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 May 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 May 12, 2025 related to the registrant’s results of operations for the three-month period ended March 31, 2025. |
| 99.2 | Unaudited condensed consolidated interim financial statements of the registrant as of and for the three-month period ended March 31, 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: May 12, 2025
Document
| Adjusted EBITDA reached 35.9 million in 1Q25. Selective milling pace and strong commercial strategy. Record productivity in Rice. | ||||
|---|---|---|---|---|
| 1Q25 Earning Release Conference Call | ||||
| English Conference Call | ||||
| May 13, 2025 | ||||
| 9 a.m. (US EST) | ||||
| 10 a.m. (Buenos Aires/Sao Paulo time) | ||||
| 3 p.m. (Luxembourg) | ||||
| Zoom ID: 815 8732 6771 | 1Q25 | 1Q24 | Chg % | |
| Passcode: 995202 | 323,656 | 253,799 | 27.5% | |
| 35,946 | 90,116 | (60.1)% | ||
| Investor Relations | 11.3% | 36.0% | (68.5)% | |
| Emilio Gnecco | (13,479) | 23,305 | n.a. | |
| CFO | (0.13) | 0.22 | n.a. | |
| Victoria Cabello | 10,210 | 21,333 | (52.1)% | |
| IR Officer | 30,128 | 28,677 | 5.1% | |
| 679,479 | 639,190 | 6.3% | ||
| 1.7x | 1.3x | 30.1% | ||
| [email protected] | 1Q25 | 1Q24 | Chg % | |
| 29,851 | 51,855 | (42.4)% | ||
| 84 | 4,782 | (98.2)% | ||
| 9,723 | 32,785 | (70.3)% | ||
| 6,840 | 6,447 | 6.1% | ||
| Website: | (10,552) | (5,753) | 83.4% | |
| www.adecoagro.com | 35,946 | 90,116 | (60.1)% | |
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All values are in US Dollars.
Sugar, Ethanol & Energy business
Performance Highlights
◦Adjusted EBITDA in the SE&E business reached $29.9 million during 1Q25, 42.4% lower year-over-year.
▪(+) Higher net sales on greater ethanol volume sold and prices. Commercial strategy paid off as we emptied our tanks (30% of the total ethanol produced in 2024) at prices 30% above versus 1Q24 in local currency.
▪(-) Crushing down 31.3% year-over-year on lower yields given the dry weather experienced in 2024 (33% lower rains versus the 15-year average). Furthermore, we strategically decided to harvest cane with limited growth potential (5th cut and above) to allow younger cane to continue growing.
▪(-) Sugar/Ethanol mix at 42%/58% given lower production flexibility. We continue to maximize sugar production and prefer hydrous ethanol over anhydrous on better prices.
▪(-) Cost of production at 11.1 cts/lb driven by lower dilution of fixed costs on lower volume.
▪(-) Year-over-year loss in biological assets (harvested cane) due to lower crushing volume and lower Consecana price versus 1Q24.
Outlook
◦(+) Precipitations received during April aid in yield recovery. We expect to accelerate our crushing pace during 2H25 and conclude the year with a crushing volume in line with to slightly above 2024.
◦(+) Potential upside in sugar prices as global demand continues to depend on Brazil's production. 48% of our 2025's sugar production is hedged at 20.5 cts/lb.
◦(+) Tight supply & demand scenario for ethanol. Consumer preference continues to favor ethanol but supply will depend on how the 2025/26 harvest season evolves in terms of crushing, prices and flexibility to produce both sugar and ethanol. Moreover, ethanol price will also depend on the evolution of local gasoline prices, which may vary given international oil prices.
Farming business
Performance Highlights
◦Adjusted EBITDA for the Farming business amounted to $16.6 million during 1Q25, marking a 62.2% year-over-year decline.
▪(+) Higher prices for Dairy's value-added products.
▪(-) Lower prices for Rice, especially compared to the record levels seen in 1Q24.
▪(-) Year-over-year losses in the mark-to-market of our biological assets and agricultural produce for our Crops (lower-than-expected yields and prices)
▪(-) Higher costs in U.S. dollar terms.
Outlook
◦(-) Crops: Harvesting activities are underway (40% completed). Expecting a slight improvement in yields versus the prior campaign but below historical average. Margins to remain pressured on lower prices and cost inflation in U.S. dollars terms.
◦(+/-) Rice: Record production on record yields and higher planted area. Global prices have significantly come down versus 2024, but our diversified product portfolio and market flexibility act as a mitigant. We foresee a similar annual performance in 2025 compared to the previous year, but more evenly distributed over the upcoming quarters.
◦(+) Dairy: Strong prices for our higher value-added products in the domestic market. Expanding our product portfolio to cater to new markets.
| Remarks |
|---|
Tether Investments S.A. de C.V. Acquires 70% Stake in Adecoagro
◦On March 27, 2025, Adecoagro’s Board of Directors unanimously approved Tether’s offer to acquire at least 51% and up to 70% of the Company’s common shares at $12.41 per share and recommended to shareholders of the Company to accept the offer and tender their shares.
◦The Tender Offer, open from March 28 to April 24, 2025, resulted in 67,075,545 shares being tendered - meeting the minimum and exceeding the maximum threshold. As a result, shares were accepted on a prorated basis at approximately 73.9%.
◦Tether is a global leader in stablecoin technology and the creator of the USDT. Their support will enhance Adecoagro’s ability to accelerate growth in sustainable agriculture and energy, maintain financial discipline, and drive long-term value creation across South America. In alignment with this vision, the Transaction Agreement reflects a shared commitment to continuity, with both parties agreeing to preserve the existing management structure and the current four business units, while also incorporating a series of protections for minority shareholders.
◦For more information, please refer to our Investor Relations' website (www.ir.adecoagro.com).
2025 Shareholder Distribution Update
◦As of the date of this report, we have already committed $45.2 million to shareholder distributions. This was executed via:
▪Cash dividends: $35.0 million approved. On May 16, 2025, we will pay the first installment of $17.5 million (∼$0.1750 per share) to shareholders of the Company of record at close of business on May 2, 2025. The second installment shall be payable in November 2025 in an equal cash amount.
▪Share repurchases: $10.2 million expended year-to-date in repurchasing 1.1% of the company's equity (1.1 million shares at an average price of $9.65 per share).
▪Dividend distribution and share repurchases are part of the company's distribution policy, which consists of a minimum distribution of 40% of the Adjusted Free Cash Flow from Operations (NCFO) generated in the prior year. Based on 2024’s NCFO, the minimum during 2025 is $64.4 million.
| ESG Update |
|---|
Changes in Adecoagro's Board Composition
◦On April 30, 2025, Adecoagro announced changes to its Board of Directors following Tether’s acquisition of a 70% stake in the Company. As outlined in the Transaction Agreement, Tether will have Board representation proportional to its ownership.
◦Formers Directors Mrs. Ana Cristina Russo, Mr. Guillaume van der Linden, Mr. Alan Leland Boyce, Mr. Andres Velasco Brañes and Mr. Plinio Musetti presented their resignation letters. The remaining Board members resolved to appoint five new directors to fill the vacancies, effective immediately, which will be confirmed and submitted for approval in the next Annual General Shareholders' Meeting on June 6, 2025.
◦The newly appointed Board members are Mr. Juan José Sartori Piñeyro (joining as Executive Chairman), Mr. Christian De Prati, Mr. Andres Larriera, Mr. Kyril Robert Leonid Louis-Dreyfus, and Mr. Oscar Alejandro León Bentancor; all whom are joining Mrs. Manuela Vaz Artigas, Mr. Ivo Andrés Sarjanovic, Mr. Daniel González and Mr. Mariano Bosch.
◦Subsequent to these changes, Adecoagro’s Board of Directors will continue to consist of nine members and be comprised of the following five Board Committees:
▪Audit Committee: Mr. Ivo Andrés Sarjanovic, Mrs. Manuela Vaz Artigas and Mr. Oscar Alejandro León Bentancor.
▪Talent Management & Compensation Committee: Mr. Daniel González, Mr. Juan José Sartori Piñeyro and Mr. Christian De Prati.
▪Risk and Commercial Committee: Mr. Ivo Andrés Sarjanovic, Mr. Kyril Robert Leonid Louis-Dreyfus and Mr. Andres Larriera.
▪Strategy Committee: Mr. Juan José Sartori Piñeyro, Mr. Daniel González, Mr. Christian De Prati and Mr. Kyril Robert Leonid Louis-Dreyfus .
▪ESG Committee: Mrs. Manuela Vaz Artigas, Mr. Oscar Alejandro León Bentancor and Mr. Andres Larriera.
◦We would like to thank Mrs. Russo, Mr. van der Linden, Mr. Boyce, Mr. Velasco Brañes and Mr. Musetti for their commitment and invaluable contributions to the company over the years. Thanks to their experience and guidance, we were able to shape Adecoagro into the company that it is today.
◦Furthermore, we would like to welcome the new Board Members that are joining Adecoagro's family. We firmly believe that with their vast experience and fresh ideas we will continue growing as a company while keeping our sustainable DNA, our focus on producing essential goods for a growing population at the lowest cost and creating value for all shareholders.
◦For more information on each Director's background and the main duties of each of Adecoagro's Board Committees, please refer to our Investor Relations' website (www.ir.adecoagro.com/board-of-directors/).
| Sugar, Ethanol & Energy Segment - Operational Performance | | --- || SUGAR, ETHANOL & ENERGY - SELECTED INFORMATION | | | | | | --- | --- | --- | --- | --- | | Operating Data | Metric | 1Q25 | 1Q24 | Chg % | | Milling | | | | | | Sugarcane Milled | tons | 1,488,929 | 2,167,245 | (31.3)% | | Own Cane | tons | 1,457,185 | 2,107,499 | (30.9)% | | Third Party Cane | tons | 31,744 | 59,746 | (46.9)% | | Production | | | | | | TRS Equivalent Produced | tons | 170,886 | 271,707 | (37.1)% | | Sugar | tons | 63,644 | 119,431 | (46.7)% | | Ethanol | M3 | 61,060 | 87,296 | (30.1)% | | Hydrous Ethanol | M3 | 33,464 | 79,791 | (58.1)% | | Anhydrous Ethanol (1) | M3 | 27,596 | 7,505 | 267.7% | | Sugar mix in production | % | 42% | 49% | (13.9)% | | Ethanol mix in production | % | 58% | 51% | 13.4% | | Energy Exported (sold to grid) | MWh | 56,248 | 72,114 | (22.0)% | | Cogen efficiency (KWh sold/ton crushed) | KWh/ton | 37.8 | 33.3 | 13.5% | | Agricultural Metrics | | | | | | Harvested area | Hectares | 27,782 | 30,127 | (7.8)% | | Yield | tons/hectare | 53 | 70 | (24.2)% | | TRS content | kg/ton | 109 | 117 | (6.8)% | | Area | | | | | | Sugarcane Plantation | hectares | 219,127 | 201,442 | 8.8% | | Expansion Area | hectares | 6,132 | 2,695 | 127.5% | | Renewal Area | hectares | 4,990 | 8,646 | (42.3)% |
(1) Does not include 8,444 and 28,773 cubic meters of anhydrous ethanol that were converted by dehydrating our hydrous ethanol stocks during 1Q25 and 1Q24, respectively.
As explained in prior releases, Brazil's sugarcane production areas experienced lower-than-average rainfall throughout 2024, negatively impacting productivity indicators, mainly yields. As an example, rains in our Cluster in Mato Grosso do Sul during 2024 were 33% lower compared to the 15-year average. Although precipitations are mostly concentrated in the first months of the year, dry weather conditions were widespread during this period. Adecoagro operates under a continuous harvest model in which we crush cane during the whole year, including during the traditional interharvest period of Brazil's Sugar & Ethanol industry. Due to the impact of dry weather, we had already anticipated a weaker operational quarter.
Crushing volume during the quarter amounted to 1.5 million tons, marking a 31.3% year-over-year decline as we decided to harvest cane with limited growth potential (mostly related to the 5th cut and above) and thus allow areas with greater potential to continue growing and be harvested in the upcoming quarters with better expected productivity. Because of this, yields stood at 53 tons per hectare during the quarter,
marking a 24.2% year-over-year reduction, while TRS content amounted to 109 kilograms per ton, 6.8% lower year-over-year.
Average sugar prices during the quarter traded at a premium to both hydrous and anhydrous ethanol in Mato Grosso do Sul (19% and 6%, respectively). Despite our decision to continue maximizing sugar production, our sugar mix stood at 42% on lower production flexibility. Within our ethanol production, 55% was hydrous ethanol as demand for this type of fuel significantly increased and gained market share in the Otto cycle. Moreover, we can dehydrate hydrous ethanol at any time and turn it into anhydrous ethanol, which can be sold either to the domestic or export market, wherever the price premium is better.
Exported energy during the quarter totaled 56 thousand MWh, 22.0% lower compared to 1Q24 mainly due to the year-over-year decline in crushing, partially mitigated by the use of stored bagasse to produce energy for the spot market. Consequently, our cogeneration efficiency ratio was up 13.5% compared to the previous year.
| Sugar, Ethanol & Energy Segment - Financial Performance | |||||||
|---|---|---|---|---|---|---|---|
| NET SALES BREAKDOWN | thousands | Units | (/unit) | ||||
| --- | --- | --- | --- | --- | --- | --- | --- |
| 1Q25 | Chg % | 1Q25 | 1Q24 | Chg % | 1Q25 | Chg % | |
| Sugar (tons) | 36,064 | (42.9)% | 77,004 | 120,128 | (35.9)% | 468 | (10.9)% |
| Ethanol (cubic meters) | 74,909 | 129.0% | 161,609 | 78,511 | 105.8% | 464 | 11.3% |
| Hydrous Ethanol (cubic meters) | 61,357 | 217.2% | 135,204 | 48,052 | 181.4% | 454 | 12.7% |
| Anhydrous Ethanol (cubic meters) | 13,552 | 1.4% | 26,405 | 30,458 | (13.3)% | 513 | 17.0% |
| Energy (Mwh) (2) | 2,227 | (1.2)% | 73,744 | 90,950 | (18.9)% | 30 | 21.9% |
| CBios | 1,315 | (20.6)% | 114,034 | 88,761 | 28.5% | 12 | (38.2)% |
| Others (5) | 5 | (92.5)% | 5 | 65 | (92.3)% | 1,000 | (3.0)% |
| TOTAL (3) | 114,520 | 14.7% | |||||
| Cover Crops (tons) (4) | 4,353 | 21.9% | 12,914 | 9,090 | 42.1% | 337 | (14.2)% |
| TOTAL NET SALES (1) | 118,873 | 15.0% |
All values are in US Dollars.
| HIGHLIGHTS - $ thousand | 1Q25 | 1Q24 | Chg % |
|---|---|---|---|
| Net Sales (1) | 118,873 | 103,394 | 15.0% |
| Margin on Manufacturing and Agricultural Act. Before Opex | 25,802 | 48,541 | (46.8)% |
| Adjusted EBITDA | 29,851 | 51,855 | (42.4)% |
| Adjusted EBITDA Margin | 25.1% | 50.2% | (49.9)% |
(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) Corresponding 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 1Q25 was $29.9 million, 42.4% lower than the same period of last year. Despite a year-over-year increase in net sales coupled with a year-over-year gain in the mark-to-market of our commodity hedge position, lower EBITDA generation was mainly driven by a $15.6 million year-over-year loss in the mark-to-market of our biological assets. In this case, the year-over-year decline is mainly explained by the decrease in crushing volume and Consecana prices on harvested cane.
