruments | 2,459 | — |
| - Other income | 1,016 | 554 |
| Finance income | 25,036 | 9,164 |
| Finance costs: | ||
| - Interest expense | (37,251) | (28,581) |
| - Finance cost related to lease liabilities | (33,459) | (29,317) |
| - Cash flow hedge – transfer from equity | — | (28,224) |
| - Foreign exchange losses, net | — | (5,051) |
| - Taxes | (4,458) | (5,860) |
| - Loss from interest rate/foreign exchange rate derivative financial instruments | — | (871) |
| - Other expenses | (3,936) | (8,158) |
| Finance costs | (79,104) | (106,062) |
| Other financial results - Net (loss) of inflation effects on the monetary items | (6,029) | (1,911) |
| Total financial results, net | (60,097) | (98,809) |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 24
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
10. Taxation
Taxes on income in the interim periods are recognized using the tax rate that would be applicable to expected total annual earnings.
| September 30,<br>2025 | September 30,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Current income tax | (4,184) | (8,013) |
| Deferred income tax | 6,186 | 47,993 |
| Income tax benefit | 2,002 | 39,980 |
The gross movement on the deferred income tax liability is as follows:
| September 30,<br>2025 | September 30,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Beginning of period | (314,829) | (366,554) |
| Exchange differences | 7,784 | (165,352) |
| Effect of fair value valuation for farmlands | (26,127) | 142,514 |
| Disposal of farmland (Note 20) | — | 2,080 |
| Tax charge relating to cash flow hedge (i) | — | (7,973) |
| Others | 3,048 | 1,574 |
| Income tax benefit | 6,186 | 47,993 |
| End of period | (323,938) | (345,718) |
(i)It relates to the amount reclassified of US$ 28,224 loss from equity to profit and loss for the nine-month period ended September 30, 2024.
The tax on the Group’s profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits of the consolidated entities as follows:
| September 30,<br>2025 | September 30,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Tax calculated at the tax rates applicable to profits in the respective countries | (1,104) | (8,887) |
| Non-deductible items | (358) | (94) |
| Non-taxable income | 6,746 | 10,447 |
| Tax losses where no deferred tax asset was recognized | (23) | (27) |
| Previously unrecognized tax losses now recouped to reduce tax expenses (1) | 6,019 | 9,326 |
| Effect of IAS 29 on Argentina’s shareholder’s equity and deferred income tax. | (11,217) | 32,134 |
| Others | 1,939 | (2,919) |
| Income tax profit | 2,002 | 39,980 |
(1) 2025 includes 3,453 of adjustment by inflation of tax loss carryforwards in Argentina (8,594 in 2024).
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 25
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
10. Taxation (continued)
Tax Inflation Adjustment in Argentina
The information of Tax Inflation Adjustment in Argentina which is described in detail in Note 10 to annual consolidated financial statements.
OECD Pillar Two model rules
The group is within the scope of the OECD Pillar Two model rules. Pillar Two legislation was enacted in Luxembourg, the jurisdiction in which Adecoagro S.A. is incorporated, and came into effect for the fiscal year starting on January 1st, 2024.
The group has not recognized Pillar Two current tax for the period ended September 30, 2025.
The group applies the IAS 12 exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 26
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
11. Property, plant and equipment, net
Changes in the Group’s property, plant and equipment for the nine-month periods ended September 30, 2025 and 2024 were as follows:
| Farmlands | Farmland improvements | Buildings and facilities | Machinery, equipment, furniture and<br>Fittings | Bearer plants | Others | Work in progress | Total | |
|---|---|---|---|---|---|---|---|---|
| Nine-month period ended September 30 2024 | ||||||||
| Opening net book amount. | 694,202 | 11,645 | 241,156 | 196,995 | 375,842 | 8,914 | 20,811 | 1,549,565 |
| Exchange differences | 403,590 | 4,612 | 66,987 | 8,010 | (42,780) | 5,024 | 2,766 | 448,209 |
| Additions | — | — | 10,510 | 46,525 | 108,930 | 5,200 | 24,281 | 195,446 |
| Revaluation surplus | (407,056) | — | — | — | — | — | — | (407,056) |
| Transfers | — | — | 7,591 | 5,966 | — | 86 | (13,643) | — |
| Disposals | (13,732) | (8) | (3,039) | (2,539) | — | (59) | — | (19,377) |
| Reclassification to non-income tax credits (*) | — | — | — | (224) | — | — | — | (224) |
| Depreciation | — | (2,905) | (24,829) | (60,022) | (79,236) | (1,853) | — | (168,845) |
| Closing net book amount | 677,004 | 13,344 | 298,376 | 194,711 | 362,756 | 17,312 | 34,215 | 1,597,718 |
| At September 30, 2024 (unaudited) | ||||||||
| Cost | 677,004 | 48,030 | 610,026 | 1,138,156 | 1,032,317 | 43,882 | 34,215 | 3,583,630 |
| Accumulated depreciation | — | (34,686) | (311,650) | (943,445) | (669,561) | (26,570) | — | (1,985,912) |
| Net book amount | 677,004 | 13,344 | 298,376 | 194,711 | 362,756 | 17,312 | 34,215 | 1,597,718 |
| Nine-month period ended September 30 2025 | ||||||||
| Opening net book amount | 683,133 | 9,020 | 303,755 | 181,115 | 327,570 | 17,068 | 26,928 | 1,548,589 |
| Exchange differences | (40,300) | (824) | (9,292) | 20,869 | 56,054 | (1,052) | 941 | 26,396 |
| Additions | — | — | 5,356 | 28,585 | 102,887 | 2,511 | 40,811 | 180,150 |
| Revaluation surplus | 74,572 | — | — | — | — | — | — | 74,572 |
| Transfers | (2,345) | — | 16,861 | 4,019 | — | (229) | (18,306) | — |
| Disposals | — | — | (921) | (2,664) | — | (24) | — | (3,609) |
| Reclassification to non-income tax credits (*) | — | — | — | (265) | — | — | — | (265) |
| Depreciation | — | (2,688) | (19,944) | (44,962) | (74,834) | (1,804) | — | (144,232) |
| Closing net book amount | 715,060 | 5,508 | 295,815 | 186,697 | 411,677 | 16,470 | 50,374 | 1,681,601 |
| At September 30, 2025 (unaudited) | ||||||||
| Cost | 715,060 | 43,914 | 634,912 | 1,195,983 | 1,180,807 | 45,688 | 50,374 | 3,866,738 |
| Accumulated depreciation | — | (38,406) | (339,097) | (1,009,286) | (769,130) | (29,218) | — | (2,185,137) |
| Net book amount | 715,060 | 5,508 | 295,815 | 186,697 | 411,677 | 16,470 | 50,374 | 1,681,601 |
(*) Brazilian federal tax law allows entities to take a percentage of the total cost of the assets purchased as a tax credit. As of September 30, 2025, ICMS tax credits were reclassified to trade and other receivables.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 27
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
11. Property, plant and equipment, net (continued)
The Group determined the valuation of farmlands (US$ 715 million as of September 30, 2025) using, a “Sales Comparison Approach” prepared by an independent expert. Under the Sales Comparison Approach, the Group uses sale prices of comparable properties further adjusted considering the specific aspects of each property, the most relevant premise being the price per hectare (Level 3). The Group estimated that, other factors being constant, a 10% reduction on the sales price as of September 30, 2025 would have reduced the value of the farmlands by US$ 71.5 million, which would impact, net of its tax effect, the “Revaluation surplus” item in the statement of Changes in Shareholders’ Equity.