Net sales reached $118.9 million during the quarter, marking a 15.0% increase compared to the same period of last year on higher selling volumes and prices of ethanol. This, in turn, fully offset the lower sugar prices in US dollars as well as the decline in volume sold.
In the case of sugar, the decline in net revenues was mainly explained by the decrease in selling volume as sugar production throughout the period was down 46.7% year-over-year given the lower crushing volume. Furthermore, global sugar prices have significantly come down versus the levels seen during 1Q24. Our average selling price (as seen in the net sales breakdown table) only reflects the average price of the respective Sugar #11 contract as the Company does not perform hedge accounting. Once we incorporate the gain/losses from our commodity derivative financial instruments reported within our Other Operating Income line, our average selling price for the quarter stood at 20.4 cts/lb versus 24.0 cts/lb in 1Q24.
Ethanol sales presented a $42.2 million year-over-year increase during the quarter as we cleared out our tanks to profit from the significant recovery in prices, as anticipated. Consequently, we sold over 160 thousand cubic meters of ethanol (roughly 98% of the stocks carried out from year-end or 30% of the total
ethanol produced in 2024) at an average net price of ∼R$2,700/m3, 30.7% higher than 1Q24. Although in US dollar terms the year-over-year increase was smaller given the depreciation of the Brazilian Real, our commercial strategy to build up inventories to be sold at better prices paid off. This shows our commercial flexibility to decide when to conduct our sales and consequently, maximize profits.
Due to the efficiency and sustainability in our operations, ranked among the highest in the industry, we have the right to issue carbon credits (CBios) every time we sell ethanol. During the quarter, we sold $1.3 million worth of CBios.
Net sales of energy were flat compared to the same period of last year. We captured a 21.9% year-over-year increase in the average selling price as we used store bagasse to profit from the hike in spot prices throughout the period. Nevertheless, higher prices were fully offset by the decrease in volume sold explained by the year-over-year decline in crushing volume.
| SUGAR, ETHANOL & ENERGY - PRODUCTION COSTS(1) | |||||
|---|---|---|---|---|---|
| Total Cost ('000) | Total Cost per Pound (cts/lbs) | ||||
| 1Q25 | Chg % | 1Q25 | 1Q24 | Chg % | |
| Industrial costs | 7,741 | (46.6)% | 2.3 | 2.7 | (16.5)% |
| Industrial costs | 7,250 | (42.7)% | 2.1 | 2.4 | (10.5)% |
| Cane from 3rd parties | 491 | (73.1)% | 0.1 | 0.3 | (58.0)% |
| Agricultural costs | 51,262 | (19.9)% | 15.0 | 12.0 | 25.2% |
| Harvest costs | 16,980 | (18.7)% | 5.0 | 3.9 | 27.0% |
| Cane depreciation | 10,191 | (35.7)% | 3.0 | 3.0 | 0.5% |
| Agricultural Partnership Costs | 6,089 | (37.7)% | 1.8 | 1.8 | (2.7)% |
| Maintenance costs | 18,002 | 3.2% | 5.3 | 3.3 | 61.2% |
| Total Production Costs | 59,003 | (24.8)% | 17.3 | 14.7 | 17.5% |
| Depreciation & Amortization PP&E | (21,089) | (34.7)% | (6.2) | (6.1) | 2.0% |
| Total Production Costs (excl D&A) | 37,914 | (17.8)% | 11.1 | 8.6 | 28.4% |
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.
In 1Q25, total production costs excluding depreciation and amortization totaled 11.1 cts/lb, 28.4% higher than the same period of last year. Although production costs in nominal terms experienced a 17.8% year-over-year decrease due to (i) the decline in harvested area and production, together with (ii) lower sourcing of third-party cane and (iii) the depreciation of the Brazilian Real; the increase in unitary basis was mainly explained by a less efficient dilution of both our fixed and variable costs given the lower crushing and TRS content. We expect our unitary cost figure to decline throughout the year as we accelerate our crushing pace and harvest cane with greater productivity.
| Farming - Financial Performance | | --- || FARMING - FINANCIAL HIGHLIGHTS | | | | | --- | --- | --- | --- | | $ thousands | 1Q25 | 1Q24 | Chg % | | Gross Sales | | | | | Crops | 44,099 | 31,959 | 38.0% | | Rice | 77,645 | 57,939 | 34.0% | | Dairy | 76,325 | 56,694 | 34.6% | | Total Sales | 198,069 | 146,592 | 35.1% | | Adjusted EBITDA (1) | | | | | Crops | 84 | 4,782 | (98.2)% | | Rice | 9,723 | 32,785 | (70.3)% | | Dairy | 6,840 | 6,447 | 6.1% | | Total Adjusted EBITDA (1) | 16,647 | 44,014 | (62.2)% |
(1) Please see “Reconciliation of Non-IFRS measures” starting on page 22 for a reconciliation of Adjusted EBITDA.
Adjusted EBITDA in our Farming business totaled $16.6 million in 1Q25, compared to $44.0 million during the same period of last year. Despite the outperformance presented in our Dairy segment on higher prices of our value added products, especially in the domestic market, lower EBITDA generation was mainly explained by a 70.3% and a 98.2% year-over-year decrease in our Rice and Crops segments, respectively. In the case of Rice, the tough comparison versus a strong 1Q24 favored by record prices was the main driver behind the lower results. In Crops, the combination of lower international prices, lower-than-expected productivity and higher costs in US dollars continued to pressure margins throughout the period.
For a more detailed explanation, please refer to the performance description of each business line starting on the following page.
| Crops Segment | |||||||
|---|---|---|---|---|---|---|---|
| GROSS SALES BREAKDOWN | Amount ( '000) | Volume | per unit | ||||
| --- | --- | --- | --- | --- | |||
| Crops | 1Q25 | Chg % | 1Q25 | 1Q24 | 1Q25 | 1Q24 | Chg % |
| Soybean | 1,761 | (19.0)% | 6,515 | 6,978 | 270 | 312 | (13.3)% |
| Corn (1) | 7,545 | 122.4% | 39,794 | 18,973 | 190 | 179 | 6.1% |
| Wheat (2) | 6,507 | (25.5)% | 32,128 | 40,225 | 203 | 217 | (6.7)% |
| Sunflower | 2,930 | 5.0% | 4,502 | 5,284 | 651 | 528 | 23.3% |
| Cotton Lint | 1,829 | 72.2% | 1,251 | 772 | 1,462 | 1,376 | 6.2% |
| Peanut | 21,041 | 124.4% | 12,053 | 5,667 | 1,746 | 1,654 | 5.5% |
| Others (3) | 2,486 | (44.0)% | 405 | 689 | |||
| Total | 44,099 | 38.0% | 96,648 | 78,588 |
All values are in US Dollars.
| HIGHLIGHTS - $ thousand | 1Q25 | 1Q24 | Chg % |
|---|---|---|---|
| Gross Sales | 44,099 | 31,959 | 38.0% |
| Adjusted EBITDA | 84 | 4,782 | (98.2)% |
(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.
Gross sales in our Crops segment were 38.0% higher year-over-year on higher volumes sold, which in turn, fully offset the decline in prices in some of the commodities that we produce, such as soybean and wheat. Although these prices continue to trade at the lower end of the commodity cycle given strong supply from other main producing countries, prices in the local market have positively reacted to the temporary reduction in export taxes announced at the end of January. The Argentine government declared the reduction in the tax burden for soybean (to 26% from 33%), corn and wheat (to 9.5% from 12% for both crops) until June 30, 2025. Consequently, we strategically decided to accelerate our sales, mainly in corn, to take advantage of the local price scenario, which differed from the pressured prices seen at CBOT (Chicago Board of Trade). In the case of peanut, the year-over-year increase in volume was mainly driven by the delivery of the balance of the 2023/24 campaign, whereas in wheat, the reduction was explained by the decrease in the overall production of the 2024/25 harvest season due to the dry weather experienced.
Adjusted EBITDA during the quarter amounted to $84 thousand, compared to $4.8 million in 1Q24. Despite the increase in sales, results were negatively impacted by lower-than-expected productivity, mainly in our early corn production which was impacted by the dry weather experienced in December and January, coupled with higher costs in U.S. dollar terms.
| Rice Segment | ||||||
|---|---|---|---|---|---|---|
| RICE | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Highlights | 1Q25 | 1Q24 | Chg % | |||
| Gross Sales | 77,645 | 57,939 | 34.0% | |||
| Sales of white rice | 106.5 | 52.3 | 103.7% | |||
| per ton | 953 | (32.2)% | ||||
| thousands | 49,842 | 38.2% | ||||
| Sales of By-products | 8,786 | 8,097 | 8.5% | |||
| Adjusted EBITDA | 9,723 | 32,785 | (70.3)% | |||
| Rice Mills | ||||||
| Total Processed Rough Rice(2) | 97 | 66 | 46.6% | |||
| Ending stock - White Rice | 70 | 49 | 41.8% |
All values are in US Dollars.
(1) Includes the sale of 1k tons of white rice sourced from third-parties during 1Q24 (no sourcing during 1Q25); (2) Expressed in white rice equivalent..
Rice sales in 1Q25 marked a 34.0% year-over-year increase, mainly explained by higher volumes sold. This, in turn, fully offset the $307/ton year-over-year decrease in our average selling price, as anticipated. Regarding volume, the increase was driven by (i) an uneven year-over-year comparison in terms of rice availability which was limited during 1Q24; coupled with (ii) the sale of the inventories that we carried-over from 4Q24 given a delayed departure of a maritime cargo. Prices, as expected, have significantly come down from the record levels seen in 1Q24 on the back of higher global supply given the return of India to the market, as well as due to a solid 2025/26 campaign in South America.
Adjusted EBITDA amounted to $9.7 million in 1Q25, marking a 70.3% year-over-year decrease. Despite the increase in sales and a record production on better productivity and higher planted area, lower EBITDA generation was fully explained by (i) the tough comparison versus 1Q24; (ii) the year-over-year loss in our biological assets line on lower prices at the moment of harvest ($85/ton less than the prior year); coupled with (iii) higher costs in U.S. dollar terms.
| Dairy Segment | | --- || DAIRY | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | Highlights | | metric | 1Q25 | | 1Q24 | | Chg % | | Gross Sales | | $ thousands (1) | 76,325 | | 56,694 | | 34.6% | | | | million liters (2) (3) | 89.2 | | 88.9 | | 0.3% | | Adjusted EBITDA | | $ thousands | 6,840 | | 6,447 | | 6.1% | | Dairy - Farm | | | | | | | | | Milking Cows | average heads | 14,393 | | 14,407 | | (0.1)% | | | Cow Productivity | | liter/cow/day | 35.6 | | 37.3 | | (4.6)% | | Total Milk Produced | million liters | 46.1 | | 48.9 | | (5.7)% | | | Dairy - Industry | | | | | | | | | Total Milk Processed | million liters | 85.8 | | 81.3 | | 5.6% | |
(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 1Q25, raw milk production was 46.1 million liters, 5.7% lower compared to the same period of last year. This was explained by a 4.6% decline in productivity compared to 1Q24, although levels are still strong at 35.6 liters per cow per day as we continue enhancing efficiencies in our free-stalls. We expect cow productivity to normalize during the upcoming quarters.
At the industry level, we processed 85.8 million liters of raw milk during the quarter, 5.6% more than the previous year. Out of this volume, approximately 45% 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. We continue working on product development for the domestic and export markets, 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 $6.8 million in 1Q25, marking a 6.1% increase compared to the same period of last year. Results were positively impacted by (i) an increase in sales due to higher average selling prices, as we improved the mix of higher value added products; (ii) our continuous focus on achieving efficiencies in our vertically integrated operations; and (iii) our flexibility to divert milk to the production of a variety of dairy products, as well as to shift sales across markets.
Adjusted EBIT was $3.3 million during 1Q25. However, once interest expense and the foreign exchange loss related to the financial debt are considered, overall results decrease to negative $1.4 million.
| Corporate expenses | | --- || CORPORATE EXPENSES | | | | | --- | --- | --- | --- | | $ thousands | 1Q25 | 1Q24 | Chg % | | Corporate Expenses | (10,552) | (5,753) | 83.4% |
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 for 1Q25 amounted to $10.6 million, $4.8 million higher than the same period of last year. Excluding one-off expenses related to Tether's tender offer (financial and legal advisors), corporate expenses were $7.1 million during the period, 22.6% higher year-over-year driven by the impact in costs from inflation in U.S. dollar terms.
| Net Income & Adjusted Net Income |
|---|
Net income amounted to $18.7 million during 1Q25, marking a $28.6 million year-over-year decrease.
Nevertheless, once we exclude the impact of foreign exchange variation, as well as inflation accounting effects (all non-cash impacts), adjusted net income reached negative $13.5 million during 1Q25, down $36.8 million year-over-year. This was driven by (i) lower results at a consolidated level as explained throughout this earnings release; together with (ii) higher interest expenses throughout the period compared to 1Q24 on higher debt, mainly in our Farming operations. These impacts were partially offset by year-over-year gains recorded within the income tax line due to effects of inflation in the income tax calculation in Argentina.
| ADJUSTED NET INCOME (1) | |||
|---|---|---|---|
| $ thousands | 1Q25 | 1Q24 | Chg % |
| Profit for the period | 18,707 | 47,344 | (60.5)% |
| Foreign exchange losses/(gains), net | (33,226) | (5,624) | 490.8% |
| Inflation accounting effects | (410) | (32,717) | (98.7)% |
| Net results from Fair Value adjustment of Investment Property | 1,450 | 14,302 | (89.9)% |
| Adjusted Net Income | (13,479) | 23,305 | n.a. |
(1) Please see “Reconciliation of Non-IFRS measures” starting on page 22 for a reconciliation of Adjusted Net Income.
| Indebtedness | | --- || NET DEBT BREAKDOWN | | | | | | | --- | --- | --- | --- | --- | --- | | $ thousands | 1Q25 | 4Q24 | Chg % | 1Q24 | Chg % | | Farming | 242,191 | 121,042 | 100.1% | 100,579 | 140.8% | | Short term Debt | 189,638 | 55,401 | 242.3% | 86,696 | 118.7% | | Long term Debt | 52,552 | 65,641 | (19.9)% | 13,884 | 278.5% | | Sugar, Ethanol & Energy | 676,259 | 658,514 | 2.7% | 720,231 | (6.1)% | | Short term Debt | 43,230 | 44,150 | (2.1)% | 40,035 | 8.0% | | Long term Debt | 633,029 | 614,364 | 3.0% | 680,196 | (6.9)% | | Total Short term Debt | 232,868 | 99,551 | 133.9% | 126,731 | 83.7% | | Total Long term Debt | 685,581 | 680,005 | 0.8% | 694,079 | (1.2)% | | Gross Debt | 918,449 | 779,556 | 17.8% | 820,810 | 11.9% | | Cash & Equivalents | 179,530 | 211,244 | (15.0)% | 135,511 | 32.5% | | Short-Term Investments | 59,440 | 46,097 | 28.9% | 46,109 | 28.9% | | Net Debt | 679,479 | 522,215 | 30.1% | 639,190 | 6.3% | | EOP Net Debt / Adj. EBITDA LTM | 1.7x | 1.2x | 48.2% | 1.3x | 30.1% |
As of March 31, 2025, Adecoagro's net debt position amounted to $679.5 million, marking a 6.3% year-over-year increase. Due to the seasonality of our operations, the first semester of the year is when we have the highest working capital requirements, mainly in our Farming operations, as we undergo the planting/harvesting activities for all our crops. Consequently, we were able to secure during the quarter short-term financing with local banks at attractive rates, while we continued investing in growth projects across our operations and distributing cash to shareholders via the repurchase of shares, without compromising our balance sheet structure nor our liquidity ratio, which stood at 1.6x, showing the Company's full capacity to repay short term debt with its cash balance. We expect to reduce our short-term debt exposure throughout the second half of the year, which is when we generate most of our cash as we collect income from most of our products sold.
Our Net Debt ratio (Net Debt/EBITDA) as of 1Q25 was 1.7x, 30.1% higher year-over-year fully explained by the lower EBITDA generation during the last twelve months. We foresee a reduction in our net leverage ratio during the following quarters due to the aforementioned seasonality, as well as to a greater expected performance from our business units.
We believe that our balance sheet is in a healthy position based not only on the adequate overall debt levels but also in terms of our indebtedness, most of which is long-term debt.
| Capital Expenditures | | --- || CAPITAL EXPENDITURES | | | | | --- | --- | --- | --- | | $ thousands | 1Q25 | 1Q24 | Chg % | | Farming | 13,311 | 21,451 | (37.9)% | | Expansion | 6,531 | 15,565 | (58.0)% | | Maintenance | 6,780 | 5,886 | 15.2% | | Sugar, Ethanol & Energy | 71,291 | 85,694 | (16.8)% | | Maintenance | 47,694 | 72,582 | (34.3)% | | Planting | 13,996 | 19,622 | (28.7)% | | Industrial & Agricultural Machinery | 33,698 | 52,960 | (36.4)% | | Expansion | 23,597 | 13,112 | 80.0% | | Planting | 14,934 | 11,027 | 35.4% | | Industrial & Agricultural Machinery | 8,663 | 2,085 | 315.5% | | Total | 84,602 | 107,145 | (21.0)% | | Total Maintenance Capex | 54,474 | 78,467 | (30.6)% | | Total Expansion Capex | 30,128 | 28,677 | 5.1% |
Adecoagro's capital expenditures amounted to $84.6 million in 1Q25, 21.0% lower than the prior year.
The Sugar, Ethanol and Energy business accounted for 84% or $71.3 million of total capex during the quarter. The year-over-year reduction in maintenance capex was mainly driven by a more equal distribution of the maintenance activities at the mills throughout the year, coupled with lower hectares of renewal planting. On the other hand, expansion capex throughout the quarter increased versus the prior year given a greater expansion in sugarcane area as we were able to secure new areas at attractive lease rates to ensure greater cane availability in the upcoming years. Furthermore, we continue to expand our harvesting equipment with the acquisition of two-row harvesters and grunner trucks, which reduce soil compaction and diesel consumption, thus strengthening our sustainable footprint while reducing costs.
The Farming businesses accounted for 16%, or $13.3 million, of total capex during the quarter, equally distributed across maintenance and expansion projects. In the case of the latter, the 58.0% decline versus 1Q24 was mostly explained by an uneven year-over-year comparison since expansion capex in 1Q24 was mostly related to the payment of the third (and final) installment of Viterra's rice mills in Argentina and Uruguay (∼$13 million). During 1Q25, investments on this front included: (i) the development of croppable land for our Rice operations; (ii) the last payments related to the construction of a new warehouse for our dairy products at our Chivilcoy facility; and (iii) the expansion of the drying and storage capacity of our Paso Dragon rice mill.
| Other Operational & Financial Metrics |
|---|
2024/25 Harvest Season
| FARMING PRODUCTION DATA | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Planting & Production | Planted Area (hectares) | 2024/25Harvested Area | Yields (Tons per hectare) | ||||||
| 2024/25 | 2023/24 | Chg % | Hectares | % Harvested | Production | 2024/25 | 2023/24 | Chg % | |
| Soybean | 50,997 | 64,753 | (21.2)% | 18,741 | 36.8% | 58,356 | 3.1 | 2.8 | 11.0% |
| Soybean 2nd Crop | 41,507 | 23,927 | 73.5% | 2,925 | 7.0% | 6,157 | 2.1 | 2.2 | (3.8)% |
| Corn (1) | 44,392 | 57,043 | (22.2)% | 11,008 | 24.8% | 70,837 | 6.4 | 5.2 | 22.8% |
| Corn 2nd Crop | 2,505 | 2,548 | (1.7)% | — | —% | — | — | 4.5 | n.a. |
| Wheat (2) | 47,820 | 28,142 | 69.9% | 47,820 | 100.0% | 118,717 | 2.5 | 3.1 | (20.8)% |
| Sunflower | 12,609 | 10,832 | 16.4% | 11,237 | 89.1% | 24,466 | 2.2 | 1.7 | 27.5% |
| Cotton | 4,890 | 5,199 | (5.9)% | — | —% | — | — | 0.4 | n.a. |
| Peanut | 25,352 | 24,282 | 4.4% | 1,367 | 5.4% | 4,354 | 3.2 | 3.6 | (11.7)% |
| Other (3) | 10,542 | 3,698 | 185.1% | 2,089 | 19.8% | 1,798 | |||
| Total Crops | 240,614 | 220,425 | 9.2% | 95,187 | 39.6% | 284,685 | |||
| Rice | 64,441 | 58,452 | 10.2% | 63,938 | 99.2% | 510,979 | 8.0 | 6.1 | 30.5% |
| Total Farming | 305,055 | 278,877 | 9.4% | 159,125 | 52.2% | 795,664 | |||
| Owned Croppable Area | 99,056 | 99,357 | (0.3)% | ||||||
| Leased Area | 161,987 | 153,044 | 5.8% | ||||||
| Second Crop Area | 44,012 | 26,476 | 66.2% | ||||||
| Total Farming Area | 305,055 | 278,877 | 9.4% |
(1) Includes sorghum; (2) Includes barley and peas; (3) Includes chia, sesame, potatoes and beans;
During the second half of 2024, we began planting activities for the 2024/25 harvest season, which continued throughout early 2025. We have planted a total of 305,055 hectares, which represents a 9.4% increase compared to the previous season. We are currently undergoing harvesting activities for most of our grains. As of the end of April 2025, we harvested 159,125 hectares, or 52.2% of total area, and produced 795,664 tons of aggregate grains.
Soybean 1st Crop: As of the end of April, we harvested 37% of the planted area obtaining an average yield of 3.1 Tn/Ha. Despite the rainfalls received by the end of January, the weather was uneven across regions. In Argentina's Center-South region, we continued to receive precipitations during the summer, favoring crop development and slightly improving yields versus our initial forecasts. On the other hand, the Northern and Western regions experienced lack of rainfalls and high temperatures throughout February and March, significantly impacting yield development. Therefore, we expect our consolidated yield to be in line with historical average.
Corn: We harvested 25% (11,008 hectares) of the planted area by the date of this report, mostly related to our early corn production. Although we are reporting a 22.8% year-over-year increase in productivity so far, it is worth pointing out that our early corn production was negatively impacted by the dry weather and
high temperatures experienced throughout December and January, moment when yields are defined. Nevertheless, we foresee a significant improvement in the average yield of our late corn production (whose yields stage definition is at this moment) due to precipitations received when conducting planting activities, which improved soil moisture conditions, as well as the rainfalls received during the following months. Overall, we expect better yields than in the 2023/24 harvest season, but in line with historical average.
Peanut: Harvesting activities for our peanut production have begun. Although we received the necessary precipitations during summertime in order to have a normal crop development, in the beginning of April we registered some days with below average temperatures, which partially impacted our peanut production. Consequently, we expect a year-over-year decrease in yields for the 2024/25 campaign (versus the record level registered in the 2023/24 harvest), but in line with historical average.
Wheat: As explained in our previous report, harvesting activities for wheat have already been completed by the beginning of 2025. Despite presenting a year-over-year increase in planted area, our average yield was down to 2.5 ton/ha (versus 3.1 ton/ha in the prior campaign) driven by the aforementioned dry weather, which negatively impacted crop productivity.
Rice: As stated in the prior release, our rice farms experienced excellent weather conditions throughout summertime, which positively favored crop development and therefore resulted in record productivity levels. Our average yield stood at 8.0 ton/ha compared to 6.1 ton/ha in the previous campaign and versus 7.8 ton/ha reported in the 2020/21 harvest season, our prior record.
Inventories
| END OF PERIOD INVENTORIES | ||||||
|---|---|---|---|---|---|---|
| Volume | thousand | |||||
| Product | Metric | 1Q25 | 1Q24 | % Chg | 1Q25 | % Chg |
| Soybean | tons | 10,963 | 8,213 | 33.5% | 3,473 | 35.2% |
| Corn (1) | tons | 32,276 | 47,729 | (32.4)% | 5,481 | (26.8)% |
| Wheat (2) | tons | 56,003 | 39,750 | 40.9% | 11,295 | 55.0% |
| Sunflower | tons | 9,468 | 2,526 | 274.9% | 3,075 | 131.6% |
| Cotton | tons | 559 | 1,507 | (62.9)% | 720 | (10.9)% |
| Rice (3) | tons | 69,825 | 49,257 | 41.8% | 25,528 | 13.2% |
| Peanut | tons | 12,391 | 5,536 | 123.8% | 13,702 | 69.2% |
| Organic Sugar | tons | — | 870 | (100.0)% | — | (100.0)% |
| Sugar | tons | 47,168 | 76,118 | (38.0)% | 15,665 | (39.0)% |
| Ethanol | m3 | 64,097 | 194,424 | (67.0)% | 29,753 | (69.5)% |
| Hydrous Ethanol | m3 | 42,995 | 160,628 | (73.2)% | 19,034 | (76.1)% |
| Anhydrous Ethanol | m3 | 21,101 | 33,796 | (37.6)% | 10,719 | (39.8)% |
| Fluid Milk | Th Lts | 10,584 | 5,411 | 95.6% | 7,291 | 108.6% |
| Powder Milk | tons | 2,038 | 1,412 | 44.3% | 7,767 | 36.3% |
| Cheese | tons | 656 | 322 | 103.6% | 3,124 | 112.2% |
| Butter | tons | 114 | 61 | 87.0% | 709 | 130.5% |
| Cbios | units | 222,244 | 44,109 | 403.9% | 2,321 | 197.2% |
| Fuel | m3 | 316 | 201 | 57.0% | 308 | 51.7% |
| Others | tons | 1,882 | 1,641 | 14.7% | 1,287 | 26.1% |
| Total | 131,499 | (29.5)% |
All values are in US Dollars.
(1) Includes sorghum; (2) Includes barley: (3) Expressed in white rice equivalent
Variations in inventory levels between 1Q25 and 1Q24 are attributable to changes in (i) production volumes resulting from changes in planted area, (ii) production mix among 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 March 31, 2025 | |||||
|---|---|---|---|---|---|
| Consolidated Hedge Position | |||||
| Crops | Avg. FAS Price | CBOT FOB | |||
| Volume | USD/Ton | USD/Bu | Hedge (%) | ||
| 2024/2025 Harvest season | |||||
| Soybeans (tons) | 104,300 | 295.3 | 1,199.0 | 54% | |
| Corn (tons) | 101,432 | 188.6 | 602.6 | 47% | |
| Wheat (tons) | 59,675 | 219.0 | 710.1 | 71% | |
| 2025/2026 Harvest season | |||||
| Soybeans (tons) | — | — | — | —% | |
| Corn (tons) | — | — | — | —% | |
| Wheat (tons) | — | — | — | —% | |
| Consolidated Hedge Position | |||||
| Sugar, Ethanol & Energy | Avg. FOB Price | ICE FOB | |||
| Volume | USD/Unit | Cents/Lb | Hedge (%) | ||
| 2025 FY | |||||
| Sugar (tons) | 341,579 | 454.6 | 20.6 | 42% | |
| Ethanol (m3) | — | — | — | —% | |
| Energy (MW/h) (1) | 606,361 | 42.3 | n.a. | 79% | |
| 2026 FY | |||||
| Sugar (tons) | — | — | — | —% | |
| Ethanol (m3) | — | — | — | —% | |
| Energy (MW/h) (1) | 506,496 | 38.3 | n.a | 60% |
(1) Energy prices in 2025 were converted to USD at an exchange rate of BRL/USD 5.74. Energy prices in 2026 were converted to USD at an exchange rate of BRL/USD 5.80.
| 1Q25 Market Highlights |
|---|
◦During 1Q25, global sugar prices faced notable volatility on the back of (i) the unexpected approval of an export quota from India (1 million tons), which put short-term pressure on prices, coupled with (ii) the subsequent increase in import demand in the main sugar destinations. Although a global sugar deficit is still expected for the 2024/25 season, the outlook for the second half of the year suggests a potential surplus due to stronger production from both Brazil and India. Nevertheless, weather risk in Brazil’s Center-South region and the downward revision in crops' expectations from Asia have kept the market sensitive, with prices fluctuating between between 17.5 and 21.5 cents per pound. Moreover, speculative fund activity continued to influence short-term price movements. Going forward, the balance between the recovery in supply and persistent demand will be key, with market participants closely watching the following events: (i) progress of Brazil’s harvest, (ii) the development of crops in the northern hemisphere, and (iii) the export policy landscape in India.
◦Brazil's ethanol market remained resilient in 1Q25, supported by tight supply and strong demand. According to ESALQ, hydrous and anhydrous ethanol prices rose by 35% and 38% year-over-year, respectively, whereas on a quarterly basis, they increased by 8% and 10%, respectively. UNICA (Brazil’s sugarcane industry association) reported steady ethanol sales and that consumer preference continues to favor hydrous ethanol. The E30 pilot (increasing to 30% the average ethanol blended into gasoline from current 27% levels) has also shown some progress, reinforcing medium-term demand prospects. Looking ahead, price support is expected to continue due to tighter supply during the start of the season, the increase in the blend rate and sustained competitiveness versus gasoline.