Depreciation charges are included in “Cost of production of Biological Assets”, “Cost of production of manufactured products”, “General and administrative expenses”, “Selling expenses”, as appropriate, and/or capitalized in “Property, plant and equipment” for the nine-month periods ended September 30, 2025 and 2024.
As of September 30, 2025, borrowing costs of US$ 3,112 (September 30, 2024: US$ 3,782) were capitalized as components of the cost of acquisition or construction of qualifying assets.
Certain of the Group’s assets have been pledged as collateral to secure the Group’s borrowings and other payables. The net book value of the pledged assets amounts to US$ 205.1 million as of September 30, 2025 (September 30, 2024: US$ 218.0 million). As of September 30, 2025, all borrowings that had assets as guaranty were canceled. We are in the process of lifting the pledges.
12. Right of use assets
Changes in the Group’s right of use assets for the nine-month periods ended September 30, 2025 and 2024 were as follows:
| Agricultural partnership (*) | Others | Total | |
|---|---|---|---|
| (unaudited) | |||
| As of September 30, 2024 | |||
| Opening net book amount | 384,848 | 21,865 | 406,713 |
| Exchange differences | (29,488) | 1,357 | (28,131) |
| Additions and re-measurement | 63,038 | 9,882 | 72,920 |
| Depreciation | (56,597) | (7,530) | (64,127) |
| Closing net book amount | 361,801 | 25,574 | 387,375 |
| As of September 30, 2025 | |||
| Opening net book amount | 352,678 | 21,168 | 373,846 |
| Exchange differences | 47,075 | 5,117 | 52,192 |
| Additions and re-measurement | 23,290 | 10,390 | 33,680 |
| Depreciation | (50,257) | (8,590) | (58,847) |
| Closing net book amount | 372,786 | 28,085 | 400,871 |
(*) Agricultural partnerships have an average term of 6 years.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 28
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
13. Investment property
Changes in the Group’s investment property for the nine-month periods ended September 30, 2025 and 2024 were as follows:
| September 30,<br>2025 | September 30,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Beginning of period | 33,542 | 33,364 |
| Gain / (loss) from fair value adjustment (Note 8) | 3,614 | (22,484) |
| Exchange differences | (2,948) | 22,662 |
| End of period | 34,208 | 33,542 |
| Fair value | 34,208 | 33,542 |
| Net book amount | 34,208 | 33,542 |
The Group determined the valuation of investment properties using a “Sales Comparison Approach” prepared by an independent expert. Sale prices of comparable properties are adjusted considering the specific aspects of each property, the most relevant premise being the price per hectare. (Level 3). The increase /decrease in the fair value is recognized in the Statement of income under the line item “Other operating income, net”. There were no changes to the valuation techniques for any of the periods presented. The Group estimated that, other factors being constant, a 10% reduction on the Sales price as of September 30, 2025 would have reduced the value of the Investment properties on US$ 3.4 million, which would impact the line item “Net gain / (loss) from fair value adjustment.”
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 29
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
14. Intangible assets, net
Changes in the Group’s intangible assets in the nine-month periods ended September 30, 2025 and 2024 were as follows:
| Goodwill | Software | Trademarks | Others | Total | |
|---|---|---|---|---|---|
| As of September 30, 2024 | |||||
| Opening net book amount | 14,309 | 6,042 | 6,431 | 737 | 27,519 |
| Exchange differences | 6,154 | 2,135 | 3,246 | (80) | 11,455 |
| Additions | — | 1,019 | — | — | 1,019 |
| Amortization charge (i) | — | (1,387) | (377) | (5) | (1,769) |
| Closing net book amount | 20,463 | 7,809 | 9,300 | 652 | 38,224 |
| At September 30, 2024 (unaudited) | |||||
| Cost | 20,463 | 20,062 | 12,740 | 1,264 | 54,529 |
| Accumulated amortization | — | (12,253) | (3,440) | (612) | (16,305) |
| Net book amount | 20,463 | 7,809 | 9,300 | 652 | 38,224 |
| As of September 30, 2025 | |||||
| Opening net book amount | 20,242 | 7,162 | 9,256 | 571 | 37,231 |
| Exchange differences | (890) | (125) | (637) | 80 | (1,572) |
| Additions | — | 1,244 | — | — | 1,244 |
| Amortization charge (i) | — | (1,126) | (350) | (4) | (1,480) |
| Closing net book amount | 19,352 | 7,155 | 8,269 | 647 | 35,423 |
| At September 30, 2025 (unaudited) | |||||
| Cost | 19,352 | 20,947 | 12,189 | 1,265 | 53,753 |
| Accumulated amortization | — | (13,792) | (3,920) | (618) | (18,330) |
| Net book amount | 19,352 | 7,155 | 8,269 | 647 | 35,423 |
(i) Amortization charges are included in “General and administrative expenses” and “Selling expenses” for the period ended September 30, 2025 and 2024, respectively.