◦Brazil's carbon credit market under the RenovaBio program saw a 29% year-over-year decrease in 1Q25, reaching an average price of 75 BRL/CBio (US$13/CBio), compared to 106 BRL/CBio (US$21/CBio) in 1Q24.
◦In 1Q25, energy spot prices in the southeast region of Brazil were 262% higher year-over-year, but showed a 26% decrease compared to 4Q24. The peak in prices was seen in March given the lower precipitations received during the month. Southeast reservoir levels stood at 67% during March, unchanged compared to the prior month.
◦Soybeans traded 1% lower on CBOT in 1Q25 compared to the prior quarter, while corn was down by 3%. The decline in prices was mainly explained by rumors regarding a potential trade war between United States and China. On the other hand, the depreciation of the US dollar put a floor on grain prices. In the Argentine local market, prices increased by 8% for soybeans and 9% for corn compared to 4Q24, mostly driven by the temporary reduction in export taxes, which are expected to return by June 30, 2025.
◦During 1Q25, the global rice market continued under pressure due to oversupply from all origins. The return of India to the export market caused an increase in competition and consequently a decline in the price of rice from other Asian origins. In South America, the new crop developed under excellent conditions. Therefore, the expectation of strong yields, coupled with a higher planted area, led to buyers to postpone the placement of new orders until the new harvest is completed.
◦In 1Q25, international dairy prices traded at the highest level due to the low season in the Southern Hemisphere. However, futures markets are expecting a decline for 2H25 given the tariffs imposed between USA and China (USA is top #5 exporter of dairy products while China is top #3 importer). In Argentina, raw milk production was 8% higher versus 1Q24, thus prices remained unchanged in 1Q25.
| 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, 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; (xvii) the relative value of the Brazilian Reais, the Argentine Peso, and the Uruguayan Peso compared to other currencies; and (xviii) the acquisition by Tether of a 70% stake in Adecoagro.
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 | 1Q25 | 4Q24 | Chg % | 1Q24 | Chg % |
| Total Borrowings | 918,449 | 779,556 | 17.8% | 820,810 | 11.9% |
| Cash and Cash equivalents | 179,530 | 211,244 | (15.0)% | 135,511 | 32.5% |
| Short-term investments | 59,440 | 46,097 | 28.9% | 46,109 | 28.9% |
| Net Debt | 679,479 | 522,215 | 30.1% | 639,190 | 6.3% |
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 | 1Q25 | 1Q24 | Chg % | |||||
| Profit for the period | 18,707 | 47,344 | (60.5)% | |||||
| Foreign exchange losses/(gains), net | (33,226) | (5,624) | 490.8% | |||||
| Inflation accounting effects | (410) | (32,717) | (98.7)% | |||||
| Net results from Fair Value adjustment of Investment Property | 1,450 | 14,302 | (89.9)% | |||||
| Adjusted Net Income | (13,479) | 23,305 | n.a. | |||||
| ADJUSTED EBITDA & ADJUSTED EBITDA RECONCILIATION TO PROFIT/LOSS - 1Q25 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | ||
| $ thousands | Crops | Rice | Dairy | Farming | Sugar, Ethanol & Energy | Corporate | Total | |
| Sales of goods and services rendered | 44,099 | 77,645 | 76,325 | 198,069 | 125,587 | — | 323,656 | |
| Cost of goods sold and services rendered | (38,397) | (59,123) | (70,140) | (167,660) | (107,183) | — | (274,843) | |
| Initial recog. and changes in FV of BA and agricultural produce | 2,313 | 4,958 | 8,791 | 16,062 | 7,577 | — | 23,639 | |
| Gain from changes in NRV of agricultural produce after harvest | 1,436 | (31) | — | 1,405 | (179) | — | 1,226 | |
| Margin on Manufacturing and Agricultural Act. Before Opex | 9,451 | 23,449 | 14,976 | 47,876 | 25,802 | — | 73,678 | |
| General and administrative expenses | (3,794) | (7,294) | (3,630) | (14,718) | (6,820) | (10,434) | (31,972) | |
| Selling expenses | (5,048) | (11,529) | (8,249) | (24,826) | (11,816) | (192) | (36,834) | |
| Other operating income, net | (1,862) | (583) | 206 | (2,239) | 1,596 | (366) | (1,009) | |
| Profit from Operations Before Financing and Taxation | (1,253) | 4,043 | 3,303 | 6,093 | 8,762 | (10,992) | 3,863 | |
| Net results from Fair value adjustment of Investment property | — | 1,443 | — | 1,443 | — | — | 1,443 | |
| Adjusted EBIT | (1,253) | 5,486 | 3,303 | 7,536 | 8,762 | (10,992) | 5,306 | |
| (-) Depreciation and Amortization | 1,337 | 4,237 | 3,537 | 9,111 | 21,089 | 440 | 30,640 | |
| Adjusted EBITDA | 84 | 9,723 | 6,840 | 16,647 | 29,851 | (10,552) | 35,946 | |
| Reconciliation to Profit/(Loss) | ||||||||
| Adjusted EBITDA | 35,946 | |||||||
| (+) Depreciation and Amortization | (30,640) | |||||||
| (+) Financial result, net | 11,836 | |||||||
| (+) Net results from Fair value adjustment of Investment property | (1,443) | |||||||
| (+) Income Tax (Charge)/Benefit | 3,233 | |||||||
| (+) Translation Effect (IAS 21) | (225) | |||||||
| Profit/(Loss) for the Period | 18,707 | |||||||
| ADJUSTED EBITDA & ADJUSTED EBITDA RECONCILIATION TO PROFIT/LOSS - 1Q24 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | ||
| $ thousands | Crops | Rice | Dairy | Farming | Sugar, Ethanol & Energy | Corporate | Total | |
| Sales of goods and services rendered | 31,959 | 57,939 | 56,694 | 146,592 | 107,207 | — | 253,799 | |
| Cost of goods sold and services rendered | (30,274) | (40,445) | (46,899) | (117,618) | (82,173) | — | (199,791) | |
| Initial recog. and changes in FV of BA and agricultural produce | 14,101 | 21,702 | 357 | 36,160 | 23,152 | — | 59,312 | |
| Gain from changes in NRV of agricultural produce after harvest | (8,499) | 17 | — | (8,482) | 355 | — | (8,127) | |
| Margin on Manufacturing and Agricultural Act. Before Opex | 7,287 | 39,213 | 10,152 | 56,652 | 48,541 | — | 105,193 | |
| General and administrative expenses | (2,373) | (3,756) | (2,394) | (8,523) | (5,903) | (6,533) | (20,959) | |
| Selling expenses | (2,533) | (6,726) | (5,181) | (14,440) | (13,285) | (80) | (27,805) | |
| Other operating income, net | (10,596) | (598) | 1,267 | (9,927) | (9,813) | 541 | (19,199) | |
| Profit from Operations Before Financing and Taxation | (8,215) | 28,133 | 3,844 | 23,762 | 19,540 | (6,072) | 37,230 | |
| Net results from Fair value adjustment of Investment property | 11,274 | 1,549 | — | 12,823 | — | — | 12,823 | |
| Adjusted EBIT | 3,059 | 29,682 | 3,844 | 36,585 | 19,540 | (6,072) | 50,053 | |
| (-) Depreciation and Amortization | 1,723 | 3,103 | 2,603 | 7,429 | 32,315 | 319 | 40,063 | |
| Adjusted EBITDA | 4,782 | 32,785 | 6,447 | 44,014 | 51,855 | (5,753) | 90,116 | |
| Reconciliation to Profit/(Loss) | ||||||||
| Adjusted EBITDA | 90,116 | |||||||
| (+) Depreciation and Amortization | (40,063) | |||||||
| (+) Financial result, net | 20,487 | |||||||
| (+) Net results from Fair value adjustment of Investment property | (12,823) | |||||||
| (+) Income Tax (Charge)/Benefit | (12,921) | |||||||
| (+) Translation Effect (IAS 21) | 2,548 | |||||||
| Profit/(Loss) for the Period | 47,344 | |||||||
| Condensed Consolidated Interim Financial Statments | ||||||||
| --- | ||||||||
| Statement of Income | ||||||||
| --- | --- | --- | --- | |||||
| $ thousands | 3M25 | 3M24 | Chg % | |||||
| Revenue | 325,506 | 261,775 | 24.3% | |||||
| Cost of revenue | (276,236) | (205,341) | 34.5% | |||||
| Initial recognition and Changes in fair value of biological assets and agricultural produce | 23,562 | 63,105 | (62.7)% | |||||
| Changes in net realizable value of agricultural produce after harvest | 1,223 | (9,018) | n . a | |||||
| Margin on Manufacturing and Agricultural Activities Before Operating Expenses | 74,055 | 110,521 | (33.0)% | |||||
| General and administrative expenses | (32,281) | (21,684) | 48.9% | |||||
| Selling expenses | (37,146) | (28,585) | 29.9% | |||||
| Other operating income, net | (990) | (20,474) | (95.2)% | |||||
| Profit from operations | 3,638 | 39,778 | (90.9)% | |||||
| Finance income | 36,400 | 9,504 | 283.0% | |||||
| Finance costs | (24,974) | (21,734) | 14.9% | |||||
| Other financial results - Net gain / (loss) of inflation effects on the monetary items | 410 | 32,717 | n .a | |||||
| Financial results, net | 11,836 | 20,487 | (42.2)% | |||||
| Profit before income tax | 15,474 | 60,265 | (74.3)% | |||||
| Income tax | 3,233 | (12,921) | (125.0)% | |||||
| Profit for the period | 18,707 | 47,344 | (60.5)% | |||||
| Statement of Cashflows | ||||||||
| --- | --- | --- | --- | |||||
| $ thousands | 3M25 | 3M24 | Chg % | |||||
| Cash flows from operating activities: | ||||||||
| Profit from operations | 18,707 | 47,344 | (60.5)% | |||||
| Adjustments for: | ||||||||
| Income tax (benefit) / expense | (3,233) | 12,921 | (125.0)% | |||||
| Depreciation | 30,163 | 39,958 | (24.5)% | |||||
| Amortization | 623 | 564 | 10.5% | |||||
| Depreciation of right of use assets | 15,811 | 16,523 | (4.3)% | |||||
| Loss / (gain) from disposal of other property items | 50 | (718) | (107.0)% | |||||
| Equity settled shared-based compensation granted | 1,512 | 1,844 | (18.0)% | |||||
| Loss / (gain) from derivative financial instruments and forwards | 2,209 | 9,322 | (76.3)% | |||||
| Interest and other expense , net | 22,831 | 16,803 | 35.9% | |||||
| Initial recognition and changes in fair value of non harvested biological assets (unrealized) | (13,385) | (41,776) | (68.0)% | |||||
| Changes in net realizable value of agricultural produce after harvest (unrealized) | 1,875 | 3,264 | n . a | |||||
| Provision and allowances | 22 | (257) | (108.6)% | |||||
| Tax credit recognized | (4,595) | — | n . a | |||||
| Net gain from fair value adjustment of Investment property | 1,450 | 14,302 | n . a | |||||
| Net gain of inflation effects on the monetary items of the effect of inflation on monetary items | (410) | (32,717) | (98.7)% | |||||
| Foreign exchange gains, net | (33,226) | (5,624) | 490.8% | |||||
| Subtotal | 40,404 | 81,753 | (50.6)% | |||||
| Changes in operating assets and liabilities: | ||||||||
| (Increase)/Decrease in trade and other receivables | (119,563) | (32,358) | 269.5% | |||||
| (Increase)/Decrease in inventories | (14,460) | (64,226) | (77.5)% | |||||
| (Increase)/Decrease in biological assets | 72,785 | 31,323 | 132.4% | |||||
| (Increase)/Decrease in other assets | 133 | (381) | (134.9)% | |||||
| (Increase)/Decrease in derivatives financial instruments | (4,494) | 118 | (3,908.5)% | |||||
| (Increase)/Decrease in trade and other payables | 4,489 | (51,632) | (108.7)% | |||||
| (Increase)/Decrease in payroll and social securities liabilities | 1,581 | (2,701) | (158.5)% | |||||
| (Increase)/Decrease in provisions for other liabilities | 225 | 271 | (17.0)% | |||||
| Cash generated in operations | (18,900) | (37,833) | (50.0)% | |||||
| Income taxes paid | (170) | (868) | (80.4)% | |||||
| Net cash generated from operating activities (a) | (19,070) | (38,701) | (50.7)% | |||||
| Statement of Cashflows | ||||||||
| --- | --- | --- | --- | |||||
| $ thousands | 3M25 | 3M24 | Chg % | |||||
| Cash flows from investing activities | ||||||||
| Acquisition of business, net of cash acquired | — | (12,736) | (100.0)% | |||||
| Purchases of property, plant and equipment | (84,323) | (93,954) | (10.3)% | |||||
| Purchase of cattle and non current biological assets planting cost | (141) | (184) | (23.4)% | |||||
| Purchases of intangible assets | (309) | (596) | (48.2)% | |||||
| Interest received | 1,814 | 2,306 | (21.3)% | |||||
| Proceeds from sale of property, plant and equipment | 208 | 359 | (42.1)% | |||||
| Acquisition of short term (b) | (44,244) | (3,609) | 1125.9% | |||||
| Dispositions of short term investment | 28,097 | 20,970 | 34.0% | |||||
| Net cash used in investing activities (c) | (98,898) | (87,444) | 13.1% | |||||
| Cash flows from financing activities | ||||||||
| Interest paid (d) | (15,684) | (12,084) | 29.8% | |||||
| Proceeds from long-term borrowings | 12,522 | 2,988 | 319.1% | |||||
| Payment of long-term borrowings | (21,433) | — | n . a | |||||
| Proceeds from short-term borrowings | 142,034 | 9,730 | 1359.8% | |||||
| Payment of short-term borrowings | (8,733) | (70,229) | (87.6)% | |||||
| Payment of derivatives financial instruments | (78) | 60 | n . a | |||||
| Lease Payments | (19,881) | (18,294) | 8.7% | |||||
| Purchase of own shares | (10,210) | (21,333) | (52.1)% | |||||
| Dividends paid to non-controlling interest | — | (124) | n . a | |||||
| Net cash used in financing activities (e) | 78,537 | (109,286) | (171.9)% | |||||
| Net increase / (decrease) in cash and cash equivalents | (39,431) | (235,431) | (83.3)% | |||||
| Cash and cash equivalents at beginning of year | 211,244 | 339,781 | (37.8)% | |||||
| Exchange gains on cash and cash equivalents (f) | 7,717 | 31,161 | (75.2)% | |||||
| Cash and cash equivalents at end of year | 179,530 | 135,511 | 32.5% | |||||
| Combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries over: | 3M25 | 3M24 | ||||||
| --- | --- | --- | --- | |||||
| Operating activities | (a) | (17,342) | (53,103) | |||||
| Acquisition of short term investment | (b) | (551) | — | |||||
| Investing activities | (c) | 15,155 | 331 | |||||
| Interest paid | (d) | 1,233 | (483) | |||||
| Financing activities | (e) | 2,820 | 43,878 | |||||
| Exchange rate changes and inflation on cash and cash equivalents | (f) | (633) | 8,894 | Statement of Financial position | ||||
| --- | --- | --- | --- | |||||
| $ thousands | 3M25 | 12M24 | Chg % | |||||
| ASSETS | ||||||||
| Non-Current Assets | ||||||||
| Property, plant and equipment | 1,638,986 | 1,548,589 | 5.8% | |||||
| Right of use assets | 388,215 | 373,846 | 3.8% | |||||
| Investment property | 33,542 | 33,542 | —% | |||||
| Intangible assets, net | 38,717 | 37,231 | 4.0% | |||||
| Biological assets | 43,552 | 43,418 | 0.3% | |||||
| Deferred income tax assets | 45,852 | 15,507 | 195.7% | |||||
| Trade and other receivables, net | 48,880 | 38,510 | 26.9% | |||||
| Derivative financial instruments | 7,315 | 5,482 | 33.4% | |||||
| Other Assets | 3,806 | 3,761 | 1.2% | |||||
| Total Non-Current Assets | 2,248,865 | 2,099,886 | 7.1% | |||||
| Current Assets | ||||||||
| Biological assets | 205,051 | 250,527 | (18.2)% | |||||
| Inventories | 318,527 | 289,664 | 10.0% | |||||
| Trade and other receivables, net | 332,055 | 213,356 | 55.6% | |||||
| Derivative financial instruments | 6,825 | 4,114 | 65.9% | |||||
| Short-term investment | 59,440 | 46,097 | 28.9% | |||||
| Cash and cash equivalents | 179,530 | 211,244 | (15.0)% | |||||
| Total Current Assets | 1,101,428 | 1,015,002 | 8.5% | |||||
| TOTAL ASSETS | 3,350,293 | 3,114,888 | 7.6% | |||||
| SHAREHOLDERS EQUITY | ||||||||
| Capital and reserves attributable to equity holders of the parent | ||||||||
| Share capital | 167,073 | 167,073 | —% | |||||
| Share premium | 633,276 | 659,399 | (4.0)% | |||||
| Cumulative translation adjustment | (348,710) | (413,757) | (15.7)% | |||||
| Equity-settled compensation | 20,638 | 17,264 | 19.5% | |||||
| Other reserves | 149,765 | 151,261 | (1.0)% | |||||
| Treasury shares | (17,080) | (16,989) | 0.5% | |||||
| Revaluation surplus | 237,351 | 245,261 | (3.2)% | |||||
| Reserve from the sale of minority interests in subsidiaries | 41,574 | 41,574 | —% | |||||
| Retained earnings | 536,142 | 518,064 | 3.5% | |||||
| Equity attributable to equity holders of the parent | 1,420,029 | 1,369,150 | 3.7% | |||||
| Non controlling interest | 39,764 | 38,951 | 2.1% | |||||
| TOTAL SHAREHOLDERS EQUITY | 1,459,793 | 1,408,101 | 3.7% | |||||
| LIABILITIES | ||||||||
| Non-Current Liabilities | ||||||||
| Trade and other payables | 983 | 767 | 28.2% | |||||
| Borrowings | 685,581 | 680,005 | 0.8% | |||||
| Lease liabilities | 279,132 | 287,679 | (3.0)% | |||||
| Deferred income tax liabilities | 362,701 | 330,336 | 9.8% | |||||
| Payrroll and Social liabilities | 1,628 | 1,454 | 12.0% | |||||
| Derivatives financial instruments | 2,370 | 3,983 | (40.5)% | |||||
| Provisions for other liabilities | 2,705 | 2,244 | 20.5% | |||||
| Total Non-Current Liabilities | 1,335,100 | 1,306,468 | 2.2% | |||||
| Current Liabilities | ||||||||
| Trade and other payables | 202,695 | 206,907 | (2.0)% | |||||
| Current income tax liabilities | 2,428 | 3,471 | (30.0)% | |||||
| Payrroll and Social liabilities | 32,797 | 32,735 | 0.2% | |||||
| Borrowings | 232,868 | 99,551 | 133.9% | |||||
| Lease liabilities | 77,546 | 54,351 | 42.7% | |||||
| Derivative financial instruments | 3,126 | 1,796 | 74.1% | |||||
| Provisions for other liabilities | 3,940 | 1,508 | 161.3% | |||||
| Total Current Liabilities | 555,400 | 400,319 | 38.7% | |||||
| TOTAL LIABILITIES | 1,890,500 | 1,706,787 | 10.8% | |||||
| TOTAL SHAREHOLDERS EQUITY AND LIABILITIES | 3,350,293 | 3,114,888 | 7.6% |
30
Document
Adecoagro S.A.
Condensed Consolidated Interim Financial Statements as of March 31, 2025 and for the three-month periods ended March 31, 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: 111,381,815 common shares (Note 20)
Outstanding Capital Stock: 99,993,156 common shares
Treasury Shares: 11,388,659 common shares
F - 1
Adecoagro S.A.
Condensed Consolidated Interim Statements of Income
for the three-month periods ended March 31, 2025 and 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Three-months ended March 31, | |||
|---|---|---|---|
| Note | 2025 | 2024 | |
| (unaudited) | |||
| Revenue | 4 | 325,506 | 261,775 |
| Cost of revenue | 5 | (276,236) | (205,341) |
| Initial recognition and changes in fair value of biological assets and agricultural produce | 15 | 23,562 | 63,105 |
| Changes in net realizable value of agricultural produce after harvest | 1,223 | (9,018) | |
| Margin on manufacturing and agricultural activities before operating expenses | 74,055 | 110,521 | |
| General and administrative expenses | 6 | (32,281) | (21,684) |
| Selling expenses | 6 | (37,146) | (28,585) |
| Other operating expense, net | 8 | (990) | (20,474) |
| Profit from operations | 3,638 | 39,778 | |
| Finance income | 9 | 36,400 | 9,504 |
| Finance costs | 9 | (24,974) | (21,734) |
| Other financial results - Net gain of inflation effects on the monetary items | 9 | 410 | 32,717 |
| Financial results, net | 9 | 11,836 | 20,487 |
| Profit before income tax | 15,474 | 60,265 | |
| Income tax benefit / (expense) | 10 | 3,233 | (12,921) |
| Profit for the period | 18,707 | 47,344 | |
| Attributable to: | |||
| Equity holders of the parent | 18,078 | 47,387 | |
| Non-controlling interest | 629 | (43) | |
| Earnings per share attributable to the equity holders of the parent during the period: | |||
| Basic earnings per share | 0.181 | 0.452 | |
| Diluted earnings per share | 0.180 | 0.450 |
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 three-month periods ended March 31, 2025 and 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Three-months ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Profit for the period | 18,707 | 47,344 |
| Other comprehensive income: | ||
| Items that may be reclassified subsequently to profit or loss: | ||
| Exchange differences on translating foreign operations | 78,802 | 291,884 |
| Cash flow hedge, net of tax (Note 2) | — | (56) |
| Items that will not be reclassified to profit or loss: | ||
| Revaluation surplus net of tax | (21,481) | (170,444) |
| Other comprehensive income | 57,321 | 121,384 |
| Total comprehensive income for the period | 76,028 | 168,728 |
| Attributable to: | ||
| Equity holders of the parent | 75,215 | 166,906 |
| Non-controlling interest | 813 | 1,822 |
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 March 31, 2025 and December 31, 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| March 31, | December 31, | ||
|---|---|---|---|
| Note | 2025 | 2024 | |
| (unaudited) | |||
| ASSETS | |||
| Non-Current Assets | |||
| Property, plant and equipment, net | 11 | 1,638,986 | 1,548,589 |
| Right of use assets | 12 | 388,215 | 373,846 |
| Investment property | 13 | 33,542 | 33,542 |
| Intangible assets, net | 14 | 38,717 | 37,231 |
| Biological assets | 15 | 43,552 | 43,418 |
| Deferred income tax assets | 10 | 45,852 | 15,507 |
| Trade and other receivables, net | 17 | 48,880 | 38,510 |
| Derivative financial instruments | 16 | 7,315 | 5,482 |
| Other Assets | 3,806 | 3,761 | |
| Total Non-Current Assets | 2,248,865 | 2,099,886 | |
| Current Assets | |||
| Biological assets | 15 | 205,051 | 250,527 |
| Inventories | 18 | 318,527 | 289,664 |
| Trade and other receivables, net | 17 | 332,055 | 213,356 |
| Derivative financial instruments | 16 | 6,825 | 4,114 |
| Short-term investments | 59,440 | 46,097 | |
| Cash and cash equivalents | 19 | 179,530 | 211,244 |
| Total Current Assets | 1,101,428 | 1,015,002 | |
| TOTAL ASSETS | 3,350,293 | 3,114,888 | |
| SHAREHOLDERS EQUITY | |||
| Capital and reserves attributable to equity holders of the parent | |||
| Share capital | 20 | 167,073 | 167,073 |
| Share premium | 20 | 633,276 | 659,399 |
| Cumulative translation adjustment | (348,710) | (413,757) | |
| Equity-settled compensation | 20,638 | 17,264 | |
| Other reserves | 149,765 | 151,261 | |
| Treasury shares | (17,080) | (16,989) | |
| Revaluation surplus | 237,351 | 245,261 | |
| Reserve from the sale of non-controlling interests in subsidiaries | 41,574 | 41,574 | |
| Retained earnings | 536,142 | 518,064 | |
| Equity attributable to equity holders of the parent | 1,420,029 | 1,369,150 | |
| Non-controlling interest | 39,764 | 38,951 | |
| TOTAL SHAREHOLDERS EQUITY | 1,459,793 | 1,408,101 | |
| LIABILITIES | |||
| Non-Current Liabilities | |||
| Trade and other payables | 22 | 983 | 767 |
| Borrowings | 23 | 685,581 | 680,005 |
| Lease liabilities | 24 | 279,132 | 287,679 |
| Deferred income tax liabilities | 10 | 362,701 | 330,336 |
| Payroll and social security liabilities | 25 | 1,628 | 1,454 |
| Derivatives financial instruments | 16 | 2,370 | 3,983 |
| Provisions for other liabilities | 26 | 2,705 | 2,244 |
| Total Non-Current Liabilities | 1,335,100 | 1,306,468 | |
| Current Liabilities | |||
| Trade and other payables | 22 | 202,695 | 206,907 |
| Current income tax liabilities | 10 | 2,428 | 3,471 |
| Payroll and social security liabilities | 25 | 32,797 | 32,735 |
| Borrowings | 23 | 232,868 | 99,551 |
| Lease liabilities | 24 | 77,546 | 54,351 |
| Derivative financial instruments | 16 | 3,126 | 1,796 |
| Provisions for other liabilities | 26 | 3,940 | 1,508 |
| Total Current Liabilities | 555,400 | 400,319 | |
| TOTAL LIABILITIES | 1,890,500 | 1,706,787 | |
| TOTAL SHAREHOLDERS EQUITY AND LIABILITIES | 3,350,293 | 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 three-month periods ended March 31, 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 | — | — | — | — | — | — | — | — | — | 47,387 | 47,387 | (43) | 47,344 | |
| Other comprehensive income: | ||||||||||||||
| - Items that may be reclassified subsequently to profit or loss: | ||||||||||||||
| Exchange differences on translating foreign operations | — | — | 161,425 | — | — | — | — | 114,595 | — | — | 276,020 | 15,864 | 291,884 | |
| Cash flow hedge (*) | — | — | — | — | (56) | — | — | — | — | — | (56) | — | (56) | |
| Revaluation of surplus (**) | — | — | — | — | — | — | — | (156,445) | — | — | (156,445) | (13,999) | (170,444) | |
| Other comprehensive income for the period | — | — | 161,425 | — | (56) | — | — | (41,850) | — | — | 119,519 | 1,865 | 121,384 | |
| Total comprehensive income for the period | — | — | 161,425 | — | (56) | — | — | (41,850) | — | 47,387 | 166,906 | 1,822 | 168,728 | |
| - Restricted shares and restricted units (Note 21): | ||||||||||||||
| Value of employee services | — | — | — | 1,307 | — | — | — | — | — | — | 1,307 | — | 1,307 | |
| Forfeited | — | — | — | — | — | 7 | (7) | — | — | — | — | — | — | |
| -Purchase of own shares (Note 20) | — | (18,215) | — | — | — | — | (3,118) | — | — | — | (21,333) | — | (21,333) | |
| Balance at March 31, 2024 (unaudited) | 167,073 | 725,595 | (442,436) | 19,961 | (17,180) | 150,684 | (11,187) | 275,748 | 41,574 | 466,176 | 1,376,008 | 38,342 | 1,414,350 |
(*) Net of 29 of Income tax.
(**) Net of 14,405 of Income tax.
(1) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values in our Sugar, ethanol and energy business.