The Group conducts an impairment test annually or more frequently if events or changes in circumstances indicate that the carrying amount may not be recoverable (See note 30).
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 30
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
15. Biological assets
Changes in the Group’s biological assets in the nine-month periods ended September 30, 2025 and 2024 were as follows:
| September 30, 2025 (unaudited) | |||||
|---|---|---|---|---|---|
| Crops (i) | Rice (i) | Dairy (ii) | Sugarcane (i) | Total | |
| Beginning of year | 79,363 | 102,098 | 42,864 | 69,620 | 293,945 |
| Increase due to purchases | 2,507 | 962 | — | — | 3,469 |
| Initial recognition and changes in fair value of biological assets | (6,277) | 14,577 | 19,563 | 49,616 | 77,479 |
| Decrease due to harvest / disposals | (147,851) | (125,069) | (69,741) | (132,180) | (474,841) |
| Costs incurred during the period | 118,416 | 62,951 | 52,575 | 107,660 | 341,602 |
| Exchange differences | (6,997) | (8,488) | (3,768) | 12,306 | (6,947) |
| End of period | 39,161 | 47,031 | 41,493 | 107,022 | 234,707 |
| September 30, 2024 (unaudited) | |||||
| --- | --- | --- | --- | --- | --- |
| Crops (i) | Rice (i) | Dairy (ii) | Sugarcane (i) | Total | |
| Beginning of year | 55,545 | 32,843 | 23,191 | 116,458 | 228,037 |
| Increase due to purchases | 802 | 643 | — | — | 1,445 |
| Initial recognition and changes in fair value of biological assets | 33,184 | 39,114 | 7,473 | 41,531 | 121,302 |
| Decrease due to harvest / disposals | (194,622) | (148,827) | (77,560) | (163,719) | (584,728) |
| Costs incurred during the period | 118,324 | 104,617 | 73,334 | 104,695 | 400,970 |
| Exchange differences | 36,060 | 20,087 | 15,755 | (13,818) | 58,084 |
| End of period | 49,293 | 48,477 | 42,193 | 85,147 | 225,110 |
(i)Biological assets that are measured at fair value within level 3 of the hierarchy.
(ii)Biological assets that are measured at fair value within level 2 of the hierarchy
For those biological assets measured at fair value within level 3 of the fair value hierarchy, the Group uses valuation techniques based on unobservable inputs. This is only permissible insofar as no observable market data are available. The inputs used reflect the Group’s assumptions regarding the factors, which market players would consider in their pricing. The Group uses the best available information for this, including internal company data
The discounted cash flow valuation technique and the significant unobservable inputs used to calculate the fair value of these biological assets are consistent with those described in Note 16 to of the consolidated financial statements for the year ended December 31, 2024.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 31
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
15. Biological assets (continued)
Cost of production for the nine-month period ended September 30, 2025:
| September 30, 2025 | |||||
|---|---|---|---|---|---|
| (unaudited) | |||||
| Crops | Rice | Dairy | Sugar, Ethanol and Energy | Total | |
| Salaries, social security expenses and employee benefits | 3,687 | 11,180 | 8,588 | 11,981 | 35,436 |
| Depreciation and amortization | — | — | — | 2,848 | 2,848 |
| Depreciation of right-of-use assets | — | — | — | 28,794 | 28,794 |
| Fertilizers, agrochemicals and seeds | 27,008 | 5,645 | 3,902 | 39,107 | 75,662 |
| Fuel, lubricants and others | 481 | 1,437 | 1,072 | 5,106 | 8,096 |
| Maintenance and repairs | 970 | 10,955 | 3,912 | 4,075 | 19,912 |
| Freights | 3,986 | 1,438 | 106 | — | 5,530 |
| Contractors and services | 34,982 | 23,271 | — | 9,876 | 68,129 |
| Feeding expenses | 339 | 127 | 16,966 | — | 17,432 |
| Veterinary expenses | 182 | 50 | 2,854 | — | 3,086 |
| Energy power | 44 | 2,959 | 1,249 | — | 4,252 |
| Professional fees | 165 | 221 | 505 | 448 | 1,339 |
| Other taxes | 522 | 81 | 167 | 34 | 804 |
| Lease expense and similar arrangements | 44,580 | 4,016 | — | 3,731 | 52,327 |
| Others | 824 | 1,546 | 512 | 1,660 | 4,542 |
| Subtotal | 117,770 | 62,926 | 39,833 | 107,660 | 328,189 |
| Own agricultural produce consumed | 646 | 25 | 12,742 | — | 13,413 |
| Total | 118,416 | 62,951 | 52,575 | 107,660 | 341,602 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 32
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
15. Biological assets (continued)
Cost of production for the nine-month period ended September 30, 2024:
| September 30, 2024 | |||||
|---|---|---|---|---|---|
| (unaudited) | |||||
| Crops | Rice | Dairy | Sugar, Ethanol and Energy | Total | |
| Salaries, social security expenses and employee benefits | 4,397 | 11,081 | 10,307 | 10,224 | 36,009 |
| Depreciation and amortization | — | — | — | 3,585 | 3,585 |
| Depreciation of right-of-use assets | — | — | — | 36,796 | 36,796 |
| Fertilizers, agrochemicals and seeds | 46,406 | 27,006 | 49 | 33,367 | 106,828 |
| Fuel, lubricants and others | 759 | 1,623 | 1,244 | 3,163 | 6,789 |
| Maintenance and repairs | 1,834 | 14,383 | 3,812 | 3,112 | 23,141 |
| Freights | 5,341 | 1,747 | 149 | — | 7,237 |
| Contractors and services | 11,411 | 37,916 | — | 7,876 | 57,203 |
| Feeding expenses | 254 | 117 | 35,866 | — | 36,237 |
| Veterinary expenses | 214 | 56 | 4,020 | — | 4,290 |
| Energy power | 50 | 3,020 | 1,607 | — | 4,677 |
| Professional fees | 646 | 276 | 140 | 252 | 1,314 |
| Other taxes | 714 | 82 | 211 | 33 | 1,040 |
| Lease expense and similar arrangements | 45,094 | 5,153 | 2 | — | 50,249 |
| Others | 736 | 2,088 | 675 | 6,287 | 9,786 |
| Subtotal | 117,856 | 104,548 | 58,082 | 104,695 | 385,181 |
| Own agricultural produce consumed | 468 | 69 | 15,252 | — | 15,789 |
| Total | 118,324 | 104,617 | 73,334 | 104,695 | 400,970 |
Biological assets as of September 30, 2025 and December 31, 2024 were as follows:
| September 30,<br>2025 | December 31, 2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Cattle for dairy production | 40,806 | 42,449 |
| Breeding cattle | 207 | 607 |
| Other cattle | 318 | 362 |
| 41,331 | 43,418 | |
| Current | ||
| Breeding cattle | 13,626 | 11,433 |
| Other cattle | 687 | 415 |
| Sown land – crops | 28,487 | 69,339 |
| Sown land – rice | 43,554 | 99,720 |
| Sown land – sugarcane | 107,022 | 69,620 |
| 193,376 | 250,527 | |
| Total biological assets | 234,707 | 293,945 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 33
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
16. Financial instruments
As of September 30, 2025, the financial instruments recognized at fair value on the statement of financial position comprise derivative financial instruments.