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 three-month periods ended March 31, 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 | — | — | — | — | — | — | — | 18,078 | 18,078 | 629 | 18,707 | |
| Other comprehensive loss: | ||||||||||||
| - Items that may be reclassified subsequently to profit or loss: | ||||||||||||
| Exchange differences on translating foreign operations | — | — | 65,047 | — | — | — | 12,146 | — | — | 77,193 | 1,609 | 78,802 |
| - Items that will not be reclassified to profit or loss: | ||||||||||||
| Revaluation surplus (*) | — | — | — | — | — | — | (20,056) | — | — | (20,056) | (1,425) | (21,481) |
| Other comprehensive income for the period | — | — | 65,047 | — | — | — | (7,910) | — | — | 57,137 | 184 | 57,321 |
| Total comprehensive income for the period | — | — | 65,047 | — | — | — | (7,910) | — | 18,078 | 75,215 | 813 | 76,028 |
| - Restricted shares and restricted units (Note 21): | ||||||||||||
| Value of employee services | — | — | — | 3,374 | — | — | — | — | — | 3,374 | — | 3,374 |
| Forfeited | — | — | — | — | 2 | (2) | — | — | — | — | — | — |
| Granted | — | — | — | — | (1,498) | 1,498 | — | — | — | — | — | — |
| - Purchase of own shares (Note 20) | — | (8,623) | — | — | — | (1,587) | — | — | — | (10,210) | — | (10,210) |
| - Dividends to shareholders (Note 20) | — | (17,500) | — | — | — | — | — | — | — | (17,500) | — | (17,500) |
| Balance at March 31, 2025 (unaudited) | 167,073 | 633,276 | (348,710) | 20,638 | 149,765 | (17,080) | 237,351 | 41,574 | 536,142 | 1,420,029 | 39,764 | 1,459,793 |
(*) Net of 11,471 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 three-month periods ended March 31, 2025 and 2024
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Three-months ended March 31, | |||
|---|---|---|---|
| Note | 2025 | 2024 | |
| (unaudited) | |||
| Cash flows from operating activities: | |||
| Profit for the period | 18,707 | 47,344 | |
| Adjustments for: | |||
| Income tax (benefit) / expense | 10 | (3,233) | 12,921 |
| Depreciation of property, plant and equipment | 11 | 30,163 | 39,958 |
| Depreciation of right of use assets | 12 | 15,811 | 16,523 |
| Net loss from the fair value adjustment of investment properties | 13 | 1,450 | 14,302 |
| Amortization of intangible assets | 14 | 623 | 564 |
| Loss /(gain) from disposal of other property items | 8 | 50 | (718) |
| Equity settled share-based compensation granted | 7 | 1,512 | 1,844 |
| Loss from derivative financial instruments | 8, 9 | 2,209 | 9,322 |
| Interest, finance cost related to lease liabilities and other financial expense, net | 9 | 22,831 | 16,803 |
| Initial recognition and changes in fair value of non-harvested biological assets (unrealized) | (13,385) | (41,776) | |
| Changes in net realizable value of agricultural produce after harvest (unrealized) | 1,875 | 3,264 | |
| Provision and allowances | 22 | (257) | |
| Tax credit recognized | 8 | (4,595) | — |
| Net gain of inflation effects on the monetary items | 9 | (410) | (32,717) |
| Foreign exchange gains, net | 9 | (33,226) | (5,624) |
| Subtotal | 40,404 | 81,753 | |
| Changes in operating assets and liabilities: | |||
| Increase in trade and other receivables | (119,563) | (32,358) | |
| Increase in inventories | (14,460) | (64,226) | |
| Decrease in biological assets | 72,785 | 31,323 | |
| Decrease / (increase) in other assets | 133 | (381) | |
| (Increase) / decrease in derivative financial instruments | (4,494) | 118 | |
| Decrease / (increase) in trade and other payables | 4,489 | (51,632) | |
| Decrease / (increase) in payroll and social security liabilities | 1,581 | (2,701) | |
| Increase in provisions for other liabilities | 225 | 271 | |
| Net cash provided by operating activities before taxes paid | (18,900) | (37,833) | |
| Income tax paid | (170) | (868) | |
| Net cash provided by operating activities | (a) | (19,070) | (38,701) |
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 three-month periods ended March 31, 2025 and 2024 (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| Three-months ended March 31, | |||
|---|---|---|---|
| Note | 2025 | 2024 | |
| (unaudited) | |||
| Cash flows from investing activities: | |||
| Acquisition of a business, net of cash and cash equivalents acquired | — | (12,736) | |
| Purchases of property, plant and equipment | 11 | (84,323) | (93,954) |
| Purchases of cattle and non-current biological assets | (141) | (184) | |
| Purchases of intangible assets | 14 | (309) | (596) |
| Interest received and others | 1,814 | 2,306 | |
| Proceeds from sale of property, plant and equipment | 208 | 359 | |
| Acquisition of short-term investment | 16 (b) | (44,244) | (3,609) |
| Disposal of short-term investment | 16 | 28,097 | 20,970 |
| Net cash used in investing activities | (c) | (98,898) | (87,444) |
| Cash flows from financing activities: | |||
| Proceeds from long-term borrowings | 12,522 | 2,988 | |
| Payments of long-term borrowings | (21,433) | — | |
| Proceeds from short-term borrowings | 142,034 | 9,730 | |
| Payment of short-term borrowings | (8,733) | (70,229) | |
| Payments of derivative financial instruments | (78) | 60 | |
| Lease payments | (19,881) | (18,294) | |
| Interest paid | (d) | (15,684) | (12,084) |
| Purchase of own shares | (10,210) | (21,333) | |
| Dividends paid to non-controlling interest | — | (124) | |
| Net cash used in financing activities | (e) | 78,537 | (109,286) |
| Net decrease in cash and cash equivalents | (39,431) | (235,431) | |
| 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) | 7,717 | 31,161 |
| Cash and cash equivalents at end of period | 19 | 179,530 | 135,511 |
Combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries over:
| Three-months ended March 31, | |||
|---|---|---|---|
| 2025 | 2024 | ||
| Operating activities | (a) | (17,342) | (53,103) |
| Acquisition of short term investment | (b) | (551) | — |
| Investing activities | (c) | 15,155 | 331 |
| Interest paid | (d) | 1,233 | (483) |
| Financing activities | (e) | 2,820 | 43,878 |
| Exchange rate changes and inflation on cash and cash equivalents | (f) | (633) | 8,894 |
For non-cash transactions, see Note 12 for right of use assets.
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 May 8, 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 three-month period ended March 31, 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 three-month period ended March 31, 2025 and 2024 were 8.6% and 51.6%, respectively. The Group uses Argentina’s official exchange rate to account for transactions in Argentina, mainly affecting the farming business segment, which as of March 31, 2025 and 2024, respectively, was 1074 and 858, 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 1,000 and 1,400 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 March 31, 2025. All amounts are shown in US dollars.
| March 31, 2025 | |||||
|---|---|---|---|---|---|
| (unaudited) | |||||
| Functional currency | |||||
| Net monetary position (Liability)/ Asset | Argentine <br>Peso | Brazilian <br>Reais | Chilean<br>Peso | US Dollar | Total |
| Argentine Peso | 62,151 | — | — | — | 62,151 |
| Brazilian Reais | — | (584,052) | — | — | (584,052) |
| US Dollar | (258,103) | (226,313) | 2,048 | 10,962 | (471,406) |
| Uruguayan Peso | — | — | — | (5,149) | (5,149) |
| Total | (195,952) | (810,365) | 2,048 | 5,813 | (998,456) |
/
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 March 31, 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)
| March 31, 2025 | ||||
|---|---|---|---|---|
| (unaudited) | ||||
| Functional currency | ||||
| Net monetary position | Argentine <br>Peso | Brazilian <br>Reais | Chilean<br>Peso | Total |
| US Dollar | (64,526) | (22,631) | 205 | (86,952) |
| (Decrease) or increase in Profit before income tax | (64,526) | (22,631) | 205 | (86,952) |
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 three-month period ended March 31, 2024, a loss before income tax of US$ 85 was recognized in other comprehensive income and nil 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 March 31, 2025 (all amounts are shown in US dollars):
| March 31, 2025 | ||||
|---|---|---|---|---|
| (unaudited) | ||||
| Functional currency | ||||
| Rate per currency denomination | Argentine <br>Peso | Brazilian <br>Reais | US Dollar | Total |
| Fixed rate: | ||||
| Argentine Peso | 5,843 | — | — | 5,843 |
| Brazilian Reais | — | 60,151 | — | 60,151 |
| US Dollar | 165,535 | 288,165 | 193,782 | 647,482 |
| Subtotal fixed-rate borrowings | 171,378 | 348,316 | 193,782 | 713,476 |
| Variable rate: | ||||
| Brazilian Reais | — | 191,522 | — | 191,522 |
| US Dollar | 13,451 | — | — | 13,451 |
| Subtotal variable-rate borrowings | 13,451 | 191,522 | — | 204,973 |
| Total borrowings as per analysis | 184,829 | 539,838 | 193,782 | 918,449 |
At March 31, 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)
| March 31, 2025 | |||
|---|---|---|---|
| (unaudited) | |||
| Functional currency | |||
| Rate per currency denomination | Argentine <br>Peso | Brazilian <br>Reais | Total |
| Variable rate: | |||
| Brazilian Reais | — | (1,915) | (1,915) |
| US Dollar | (135) | — | (135) |
| Decrease in profit before income tax | (135) | (1,915) | (2,050) |
•Credit risk
As of March 31, 2025, six banks accounted for approximately 70% of the total cash deposited (J.P. Morgan, Boncer, Max capital, Credit Agricole, Galicia and Itaú).
•Derivative financial instruments
The following table shows the outstanding positions for each type of derivative contract as of March 31, 2025:
§ Futures / Options
| March 31, 2025 | ||||||
|---|---|---|---|---|---|---|
| Type of | Quantities (thousands)<br>(**) | Notional | Market | Profit / (Loss)<br><br>(*) | ||
| derivative contract | amount | Value Asset/ (Liability) | ||||
| (unaudited) | (unaudited) | |||||
| Futures: | ||||||
| Sale | ||||||
| Corn | (4) | (756) | 2 | 2 | ||
| Soybean | (7) | (2,063) | 15 | 15 | ||
| Wheat | 3 | 697 | (53) | (53) | ||
| Sugar | 164 | 70,743 | 2,916 | 2,924 | ||
| OTC: | ||||||
| Buy put | ||||||
| Sugar | 5 | 2,509 | 271 | 273 | ||
| Options: | ||||||
| Buy put | ||||||
| Sugar | 5 | — | 100 | (292) | ||
| Sell call | ||||||
| Sugar | 5 | — | (59) | (26) | ||
| Total | 171 | 71,130 | 3,192 | 2,843 |
(*) 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
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 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. This swap expires semiannually until December, 2026.
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 gain of US$ 2.3 million for the three-month period ended March 31, 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:
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)
•‘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 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, 2023, 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 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)
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- 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 three-month period ended
| March 31,2025 (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 | 44,099 | 423 | 44,522 | 77,645 | 323 | 77,968 | 76,325 | 1,104 | 77,429 |
| Cost of revenue | (38,397) | (383) | (38,780) | (59,123) | (22) | (59,145) | (70,140) | (988) | (71,128) |
| Initial recognition and changes in fair value of biological assets and agricultural produce | 2,313 | (149) | 2,164 | 4,958 | 18 | 4,976 | 8,791 | 54 | 8,845 |
| Changes in net realizable value of agricultural produce after harvest | 1,436 | 32 | 1,468 | (31) | (35) | (66) | — | — | — |
| Margin on manufacturing and agricultural activities before operating expenses | 9,451 | (77) | 9,374 | 23,449 | 284 | 23,733 | 14,976 | 170 | 15,146 |
| General and administrative expenses | (3,794) | (62) | (3,856) | (7,294) | (90) | (7,384) | (3,630) | (56) | (3,686) |
| Selling expenses | (5,048) | (52) | (5,100) | (11,529) | (123) | (11,652) | (8,249) | (135) | (8,384) |
| Other operating (expense) / income, net | (1,862) | 18 | (1,844) | (583) | (2) | (585) | 206 | 5 | 211 |
| Profit / (loss) from operations | (1,253) | (173) | (1,426) | 4,043 | 69 | 4,112 | 3,303 | (16) | 3,287 |
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (1,337) | (21) | (1,358) | (4,237) | (61) | (4,298) | (3,537) | (57) | (3,594) |
| Net loss from Fair value adjustment of Investment property | — | — | — | (1,443) | (7) | (1,450) | — | — | — |
| March 31,2025 (unaudited) | Corporate | Total | |||||||
| --- | --- | --- | --- | --- | --- | --- | |||
| Total segment reporting | Adjustment | Total as per statement of income | Total segment reporting | Adjustment | Total as per statement of income | ||||
| Revenue | — | — | — | 323,656 | 1,850 | 325,506 | |||
| Cost of revenue | — | — | — | (274,843) | (1,393) | (276,236) | |||
| Initial recognition and changes in fair value of biological assets and agricultural produce | — | — | — | 23,639 | (77) | 23,562 | |||
| Changes in net realizable value of agricultural produce after harvest | — | — | — | 1,226 | (3) | 1,223 | |||
| Margin on manufacturing and agricultural activities before operating expenses | — | — | — | 73,678 | 377 | 74,055 | |||
| General and administrative expenses | (10,434) | (101) | (10,535) | (31,972) | (309) | (32,281) | |||
| Selling expenses | (192) | (2) | (194) | (36,834) | (312) | (37,146) | |||
| Other operating (expense) / income, net | (366) | (2) | (368) | (1,009) | 19 | (990) | |||
| Profit / (loss) from operations | (10,992) | (105) | (11,097) | 3,863 | (225) | 3,638 | |||
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (440) | (7) | (447) | (30,640) | (146) | (30,786) | |||
| Net loss from Fair value adjustment of Investment property | — | — | — | (1,443) | (7) | (1,450) |
.