For Level 1 instruments, valuation is based on the unadjusted quoted prices in active markets for identical financial assets that the Group can refer to at the date of the statement of financial position. A market is deemed active if transactions take place with sufficient frequency and in sufficient quantity for price information to be available on an ongoing basis. Since a quoted price in an active market is the most reliable indicator of fair value, this should always be used if available. Level 1 financial instruments mainly consist of crop futures and options traded on the stock market. In the case of securities, the Group allocates them to this level when either a stock market price is available or prices are provided by a price quotation on the basis of actual market transactions.
Derivatives not traded on the stock market are categorized as Level 2 instruments and are valued using models based on observable market data. The Group uses inputs directly or indirectly observable in the market, other than quoted prices. If the derivative financial instrument has a fixed contract period, the inputs used for valuation must be observable for the whole of this period. Level 2 financial instruments mainly consist of interest-rate swaps and foreign-currency interest-rate swaps.
For Level 3 instruments, the Group uses valuation techniques not based on inputs observable in the market. This is only permissible insofar as no observable market data are available. The inputs used reflect the Group’s assumptions regarding the factors, which market players would consider in their pricing. The Group uses the best available information for this, including internal company data. The Group does not have any Level 3 financial instruments for any of the periods presented.
There were no transfers between any levels during any of the periods presented.
The following tables present the Group’s financial assets and financial liabilities that are measured at fair value as of September 30, 2025 and their allocation to the fair value hierarchy:
| 2025 | |||
|---|---|---|---|
| Level 1 | Level 2 | Total | |
| Assets | |||
| Derivative financial instruments | 1,052 | 13,990 | 15,042 |
| Short-term investment (1) | 25,464 | — | 25,464 |
| Total assets | 26,516 | 13,990 | 40,506 |
| Liabilities | |||
| Derivative financial instruments | (495) | (4,582) | (5,077) |
| Total liabilities | (495) | (4,582) | (5,077) |
(1) It includes US$ 1,442 of BOPREAL (Bonos para la Reconstrucción de una Argentina Libre), US$ 8,522 LELINK (Letras Dollar Linked), US$ 4,575 BONCAP (Bono Capitalizable en Pesos) and US$ 6,236 of LECAPs (Letras del Tesoro Nacional Capitalizables en Pesos).
When no quoted prices in an active market are available, fair values (particularly with derivatives) are based on recognized valuation methods. The Group uses a range of valuation models for this purpose, details of which may be obtained from the following table:
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 34
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
16. Financial instruments (continued)
| Class | Pricing Method | Parameters | Pricing Model | Level | Total |
|---|---|---|---|---|---|
| Futures | Quoted price | - | - | 1 | 855 |
| OTC | Quoted price | - | - | 1 | (232) |
| NDF | Quoted price | Foreign-exchange curve | Present value method | 1 | (66) |
| Interest-rate swaps | Theoretical price | Money market interest-rate curve. | Present value method | 2 | 9,408 |
| Public securities | Quoted price | - | - | 1 | 25,464 |
17. Trade and other receivables, net
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Advances to suppliers | 4,511 | 3,316 |
| Income tax credits | 8,390 | 4,639 |
| Non-income tax credits (i) | 39,995 | 26,240 |
| Judicial deposits | 2,180 | 1,816 |
| Other receivables (ii) | 1,892 | 2,499 |
| Non-current portion | 56,968 | 38,510 |
| Current | ||
| Trade receivables | 106,771 | 87,645 |
| Less: Allowance for trade receivables | (1,389) | (1,114) |
| Trade receivables – net | 105,382 | 86,531 |
| Prepaid expenses | 19,928 | 18,038 |
| Advance to suppliers | 46,470 | 35,996 |
| Income tax credits | 8,237 | 5,680 |
| Non-income tax credits (i) | 62,236 | 53,522 |
| Receivable from disposal of subsidiary | — | 2,900 |
| Receivables from related parties (Note 28) | 16,773 | — |
| Advance payments for acquisition of joint venture (ii) | 120,000 | — |
| Other receivables | 10,059 | 10,689 |
| Subtotal | 283,703 | 126,825 |
| Current portion | 389,085 | 213,356 |
| Total trade and other receivables, net | 446,053 | 251,866 |
(i) Includes US$ 224 for the nine-month period ended September 30, 2025 reclassified from property, plant and equipment (for the year ended December 31, 2024: US$ 307).
(ii) 2025 includes US$ 96 million of advance payment for the acquisition of Profertil (See Note 31).
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 35
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
17. Trade and other receivables, net (continued)
The fair values of current trade and other receivables approximate their respective carrying amounts due to their short-term nature. The fair values of non-current trade and other receivables approximate their carrying amount, as the impact of discounting is not significant.
The carrying amounts of the Group’s trade and other receivables are denominated in the following currencies (expressed in US dollars):
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Currency | ||
| US Dollar | 202,573 | 84,477 |
| Argentine Peso | 94,935 | 70,837 |
| Uruguayan Peso | 2,385 | 2,478 |
| Brazilian Reais | 146,160 | 94,074 |
| 446,053 | 251,866 |
As of September 30, 2025 trade receivables of US$ 71,714 (December 31, 2024: US$ 29.123) were past due but not impaired. The ageing analysis of these receivables indicates that US$ 1,114 and US$ 289 are over 6 months in September 30, 2025 and December 31, 2024, respectively.