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 reconciliation for the three-month period ended
| March 31,2024 (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 | 31,959 | 2,268 | 34,227 | 57,939 | 2,679 | 60,618 | 56,694 | 3,029 | 59,723 |
| Cost of revenue | (30,274) | (2,094) | (32,368) | (40,445) | (1,209) | (41,654) | (46,899) | (2,247) | (49,146) |
| Initial recognition and changes in fair value of biological assets and agricultural produce | 14,101 | 1,293 | 15,394 | 21,702 | 2,097 | 23,799 | 357 | 403 | 760 |
| Changes in net realizable value of agricultural produce after harvest | (8,499) | (886) | (9,385) | 17 | (5) | 12 | — | — | — |
| Margin on manufacturing and agricultural activities before operating expenses | 7,287 | 581 | 7,868 | 39,213 | 3,562 | 42,775 | 10,152 | 1,185 | 11,337 |
| General and administrative expenses | (2,373) | (118) | (2,491) | (3,756) | (167) | (3,923) | (2,394) | (139) | (2,533) |
| Selling expenses | (2,533) | (170) | (2,703) | (6,726) | (248) | (6,974) | (5,181) | (352) | (5,533) |
| Other operating (expense) / income, net | (10,596) | (1,306) | (11,902) | (598) | (125) | (723) | 1,267 | 156 | 1,423 |
| Profit / (loss) from operations | (8,215) | (1,013) | (9,228) | 28,133 | 3,022 | 31,155 | 3,844 | 850 | 4,694 |
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (1,723) | (104) | (1,827) | (3,103) | (174) | (3,277) | (2,603) | (162) | (2,765) |
| Net loss from Fair value adjustment of Investment property | (11,274) | (1,292) | (12,566) | (1,549) | (187) | (1,736) | — | — | — |
| March 31,2024 (unaudited) | Corporate | Total | |||||||
| --- | --- | --- | --- | --- | |||||
| Total segment reporting | Adjustment | Total as per statement of income | Total segment reporting | Adjustment | Total as per statement of income | ||||
| Revenue | — | — | — | 253,799 | 7,976 | 261,775 | |||
| Cost of revenue | — | — | — | (199,791) | (5,550) | (205,341) | |||
| Initial recognition and changes in fair value of biological assets and agricultural produce | — | — | — | 59,312 | 3,793 | 63,105 | |||
| Changes in net realizable value of agricultural produce after harvest | — | — | — | (8,127) | (891) | (9,018) | |||
| Margin on manufacturing and agricultural activities before operating expenses | — | — | — | 105,193 | 5,328 | 110,521 | |||
| General and administrative expenses | (6,533) | (301) | (6,834) | (20,959) | (725) | (21,684) | |||
| Selling expenses | (80) | (10) | (90) | (27,805) | (780) | (28,585) | |||
| Other operating (expense) / income, net | 541 | — | 541 | (19,199) | (1,275) | (20,474) | |||
| Profit / (loss) from operations | (6,072) | (311) | (6,383) | 37,230 | 2,548 | 39,778 | |||
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (319) | (19) | (338) | (40,063) | (459) | (40,522) | |||
| Net loss from Fair value adjustment of Investment property | — | — | — | (12,823) | (1,479) | (14,302) |
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 three-month period ended March 31, 2025 (unaudited)
| Farming | Sugar, Ethanol and Energy | Corporate | Total | ||||
|---|---|---|---|---|---|---|---|
| Crops | Rice | Dairy | Farming subtotal | ||||
| Revenue | 44,099 | 77,645 | 76,325 | 198,069 | 125,587 | — | 323,656 |
| Cost of revenue | (38,397) | (59,123) | (70,140) | (167,660) | (107,183) | — | (274,843) |
| Initial recognition and changes in fair value of biological assets and agricultural produce | 2,313 | 4,958 | 8,791 | 16,062 | 7,577 | — | 23,639 |
| Changes in net realizable value of agricultural produce after harvest | 1,436 | (31) | — | 1,405 | (179) | — | 1,226 |
| Margin on manufacturing and agricultural activities before operating expenses | 9,451 | 23,449 | 14,976 | 47,876 | 25,802 | — | 73,678 |
| General and administrative expenses | (3,794) | (7,294) | (3,630) | (14,718) | (6,820) | (10,434) | (31,972) |
| Selling expenses | (5,048) | (11,529) | (8,249) | (24,826) | (11,816) | (192) | (36,834) |
| Other operating (expense) / income, net | (1,862) | (583) | 206 | (2,239) | 1,596 | (366) | (1,009) |
| Profit / (loss) from operations | (1,253) | 4,043 | 3,303 | 6,093 | 8,762 | (10,992) | 3,863 |
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (1,337) | (4,237) | (3,537) | (9,111) | (21,089) | (440) | (30,640) |
| Net loss from Fair value adjustment of Investment property | — | (1,443) | — | (1,443) | — | — | (1,443) |
| Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized) | 4,493 | 3,168 | (7,196) | 465 | 11,916 | — | 12,381 |
| Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | (2,180) | 1,790 | 15,987 | 15,597 | (4,339) | — | 11,258 |
| Changes in net realizable value of agricultural produce after harvest (unrealized) | (1,875) | — | — | (1,875) | — | — | (1,875) |
| Changes in net realizable value of agricultural produce after harvest (realized) | 3,311 | (31) | — | 3,280 | (179) | — | 3,101 |
| As of March 31, 2025: | |||||||
| Farmlands and farmland improvements, net | 431,908 | 176,142 | 2,449 | 610,499 | 79,181 | — | 689,680 |
| Machinery, equipment, building and facilities, and other fixed assets, net | 42,613 | 114,466 | 146,744 | 303,823 | 235,486 | — | 539,309 |
| Bearer plants, net | 1,350 | — | — | 1,350 | 371,238 | — | 372,588 |
| Work in progress | 698 | 11,899 | 6,926 | 19,523 | 17,886 | — | 37,409 |
| Right of use asset | 20,458 | 12,861 | 1,019 | 34,338 | 353,686 | 191 | 388,215 |
| Investment property | 1,206 | 32,336 | — | 33,542 | — | — | 33,542 |
| Goodwill | 10,846 | 6,592 | — | 17,438 | 3,803 | — | 21,241 |
| Biological assets | 101,305 | 16,977 | 43,435 | 161,717 | 86,886 | — | 248,603 |
| Finished goods | 36,393 | 25,527 | 19,025 | 80,945 | 50,554 | — | 131,499 |
| Raw materials, Stocks held by third parties and others | 23,071 | 121,376 | 18,642 | 163,089 | 23,939 | — | 187,028 |
| Total segment assets | 669,848 | 518,176 | 238,240 | 1,426,264 | 1,222,659 | 191 | 2,649,114 |
| Borrowings | 63,909 | 57,360 | 120,918 | 242,187 | 550,871 | 125,391 | 918,449 |
| Lease liabilities | 15,582 | 11,399 | 340 | 27,321 | 328,529 | 828 | 356,678 |
| Total segment liabilities | 79,491 | 68,759 | 121,258 | 269,508 | 879,400 | 126,219 | 1,275,127 |
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)
3. Segment information (continued)
Segment analysis for the three-month period ended March 31, 2024 (unaudited)
| Farming | Sugar, Ethanol and Energy | Corporate | Total | ||||||
|---|---|---|---|---|---|---|---|---|---|
| Crops | Rice | Dairy | Farming subtotal | ||||||
| Revenue | 31,959 | 57,939 | 56,694 | 146,592 | 107,207 | — | 253,799 | ||
| Cost of revenue | (30,274) | (40,445) | (46,899) | (117,618) | (82,173) | — | (199,791) | ||
| Initial recognition and changes in fair value of biological assets and agricultural produce | 14,101 | 21,702 | 357 | 36,160 | 23,152 | — | 59,312 | ||
| Changes in net realizable value of agricultural produce after harvest | (8,499) | 17 | — | (8,482) | 355 | — | (8,127) | ||
| Margin on manufacturing and agricultural activities before operating expenses | 7,287 | 39,213 | 10,152 | 56,652 | 48,541 | — | 105,193 | ||
| General and administrative expenses | (2,373) | (3,756) | (2,394) | (8,523) | (5,903) | (6,533) | (20,959) | ||
| Selling expenses | (2,533) | (6,726) | (5,181) | (14,440) | (13,285) | (80) | (27,805) | ||
| Other operating (expense) / income, net | (10,596) | (598) | 1,267 | (9,927) | (9,813) | 541 | (19,199) | ||
| Profit / (loss) from operations | (8,215) | 28,133 | 3,844 | 23,762 | 19,540 | (6,072) | 37,230 | ||
| Depreciation of Property, plant and equipment and amortization of Intangible assets | (1,723) | (3,103) | (2,603) | (7,429) | (32,315) | (319) | (40,063) | ||
| Net loss from Fair value adjustment of Investment property | (11,274) | (1,549) | — | (12,823) | — | — | (12,823) | ||
| Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized) | 14,162 | 18,949 | (5,673) | 27,438 | 14,338 | — | 41,776 | ||
| Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | (61) | 2,753 | 6,030 | 8,722 | 8,814 | — | 17,536 | ||
| Changes in net realizable value of agricultural produce after harvest (unrealized) | (3,264) | — | — | (3,264) | — | — | (3,264) | ||
| Changes in net realizable value of agricultural produce after harvest (realized) | (5,235) | 17 | — | (5,218) | 355 | — | (4,863) | ||
| 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- 19
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:
| Three-months ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Revenue of manufactured products and services rendered: | ||
| Ethanol | 80,866 | 36,079 |
| Sugar | 36,252 | 63,042 |
| Energy (*) | 3,298 | 3,203 |
| Peanut | 21,072 | 9,397 |
| Sunflower | 1,530 | 1,508 |
| Cotton | 1,863 | 1,111 |
| Rice (*) | 69,089 | 51,881 |
| Fluid milk (UHT) | 30,899 | 26,529 |
| Powder milk | 12,576 | 12,800 |
| Other dairy products | 23,861 | 14,144 |
| Services | 1,699 | 1,189 |
| Rental income | 432 | 242 |
| Others | 10,659 | 10,980 |
| Subtotal manufactured products and services rendered | 294,096 | 232,105 |
| Agricultural produce and biological assets: | ||
| Soybean | 6,278 | 5,968 |
| Corn | 7,610 | 3,740 |
| Wheat | 5,008 | 7,960 |
| Sunflower | 1,446 | 1,387 |
| Barley | 1,667 | 1,513 |
| Milk | 1,071 | 2,021 |
| Cattle | 1,231 | 1,358 |
| Cattle for dairy | 7,077 | 2,779 |
| Others | 22 | 2,944 |
| Subtotal agricultural produce and biological assets | 31,410 | 29,670 |
| Total revenue | 325,506 | 261,775 |
(*) Includes revenue of mwh of energy produced by third parties for an amount of US$ 0.17 million (March 31, 2024: revenue of mwh of energy and tons rice produced by third parties for an amount of US$ 0.36 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 notional amount of these contracts is US$ 141.0 million as of March 31, 2025 (March 31, 2024: US$ 101.0 million) comprised primarily of 40,310 liters of ethanol (US$ 23 million), 570,376 mwh of energy (US$ 24 million), 87,178 tons of sugar
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 (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
4. Revenue (continued)
(US$ 39 million), 114,658 tons of soybean (US$ 34 million), 86,304 tons of corn (US$ 16 million) and 3,724 tons of wheat (US$ 1 million) which expire between June 2025 and December 2025.
5. Cost of revenue
The following tables show our cost of revenue for the periods indicated:
| Three-month ended March 31, 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) | 17,798 | 59,908 | 56,111 | 50,385 | 184,202 |
| Purchases | 6,324 | — | 116 | 656 | 7,096 |
| Agricultural produce | 16,079 | — | 8,148 | 7,010 | 31,237 |
| Transfer to raw material | (10,560) | (8,597) | — | — | (19,157) |
| Direct agricultural selling expenses | 2,041 | — | — | — | 2,041 |
| Tax recoveries (i) | — | — | — | (10,389) | (10,389) |
| Changes in net realizable value of agricultural produce after harvest | 1,468 | (66) | — | (179) | 1,223 |
| Loss of idle productive capacity | — | — | — | 9,488 | 9,488 |
| Finished goods as of March 31, 2025 (Note 18) | (36,393) | (25,527) | (19,025) | (50,554) | (131,499) |
| Exchange differences | 1,678 | 804 | 5,225 | 6,133 | 13,840 |
| Cost of revenue for the period | 38,780 | 59,145 | 71,128 | 107,183 | 276,236 |
(i): Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
| Three-month ended March 31, 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) | 4,791 | 58,641 | 44,445 | 86,321 | 194,198 |
| Purchases | 2,716 | 1,197 | 2,238 | 171 | 6,322 |
| Agricultural produce | 22,656 | — | 4,800 | 4,872 | 32,328 |
| Transfer to raw material | (10,379) | (6,981) | — | — | (17,360) |
| Direct agricultural selling expenses | 2,378 | — | — | — | 2,378 |
| Tax recoveries (i) | — | — | — | (5,556) | (5,556) |
| Changes in net realizable value of agricultural produce after harvest | (9,385) | 12 | — | 355 | (9,018) |
| Finished goods as of March 31, 2024 | (26,904) | (22,548) | (10,970) | (126,187) | (186,609) |
| Exchange differences | 13,088 | 2,027 | (1,294) | (4,774) | 9,047 |
| Cost of revenue for the period | 32,368 | 41,654 | 49,146 | 82,173 | 205,341 |
(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- 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
The following table provides the additional disclosure required on the nature of expenses and their relationship to the function within the Group:
| Three-month ended March 31, 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 | 1,277 | 5,352 | 3,969 | 6,220 | 16,818 | 9,254 | 5,015 | 31,087 |
| Raw materials and consumables | — | 462 | 7,092 | 610 | 8,164 | — | — | 8,164 |
| Depreciation and amortization | 183 | 1,312 | 1,505 | 13,204 | 16,204 | 7,012 | 383 | 23,599 |
| Depreciation of right-of-use assets | — | 14 | — | 2,242 | 2,256 | 4,281 | 16 | 6,553 |
| Fuel, lubricants and others | 55 | 791 | 275 | 5,286 | 6,407 | 378 | 74 | 6,859 |
| Maintenance and repairs | 282 | 1,238 | 1,226 | 3,578 | 6,324 | 2,146 | 243 | 8,713 |
| Freights | 87 | 2,301 | 864 | 130 | 3,382 | — | 12,600 | 15,982 |
| Export taxes / selling taxes | — | — | — | — | — | — | 8,315 | 8,315 |
| Export expenses | — | — | — | — | — | — | 6,971 | 6,971 |
| Contractors and services | 157 | 286 | 146 | 1,297 | 1,886 | — | — | 1,886 |
| Energy transmission | — | — | — | — | — | — | 300 | 300 |
| Energy power | 360 | 1,309 | 931 | 185 | 2,785 | 186 | 50 | 3,021 |
| Professional fees | 12 | 32 | 30 | 127 | 201 | 5,937 | 138 | 6,276 |
| Other taxes | 16 | 49 | 66 | 1,178 | 1,309 | 517 | 89 | 1,915 |
| Contingencies | — | — | — | — | — | 410 | — | 410 |
| Lease expense and similar arrangements | 65 | 477 | 56 | — | 598 | 387 | 250 | 1,235 |
| Third parties raw materials | 5,494 | 5,978 | 19,150 | 491 | 31,113 | — | — | 31,113 |
| Tax recoveries | — | — | — | (724) | (724) | — | — | (724) |
| Others | 480 | 667 | 647 | 1,750 | 3,544 | 1,773 | 2,702 | 8,019 |
| Subtotal | 8,468 | 20,268 | 35,957 | 35,574 | 100,267 | 32,281 | 37,146 | 169,694 |
| Own agricultural produce consumed | 9,330 | 39,640 | 20,154 | 14,811 | 83,935 | — | — | 83,935 |
| Total | 17,798 | 59,908 | 56,111 | 50,385 | 184,202 | 32,281 | 37,146 | 253,629 |
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)
6. Expenses by nature (continued)
| Three-month ended March 31, 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 | 752 | 4,333 | 2,453 | 6,119 | 13,657 | 9,294 | 2,598 | 25,549 | |
| Raw materials and consumables | 1,187 | 229 | 6,877 | 1,082 | 9,375 | — | — | 9,375 | |
| Depreciation and amortization | 921 | 1,137 | 1,150 | 20,928 | 24,136 | 5,336 | 336 | 29,808 | |
| Depreciation of right-of-use assets | — | 11 | — | 2,321 | 2,332 | 1,996 | 36 | 4,364 | |
| Fuel, lubricants and others | 16 | 72 | 337 | 7,096 | 7,521 | 236 | 87 | 7,844 | |
| Maintenance and repairs | 302 | 1,343 | 501 | 5,542 | 7,688 | 738 | 220 | 8,646 | |
| Freights | 12 | 10,269 | 754 | 111 | 11,146 | — | 13,055 | 24,201 | |
| Export taxes / selling taxes | — | — | — | — | — | — | 5,980 | 5,980 | |
| Export expenses | — | — | — | — | — | — | 2,549 | 2,549 | |
| Contractors and services | 126 | 519 | 84 | 3,693 | 4,422 | — | — | 4,422 | |
| Energy transmission | — | — | — | — | — | — | 424 | 424 | |
| Energy power | 171 | 857 | 582 | 191 | 1,801 | 71 | 14 | 1,886 | |
| Professional fees | 13 | 79 | 16 | 151 | 259 | 2,230 | 366 | 2,855 | |
| Other taxes | 6 | 76 | 43 | 765 | 890 | 108 | 6 | 1,004 | |
| Contingencies | — | — | — | — | — | 292 | — | 292 | |
| Lease expense and similar arrangements | 54 | 242 | 44 | — | 340 | 387 | 142 | 869 | |
| Third parties raw materials | 299 | 4,155 | 14,835 | 1,827 | 21,116 | — | — | 21,116 | |
| Tax recoveries | — | — | — | (10) | (10) | — | — | (10) | |
| Others | 153 | 1,714 | 789 | 1,111 | 3,767 | 996 | 2,772 | 7,535 | |
| Subtotal | 4,012 | 25,036 | 28,465 | 50,927 | 108,440 | 21,684 | 28,585 | 158,709 | |
| Own agricultural produce consumed | 779 | 33,605 | 15,980 | 35,394 | 85,758 | — | — | 85,758 | |
| Total | 4,791 | 58,641 | 44,445 | 86,321 | 194,198 | 21,684 | 28,585 | 244,467 |
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)
7. Salaries and social security expenses
| Three-month period ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Wages and salaries | 39,480 | 37,507 |
| Social security costs | 11,664 | 10,213 |
| Equity-settled share-based compensation | 1,512 | 1,844 |
| 52,656 | 49,564 |
8. Other operating income expense, net
| Three-month period ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Loss from commodity derivative financial instruments | (1,961) | (10,126) |
| (Loss) / gain from disposal of other property items | (50) | 718 |
| Net loss from fair value adjustment of investment property | (1,450) | (14,302) |
| Tax credits recognized (*) | 4,595 | — |
| Others | (2,124) | 3,236 |
| (990) | (20,474) |
(*) 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$ 2.4 million related to federal grant credits.