The creation and release of allowance for trade receivables have been included in ‘Selling expenses’ in the statement of income. Amounts charged to the allowance account are generally written off, when there is no expectation of recovering additional cash.
The other classes within other receivables do not contain impaired assets.
The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable mentioned above.
18. Inventories
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Raw materials | 186,563 | 101,510 |
| Finished goods (Note 5) | 220,723 | 188,154 |
| 407,286 | 289,664 |
19. Cash and cash equivalents
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Cash at bank and on hand | 56,635 | 137,294 |
| Short-term bank deposits | 283,363 | 73,950 |
| 339,998 | 211,244 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 36
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
20. Disposals
In April 2024, the Company sold “La Pecuaria” farm, a 3,177 hectares farm located in Uruguay for an aggregate amount of US$ 20.7 million, collected in full at closing. This transaction resulted in a pre-tax gain of US$ 6.1 million included in the line item “Other operating income” in the statement of income for the nine-month period ended September 30, 2024. Also, an amount of US$ 6.9 million was reclassified to retained earnings out of the revaluation surplus reserve.
21. Shareholder’s contribution
| Number of shares (thousands) | Share capital and share premium | |
|---|---|---|
| At January 1, 2024 | 111,382 | 910,883 |
| Employee share options exercised (Note 22) | — | 115 |
| Restricted shares vested | — | 7,540 |
| Purchase of own shares | — | (49,626) |
| Dividends to shareholders | — | (35,000) |
| At September 30,2024 (unaudited) | 111,382 | 833,912 |
| At January 1, 2025 | 111,382 | 826,472 |
| Reduction of issued share capital of the Company | (6,000) | (9,000) |
| Employee share options exercised (Note 22) | — | 52 |
| Restricted share vested | — | 20,311 |
| Purchase of own shares | — | (8,623) |
| Dividends to shareholders | — | (35,000) |
| At September 30,2025 (unaudited) | 105,382 | 794,212 |
Decision of the Extraordinary General Shareholders’ meetings
On June 6, 2025 the extraordinary general meeting of the shareholders of the Company resolved to reduce the issued share capital of the Company by an amount of $9,000,000 by the cancellation of 6,000,000 shares with a nominal value of $1.50 each held in treasury by the Company so that, as from June 6, 2025, our issued share capital amounts to $158,072,722.50, represented by 105,381,815 shares in issue (of which 5,312,375 are treasury shares) with a nominal value of $1.50 each.
On October 29, 2025 the extraordinary general meeting of the shareholders of the Company resolved to amend, renew and increase the authorized share capital of the Company to USD 3,000,000,000, including the issued share capital, represented by 2,000,000,000 shares, each with a nominal value of USD 1.5.
The issued share capital as of November 7, 2025 is $158,072,718 .
Share Repurchase Program
On July 11, 2024, the Group’s share repurchase program was renewed to purchase up to five per cent (5%) of the Company’s total outstanding share capital until December 31, 2024 or reaching the maximum number of shares authorized for purchase under the program, whichever occurs first.
As of September 30, 2025, the Company repurchased an aggregate of 32,299,783 shares under the program, of which 11,139,445 have been utilized to cover the exercise of the Company’s employee stock option plan and the granted of the restricted
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 37
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
21. Shareholder’s contribution (continued)
stock plan and 11 million shares were reduced from capital. During the nine-month periods ended September 30, 2025 and 2024 the Company repurchased shares for an amount of 1,057,858 and 5,768,614 respectively.
Annual dividends
On June 17, 2025, the Company’s general shareholders’ meeting approved the payment of an annual dividend of $35 million payable in two installments in May 16, 2025 and November 19, 2025, respectively. First installment was already paid.
On April 17, 2024, the Company’s general shareholders’ meeting approved the payment of an annual dividend of $35 million payable in two installments made on May 29, 2024 and November 27, 2024, respectively.
Net assets
The carrying amount of the net assets of the Company as of September 30, 2025 was USD 1.44 billions, which exceeds the Market Capitalization as of that date. This situation could mean that there is an impairment indicator as referred in IAS 36. A calculation of the value in use of net assets of the Company was made, through a discounted cash flow projections of the two major lines of business, Farming and Sugar, Ethanol and Energy, based on financial forecast approved by the management covering a five-year period. The Company reached to the conclusion that no impairment should be recognized given the value in use of the Company determined is higher that its net assets book value as of September 30, 2025.
22. Equity-settled share-based payments
In 2004, the Group established the “2004 Incentive Option Plan” (“Option Schemes”) under which the Group granted equity-settled options to senior managers and selected employees of the Group’s subsidiaries.
Further, in 2010, the Group established the “Adecoagro Restricted Share and Restricted Stock Unit Plan” (the “Restricted Share Plan”) under which the Group grants restricted shares, or restricted stock units to directors of the Board, senior and medium management and key employees of the Group.
(a)Option Schemes
No expense was accrued for both periods under the Options Schemes.
As of September 30, 2025, 5,149 options (September 30, 2024: 14,396) were exercised. No options were forfeited or expired for any of the periods presented.
(b)Restricted Share and Restricted Stock Unit Plan
On April 1, 2025, and as a consequence of the Possible acquisition as of that date, from Tether Investment S.A. de C.V. of the controlling interest of the Company, it was decided, as specified in the plan for a circumstance like this, an acceleration of the vesting of all granted restricted shares. As of September 30, 2025, the Group recognized compensation expense of US$ 14.9 million related to the restricted shares granted under the Restricted Share Plan (September 30, 2024: US$ 4.6 million). For the nine-month period ended September 30, 2025, 1,086,913 Restricted Shares were granted (September 30, 2024: 603,799), 2,406,118 were vested (September 30, 2024: 970,511), and 1,541 Restricted shares were forfeited (September 30, 2024: 18,280).
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 38
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
23. Trade and other payables
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Trade payables | 262 | 384 |
| Other payables | 728 | 383 |
| 990 | 767 | |
| Current | ||
| Trade payables | 169,036 | 173,157 |
| Advances from customers | 9,162 | 22,609 |
| Amounts due to related parties (Note 28) | 682 | — |
| Taxes payable | 10,117 | 9,499 |
| Dividends payables | 18,026 | 703 |
| Other payables | 3,042 | 939 |
| 210,065 | 206,907 | |
| Total trade and other payables | 211,055 | 207,674 |
The fair values of current trade and other payables approximate their respective carrying amounts due to their short-term nature. The fair values of non-current trade and other payables approximate their carrying amount, as the impact of discounting is not significant.
24. Borrowings
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Senior Notes (*) | 760,136 | 414,638 |
| Bank borrowings (*) | 294,056 | 265,367 |
| 1,054,192 | 680,005 | |
| Current | ||
| Senior Notes (*) | 6,751 | 6,858 |
| Bank borrowings (*) | 176,028 | 92,693 |
| 182,779 | 99,551 | |
| Total borrowings | 1,236,971 | 779,556 |
(*) As of September 30, 2025, the Group was in compliance with the related financial covenants under the respective loan agreements.
As of September 30, 2025, total bank borrowings include collateralized liabilities of US$78,413 (December 31, 2024: US$70,000). These loans were mainly collateralized by sugarcane plantations and sugar export contracts.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 39
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
24. Borrowings (continued)
Notes 2032
On July 29, 2025, the Company issued senior notes (the “Notes”) for US$ 500 million, at an annual nominal rate of 7.5%. The Notes will mature on July 29, 2032. Interest on the Notes are payable semi-annually in arrears on January 29 and July 29 of each year. The total proceeds nets of expenses was US$ 496.8 million.
The Notes are fully and unconditionally guaranteed on a senior unsecured basis by certain of our current and future subsidiaries, currently: Adeco Agropecuaria S.A., L3N S.A., Pilagá S.A., Adecoagro Vale do Ivinhema S.A. and Adecoagro Uruguay S.A. are the only Subsidiary Guarantors.
Notes 2027
On September 21, 2017, the Company issued senior notes (the “Notes”) for US$ 500 million, at an annual nominal rate of 6%. The Notes will mature on September 21, 2027. Interest on the Notes are payable semi-annually in arrears on March 21 and September 21 of each year. The total proceeds nets of expenses was US$ 495.2 million.
The Notes are fully and unconditionally guaranteed on a senior unsecured basis by certain of our current and future subsidiaries, currently: Adeco Agropecuaria S.A., Adecoagro Brasil Participações S.A., Adecoagro Vale do Ivinhema S.A., Pilagá S.A. and Usina Monte Alegre Ltda. are the only Subsidiary Guarantors.
On July 22, 2024, the Company announced a cash tender offer for up to US$100.0 million of the Notes due 2027. As of the closing date of the Tender, (August 19, 2024) US$84.4 million in aggregate principal amount of Notes had been validly tendered by Holders and fully cancelled. The total consideration, including the Early Tender Premium, was US$ 980 for each US$ 1,000 principal amount of Notes. In addition, on July 18, 2025, the Company announced a new cash tender offer for any and all of its outstanding Notes due 2027, for a consideration of US$1,000 for each US$1,000 principal amount of Notes. As of the closing date of the Tender, (July 24, 2025) US$150.9 million in aggregate principal amount of Notes had been validly tendered by Holders and fully cancelled on July 29, 2025.
The Notes 2027 and 2032 contain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 40
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
24. Borrowings (continued)
The maturity of the Group’s borrowings and the Group’s exposure to fixed and variable interest rates is as follows:
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Fixed rate: | ||
| Less than 1 year | 151,252 | 69,178 |
| Between 1 and 2 years | 287,574 | 55,952 |
| Between 2 and 3 years | 6,814 | 414,994 |
| Between 3 and 4 years | 991 | 356 |
| Between 4 and 5 years | 1,435 | 356 |
| More than 5 years | 547,230 | 35,936 |
| 995,296 | 576,772 | |
| Variable rate: | ||
| Less than 1 year | 31,527 | 30,373 |
| Between 1 and 2 years | 121,113 | 83,142 |
| Between 2 and 3 years | 51,525 | 46,593 |
| Between 3 and 4 years | — | 2,932 |
| Between 4 and 5 years | — | 441 |
| More than 5 years | 37,510 | 39,303 |
| 241,675 | 202,784 | |
| 1,236,971 | 779,556 |
The breakdown of the Group’s borrowing by currency is included in Note 2 - Interest rate risk.
The carrying amount of short-term borrowings is approximate its fair value due to the short-term maturity. Long term borrowings subject to variable rate approximate their fair value. The fair value of long-term subject to fix rate do not significant differ from their fair value. The fair value (level 2) of the senior notes 2027 and 2032 equal US$ 263.6 million and US$ 489.0 million, respectively, representing 99.58% and 97.80% of the nominal amount.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 41
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
25. Lease liabilities
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | 317,869 | 287,679 |
| Current | 50,206 | 54,351 |
| 368,075 | 342,030 |
The maturity of the Group's lease liabilities is as follows:
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Less than 1 year | 50,206 | 54,351 |
| Between 1 and 2 years | 54,117 | 65,697 |
| Between 2 and 3 years | 51,307 | 51,325 |
| Between 3 and 4 years | 41,233 | 43,571 |
| Between 4 and 5 years | 34,466 | 35,764 |
| More than 5 years | 136,746 | 91,322 |
| 368,075 | 342,030 |
26. Payroll and social security liabilities
| September 30,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Social security payable | 560 | 1,454 |
| 560 | 1,454 | |
| Current | ||
| Salaries payable | 12,136 | 4,077 |
| Social security payable | 4,891 | 4,821 |
| Provision for vacations | 14,395 | 13,314 |
| Provision for bonuses | 6,160 | 10,523 |
| 37,582 | 32,735 | |
| Total payroll and social security liabilities | 38,142 | 34,189 |
27. Provisions for other liabilities
The Group is subject to several laws, regulations and business practices of the countries where it operates. In the ordinary course of business, the Group is subject to certain contingent liabilities with respect to existing or potential claims, lawsuits and other proceedings, including those involving tax, labor and social security, administrative and civil and other matters. The Group accrues liabilities when it is probable that future costs will be incurred and it can reasonably estimate them. The Group bases its accruals on up-to-date developments, estimates of the outcomes of the matters and legal counsel experience in contesting, litigating and settling matters. As the scope of the liabilities becomes better defined or more information is available, the Group may be required to change its estimates of future costs, which could have a material effect on its results of operations and financial condition or liquidity. There have been no material changes to claimed amounts and current proceedings since December 31, 2024.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 42
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
28. Related-party transactions
The following is a summary of the balances and transactions with related parties:
| Related party | Relationship | Description of transaction | Income / (expense) included in the statement of income | Balance receivable / (payable) | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30,<br>2025 | September 30,<br>2024 | September 30,<br>2025 | December 31,<br>2024 | |||||||||||||||
| (unaudited) | (unaudited) | (unaudited) | ||||||||||||||||
| Directors and senior management | Employment | Compensation selected employees | (385) | (5,698) | (11,410) | (17,409) | ||||||||||||
| Consultant | Payables | (193) | — | — | — | |||||||||||||
| Employment | Receivables | 268 | — | 16,773 | — | |||||||||||||
| Rio Porá S.A. | Affiliate | Payables | — | — | (682) | — | ||||||||||||
| Leases | (687) | — | — | — |
29. Basis of preparation and presentation
The information presented in the accompanying condensed consolidated interim financial statements (“interim financial statements”) as of September 30, 2025 and for the nine-month and three-month periods ended September 30, 2025 and 2024 is unaudited and in the opinion of management reflect all adjustments necessary to present fairly the financial position of the Group as of September 30, 2025, results of operations for the nine-month and three-month periods ended September 30, 2025 and 2024 and cash flows for the nine-month periods ended September 30, 2025 and 2024. All such adjustments are of a normal recurring nature. In preparing these accompanying interim financial statements, management has made certain estimates and assumptions that affect reported amounts in the financial statements and disclosures of contingencies. Actual results may differ from those estimates. The results for interim periods are not necessarily indicative of annual results.
These interim financial statements have been prepared in accordance with International Accounting Standard 34 (IAS 34), ‘Interim financial reporting’ as issued by the International Accounting Standards Board (IASB) and they should be read in conjunction with the annual financial statements for the year ended December 31, 2024, which have been prepared in accordance with IFRS Accounting Standards as issued by the IASB.
The accounting policies adopted in the preparation of the interim financial statements are consistent with those followed in the preparation of the Group’s consolidated financial statements for the year ended December 31, 2024.
Seasonality of operations
The Group’s business activities are inherently seasonal. The Group generally harvest and sell its grains (corn, soybean, rice and sunflower) between February and August, with the exception of wheat, which is harvested from December to January. Peanut is harvested from April to May, and revenue are executed with higher intensity during the third quarter of the year. Cotton is a unique in that while it is typically harvested from June to August, it requires processing which takes about two to three months to complete. Revenue in our Dairy business segment tend to be more stable. However, milk production is generally higher during the fourth quarter, when the weather is more suitable for production. Although our Sugar, Ethanol and Electricity cluster is currently operating under a “non-stop” or “continuous” harvest and without stopping during traditional off-season, the rest of the sector in Brazil is still primarily operating with large off-season periods from December/January to March/April. The result of large off-season periods is fluctuations in our sugar and ethanol revenue and in our inventories, usually peaking in December to take advantage of higher prices during the traditional off-season period (i.e., January through April). As a result of the above factors, there may be significant variations in our financial results from one quarter to another. In addition, our quarterly results may vary as a result of the effects of fluctuations in commodities prices, production yields and costs on the determination of initial recognition and changes in fair value of biological assets and agricultural produce.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 43
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
30. Critical accounting estimates and judgments
The Group's critical accounting policies are also consistent with those of the annual financial statements for the year ended December 31, 2024 described in Note 32.
Impairment of non-financial assets
At the date of each statement of financial position, the Group reviews the carrying amounts of its property, plant and equipment and finite lived intangible assets to determine whether there is any indication that those assets could have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. Where the asset does not generate cash flows that are independently, assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. The Group’s property, plant and equipment items generally do not generate independent cash flows.
In the case of goodwill, any goodwill acquired is allocated to the cash-generating unit (‘CGU’) expected to benefit from the business combination. CGU to which goodwill is allocated is tested for impairment annually, or more frequently if events or changes in circumstances indicate that the carrying amount of the CGU may be impaired. The carrying amount of the CGU is compared to its recoverable amount, which is the higher of fair value less costs to sell and the value in use. An impairment loss is recognized for the amount by which the carrying amount exceeds its recoverable amount. The impairment review requires management to undertake certain significant judgments, including estimating the recoverable value of the CGU to which goodwill is allocated, based on either fair value less costs-to-sell or the value-in-use, as appropriate, in order to reach a conclusion on whether it deems the goodwill is impaired or not.
For purposes of the impairment testing, each CGU represents the smallest identifiable group of assets that generate cash inflows that are largely independent of the cash inflows from other assets or group of assets.
Each farmland in Argentina represents one CGU (see Note 3). For its properties in Brazil, management identified a farmland together with its related mill as separate CGUs. Most of the farmlands in Argentina are treated as single CGUs.
Based on these criteria, management identified a total amount of 29 CGUs as of September 30, 2025 and 29 CGUs as of September 30, 2024.
As of September 30, 2025 and 2024, due to the fact that there were no impairment indicators, the Group only tested those CGUs with allocated goodwill in Argentina and Brazil.
CGUs tested based on a fair-value-less-costs-to-sell model at September 30, 2025 and 2024:
As of September 30, 2025, the Group identified 6 CGUs in Argentina (2024: 6 CGUs) to be tested based on this model (all CGUs with allocated goodwill). Estimating the fair value less costs-to-sell is based on the best information available, and refers to the amount at which the CGU could be bought or sold in a current transaction between willing parties. Management may be assisted by the work of external advisors. When using this model, the Group applies the “sales comparison approach” as its method of valuing most properties, which relies on results of sales of similar agricultural properties to estimate the value of the CGU. This approach is based on the theory that the fair value of a property is directly related to the selling prices of similar properties.
Fair values are determined by extensive analysis which includes current and potential soil productivity of the land (the ability to produce crops and maintain livestock) projected margins derived from soil use, rental value obtained for soil use, if applicable, and other factors such as climate and location. Farmland ratings are established by considering such factors as soil texture and quality, yields, topography, drainage and rain levels. Farmland may contain farm outbuildings. A farm outbuilding is any improvement or structure that is used for farming operations. Outbuildings are valued based on their size, age and design.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 44
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
30. Critical accounting estimates and judgments (continued)
Based on the factors described above, each farm property is assigned different soil classifications for the purposes of establishing a value, Soil classifications quantify the factors that contribute to the agricultural capability of the soil. Soil classifications range from the most productive to the least productive.
The first step to establishing an assessment for a farm property is a sales investigation that identifies the valid farm sales in the area where the farm is located. A price per hectare is assigned for each soil class within each farm property. This price per hectare is determined based on the quantitative and qualitative analysis mainly described above.
The results are then tested against actual sales, if any, and current market conditions to ensure the values produced are accurate, consistent and fair.
The following table shows only the 6 CGUs (2024: 6 CGUs) where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each one:
| CGU / Operating segment / Country | September 30, 2025 | September 30, 2024 |
|---|---|---|
| La Carolina / Crops / Argentina | 291 | 314 |
| El Orden / Crops / Argentina | 279 | 301 |
| La Guarida / Crops / Argentina | 2,708 | 2,923 |
| Los Guayacanes / Crops / Argentina | 3,310 | 3,573 |
| Doña Marina / Rice / Argentina | 5,763 | 6,220 |
| El Colorado / Crops / Argentina | 2,895 | 3,124 |
| Closing net book value of goodwill allocated to CGUs tested (Note 14) | 15,246 | 16,455 |
| Closing net book value of PPE items and other assets allocated to CGUs tested | 163,096 | 159,918 |
| Total assets allocated to CGUs tested | 178,342 | 176,373 |
Based on the testing above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2025 and 2024.
CGUs tested based on a value-in-use model at September 30, 2025 and 2024:
As of September 30, 2025, the Group identified 2 CGUs (2024: 2 CGUs) in Brazil to be tested based on this model (all CGUs with allocated goodwill). The determination of the value-in-use calculation required the use of significant estimates and assumptions related to management’s cash flow projections In performing the value-in-use calculation, the Group applied pre-tax rates to discount the future pre-tax cash flows. In each case, these key assumptions have been made by management reflecting past experience and are consistent with relevant external sources of information, such as appropriate market data. In calculating value-in-use, management may be assisted by the work of external advisors.
The key assumptions used by management in the value-in-use calculations which are considered to be most sensitive to the calculation are:
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 45
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
30. Critical accounting estimates and judgments (continued)
| Key Assumptions | September 30, 2025 | September 30, 2024 |
|---|---|---|
| Financial projections | Covers 5 years for UMA (*) | Covers 5 years for UMA (*) |
| Covers 5 years for AVI (**) | Covers 5 years for AVI (**) | |
| Yield average growth rates | 0-2% | 0-2% |
| Future pricing increases | 2.15% per annum | 0.80% per annum |
| Future cost decrease | 0.79% per annum | 0.63% per annum |
| Discount rates | 4.0% | 5.0% |
| Perpetuity growth rate | 0.5% | 1% |
(*) UMA stands for Usina Monte Alegre LTDA.
(**) AVI stands for Adecoagro Vale Do Ivinhema S.A.
Discount rates are based on the risk-free rate for U. S. government bonds, adjusted for a risk premium to reflect the increased risk of investing in South America and Brazil in particular. The risk premium adjustment is assessed for factors specific to the respective CGUs and reflects the countries that the CGUs operate in.
The following table shows only the 2 CGUs where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each one:
| CGU/ Operating segment | September 30, 2025 | September 30, 2024 |
|---|---|---|
| AVI / Sugar, Ethanol and Energy | 2,986 | 2,915 |
| UMA / Sugar, Ethanol and Energy | 1,120 | 1,093 |
| Closing net book value of goodwill allocated to CGUs tested (Note 14) | 4,106 | 4,008 |
| Closing net book value of PPE items allocated to CGUs tested | 663,211 | 599,509 |
| Total assets allocated to 2 CGUs tested | 667,317 | 603,517 |
Based on the testing above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2025 and 2024.
Management views these assumptions are conservative and does not believe that any reasonable change in the assumptions would cause the carrying value of these CGU’s to exceed the recoverable amount.
- Recent developments
Acquisition by Tether Investment S.A. de C.V. of more than 70% of our common shares
On March 28, 2025, pursuant to the terms of a Transaction Agreement (the “Transaction Agreement”), Tether Investments S.A. de C.V., a corporation organized under the laws of El Salvador (“Tether” or our “controlling shareholder”) commenced an Offer to Purchase (the “Offer”) to acquire up to 49,596,510 common shares of the Company at a price in cash of U.S.$12.41 per common share (representing, when added to the common shares already owned by Tether, approximately 70% of the outstanding common shares of the Company), upon the terms and subject to the conditions set forth in the Offer to Purchase, dated March 28, 2025. The Offer closed on April 25, 2025, with Tether acquiring approximately 70% of the outstanding common shares of the Company. Subsequently to the closing of the Offer, Tether purchased additional common shares of the Company in the open market. As of August 28, 2025, Tether owns 74,751,482 common shares of the Company, representing approximately 74.7% of the outstanding common shares of the Company.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 46
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
- Recent developments (continued)
The Company to acquire Urea Producer
The Company has entered into an agreement to acquire Nutrien Ltd.’s 50% equity interest in Profertil S.A., the leading producer of granular urea in South America. The remaining 50% stake in Profertil is held by YPF S.A., Argentina’s largest oil and gas producer.
The acquisition will be executed through a holding company called Avaldi S.A. created by a partnership between the Company and Asociación de Cooperativas Argentinas (“ACA”), with an 80%-20% ownership structure. The transaction is subject to customary closing conditions and is expected to be completed before year-end 2025.
Under the terms of the Profertil shareholders’ agreement, YPF S.A. holds a 90-day right of first refusal to acquire Nutrien’s equity interest under the same terms and conditions.
The total purchase price for Nutrien’s shares in Profertil is expected to be approximately USD 600 million.
On the execution date of the agreement, an initial down payment of USD 120 million was made through affiliated companies and subsequently contributed to Avaldi S.A. as capital, in accordance with its ownership structure. Consequently, the Company contributed USD 96 million, while ACA contributed USD 24 million.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 47