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)
9. Financial results, net
| Three-month period ended March 31, | ||
|---|---|---|
| 2025 | 2024 | |
| (unaudited) | ||
| Finance income: | ||
| - Interest income | 337 | 2,798 |
| - Foreign exchange gain, net | 33,226 | 5,624 |
| - Gain from interest rate/foreign exchange rate derivative financial instruments | 2,618 | 748 |
| - Other income | 219 | 334 |
| Finance income | 36,400 | 9,504 |
| Finance costs: | ||
| - Interest expense | (12,608) | (6,244) |
| - Finance cost related to lease liabilities | (8,863) | (10,760) |
| - Taxes | (1,565) | (2,056) |
| - Other expenses | (1,938) | (2,674) |
| Finance costs | (24,974) | (21,734) |
| Other financial results - Net gain of inflation effects on the monetary items | 410 | 32,717 |
| Total financial results, net | 11,836 | 20,487 |
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
Taxes on income in the interim periods are recognized using the tax rate that would be applicable to expected total annual earnings.
| March 31,<br>2025 | March 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Current income tax | (507) | (1,899) |
| Deferred income tax | 3,740 | (11,022) |
| Income tax benefit / (expense) | 3,233 | (12,921) |
The gross movement on the deferred income tax liability is as follows:
| March 31,<br>2025 | March 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Beginning of period | (314,829) | (367,632) |
| Exchange differences | (16,825) | (107,159) |
| Effect of fair value valuation for farmlands | 11,471 | 91,735 |
| Tax charge relating to cash flow hedge (i) | — | 29 |
| Others | (406) | (538) |
| Income tax benefit / (expense) | 3,740 | (11,022) |
| End of period | (316,849) | (394,587) |
(i)It relates to the amount reclassified of US$ 85 loss from profit and loss to equity for the three-month period ended March 31, 2024.
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)
10. Taxation (continued)
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:
| March 31,<br>2025 | March 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Tax calculated at the tax rates applicable to profits in the respective countries | (5,063) | (21,024) |
| Non-deductible items | (115) | (226) |
| Non-taxable income | 3,306 | 531 |
| Previously unrecognized tax losses now recouped to reduce tax expenses (1) | 10,998 | 4,906 |
| Effect of IAS 29 on Argentina’s shareholder’s equity and deferred income tax. | (6,604) | 4,076 |
| Others | 711 | (1,184) |
| Income tax benefit / (expense) | 3,233 | (12,921) |
(1) 2025 includes 8,482 of adjustment by inflation of tax loss carryforwards in Argentina (4,881 in 2024).
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 March 31, 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- 27
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 three-month periods ended March 31, 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 | |
|---|---|---|---|---|---|---|---|---|
| Three-month period ended March 31 2024 | ||||||||
| Opening net book amount. | 694,202 | 11,645 | 241,156 | 196,995 | 375,842 | 8,914 | 20,811 | 1,549,565 |
| Exchange differences | 258,244 | 2,911 | 46,488 | 13,216 | (11,456) | 3,052 | 2,051 | 314,506 |
| Additions | — | — | 6,814 | 29,545 | 34,432 | 204 | 8,204 | 79,199 |
| Revaluation surplus | (262,188) | — | — | — | — | — | — | (262,188) |
| Transfers | — | — | 884 | 2,117 | — | — | (3,001) | — |
| Disposals | — | — | (19) | (174) | — | (2) | — | (195) |
| Reclassification to non-income tax credits (*) | — | — | — | (67) | — | — | — | (67) |
| Depreciation | — | (844) | (6,501) | (14,157) | (18,006) | (450) | — | (39,958) |
| Closing net book amount | 690,258 | 13,712 | 288,822 | 227,475 | 380,812 | 11,718 | 28,065 | 1,640,862 |
| At March 31, 2024 (unaudited) | ||||||||
| Cost | 690,258 | 46,337 | 582,144 | 1,125,055 | 989,143 | 36,884 | 28,065 | 3,497,886 |
| Accumulated depreciation | — | (32,625) | (293,322) | (897,580) | (608,331) | (25,166) | — | (1,857,024) |
| Net book amount | 690,258 | 13,712 | 288,822 | 227,475 | 380,812 | 11,718 | 28,065 | 1,640,862 |
| Three-month period ended March 31, 2025 | ||||||||
| Opening net book amount | 676,760 | 15,393 | 303,755 | 181,115 | 327,570 | 17,068 | 26,928 | 1,548,589 |
| Exchange differences | 31,099 | 405 | 15,059 | 14,506 | 25,952 | 570 | 1,313 | 88,904 |
| Additions | — | — | 3,303 | 15,242 | 30,765 | 1,146 | 14,885 | 65,341 |
| Revaluation surplus | (32,951) | — | — | — | — | — | — | (32,951) |
| Transfers | — | — | 3,342 | 2,376 | — | (1) | (5,717) | — |
| Disposals | — | — | (466) | (191) | — | (21) | — | (678) |
| Reclassification to non-income tax credits (*) | — | — | — | (56) | — | — | — | (56) |
| Depreciation | — | (1,026) | (6,060) | (10,717) | (11,699) | (661) | — | (30,163) |
| Closing net book amount | 674,908 | 14,772 | 318,933 | 202,275 | 372,588 | 18,101 | 37,409 | 1,638,986 |
| At March 31, 2025 (unaudited) | ||||||||
| Cost | 674,908 | 51,516 | 644,146 | 1,177,316 | 1,078,583 | 46,181 | 37,409 | 3,710,059 |
| Accumulated depreciation | — | (36,744) | (325,213) | (975,041) | (705,995) | (28,080) | — | (2,071,073) |
| Net book amount | 674,908 | 14,772 | 318,933 | 202,275 | 372,588 | 18,101 | 37,409 | 1,638,986 |
(*) Brazilian federal tax law allows entities to take a percentage of the total cost of the assets purchased as a tax credit. As of March 31, 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- 28
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$ 681 million as of March 31, 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 March 31, 2025 would have reduced the value of the farmlands by US$ 68.1 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 three-month periods ended March 31, 2025 and 2024.
As of March 31, 2025, borrowing costs of US$ 1,107 (March 31, 2024: US$ 1,652) 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$217.8 million as of March 31, 2025 (March 31, 2024: US$ 217.8 million). As of March 31, 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 three-month periods ended March 31, 2025 and 2024 were as follows:
| Agricultural partnership (*) | Others | Total | |
|---|---|---|---|
| (unaudited) | |||
| As of March 31, 2024 | |||
| Opening net book amount | 384,848 | 21,865 | 406,713 |
| Exchange differences | (1,977) | (379) | (2,356) |
| Additions and re-measurement | 20,898 | 43 | 20,941 |
| Depreciation | (13,885) | (2,638) | (16,523) |
| Closing net book amount | 389,884 | 18,891 | 408,775 |
| As of March 31, 2025 | |||
| Opening net book amount | 352,678 | 21,168 | 373,846 |
| Exchange differences | 26,104 | 1,573 | 27,677 |
| Additions and re-measurement | 2,413 | 90 | 2,503 |
| Depreciation | (13,412) | (2,399) | (15,811) |
| Closing net book amount | 367,783 | 20,432 | 388,215 |
(*) Agricultural partnerships have an average term of 6 years.
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)
13. Investment property
Changes in the Group’s investment property for the three-month periods ended March 31, 2025 and 2024 were as follows:
| March 31,<br>2025 | March 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Beginning of period | 33,542 | 33,364 |
| Loss from fair value adjustment (Note 8) | (1,450) | (14,302) |
| Exchange differences | 1,450 | 14,302 |
| End of period | 33,542 | 33,364 |
| Fair value | 33,542 | 33,364 |
| Net book amount | 33,542 | 33,364 |
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 March 31, 2025 would have reduced the value of the Investment properties on US$ 3.4 million, which would impact the line item “Net loss from fair value adjustment.”
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)
14. Intangible assets, net
Changes in the Group’s intangible assets in the three-month periods ended March 31, 2025 and 2024 were as follows:
| Goodwill | Software | Trademarks | Others | Total | |
|---|---|---|---|---|---|
| As of March 31, 2024 | |||||
| Opening net book amount | 14,309 | 6,042 | 6,431 | 737 | 27,519 |
| Exchange differences | 4,061 | 1,414 | 2,065 | 41 | 7,581 |
| Additions | — | 587 | — | 9 | 596 |
| Amortization charge (i) | — | (454) | (109) | (1) | (564) |
| Closing net book amount | 18,370 | 7,589 | 8,387 | 786 | 35,132 |
| At March 31, 2024 (unaudited) | |||||
| Cost | 18,370 | 18,909 | 11,559 | 1,394 | 50,232 |
| Accumulated amortization | — | (11,320) | (3,172) | (608) | (15,100) |
| Net book amount | 18,370 | 7,589 | 8,387 | 786 | 35,132 |
| As of March 31, 2025 | |||||
| Opening net book amount | 20,242 | 7,162 | 9,256 | 571 | 37,231 |
| Exchange differences | 999 | 396 | 361 | 44 | 1,800 |
| Additions | — | 309 | — | — | 309 |
| Amortization charge (i) | — | (500) | (122) | (1) | (623) |
| Closing net book amount | 21,241 | 7,367 | 9,495 | 614 | 38,717 |
| At March 31, 2025 (unaudited) | |||||
| Cost | 21,241 | 20,533 | 13,187 | 1,229 | 56,190 |
| Accumulated amortization | — | (13,166) | (3,692) | (615) | (17,473) |
| Net book amount | 21,241 | 7,367 | 9,495 | 614 | 38,717 |
(i) Amortization charges are included in “General and administrative expenses” and “Selling expenses” for the period ended March 31, 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. The last impairment test of goodwill was performed as of September 30, 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
Changes in the Group’s biological assets in the three-month periods ended March 31, 2025 and 2024 were as follows:
| March 31, 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 | 10 | 131 | — | — | 141 |
| Initial recognition and changes in fair value of biological assets | 2,164 | 4,976 | 8,845 | 7,577 | 23,562 |
| Decrease due to harvest / disposals | (16,074) | (131,474) | (29,218) | (23,086) | (199,852) |
| Costs incurred during the period | 32,495 | 36,952 | 19,091 | 27,288 | 115,826 |
| Exchange differences | 3,347 | 4,294 | 1,853 | 5,487 | 14,981 |
| End of period | 101,305 | 16,977 | 43,435 | 86,886 | 248,603 |
| March 31, 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 | 13 | 170 | — | — | 183 |
| Initial recognition and changes in fair value of biological assets | 15,394 | 23,799 | 760 | 23,152 | 63,105 |
| Decrease due to harvest / disposals | (24,013) | (104,238) | (21,808) | (43,110) | (193,169) |
| Costs incurred during the period | 39,946 | 47,011 | 20,346 | 30,951 | 138,254 |
| Exchange differences | 22,934 | 12,914 | 9,942 | (3,668) | 42,122 |
| End of period | 109,819 | 12,499 | 32,431 | 123,783 | 278,532 |
(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- 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 three-month period ended March 31, 2025:
| March 31, 2025 | |||||
|---|---|---|---|---|---|
| (unaudited) | |||||
| Crops | Rice | Dairy | Sugar, Ethanol and Energy | Total | |
| Salaries, social security expenses and employee benefits | 1,240 | 4,954 | 3,661 | 2,982 | 12,837 |
| Depreciation and amortization | — | — | — | 588 | 588 |
| Depreciation of right-of-use assets | — | — | — | 6,089 | 6,089 |
| Fertilizers, agrochemicals and seeds | 18,539 | 5,698 | 1,022 | 11,216 | 36,475 |
| Fuel, lubricants and others | 182 | 979 | 357 | 1,471 | 2,989 |
| Maintenance and repairs | 432 | 2,391 | 931 | 842 | 4,596 |
| Freights | 334 | 421 | 45 | — | 800 |
| Contractors and services | 8,713 | 19,021 | — | 3,761 | 31,495 |
| Feeding expenses | 54 | 8 | 6,124 | — | 6,186 |
| Veterinary expenses | 66 | 17 | 986 | — | 1,069 |
| Energy power | 16 | 2,448 | 715 | — | 3,179 |
| Professional fees | 56 | 77 | 213 | 62 | 408 |
| Other taxes | 318 | 13 | — | 10 | 341 |
| Lease expense and similar arrangements | 2,202 | 40 | — | 72 | 2,314 |
| Others | 209 | 885 | 412 | 195 | 1,701 |
| Subtotal | 32,361 | 36,952 | 14,466 | 27,288 | 111,067 |
| Own agricultural produce consumed | 134 | — | 4,625 | — | 4,759 |
| Total | 32,495 | 36,952 | 19,091 | 27,288 | 115,826 |
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)
15. Biological assets (continued)
Cost of production for the three-month period ended March 31, 2024:
| March 31, 2024 | |||||
|---|---|---|---|---|---|
| (unaudited) | |||||
| Crops | Rice | Dairy | Sugar, Ethanol and Energy | Total | |
| Salaries, social security expenses and employee benefits | 1,488 | 3,885 | 1,836 | 2,437 | 9,646 |
| Depreciation and amortization | — | — | — | 579 | 579 |
| Depreciation of right-of-use assets | — | — | — | 10,201 | 10,201 |
| Fertilizers, agrochemicals and seeds | 27,734 | 13,890 | 19 | 11,625 | 53,268 |
| Fuel, lubricants and others | 298 | 841 | 356 | 909 | 2,404 |
| Maintenance and repairs | 438 | 2,430 | 925 | 575 | 4,368 |
| Freights | 594 | 409 | 41 | — | 1,044 |
| Contractors and services | 6,964 | 19,495 | — | 4,211 | 30,670 |
| Feeding expenses | — | — | 9,972 | — | 9,972 |
| Veterinary expenses | 53 | 33 | 1,219 | — | 1,305 |
| Energy power | 10 | 1,418 | 573 | — | 2,001 |
| Professional fees | 122 | 53 | 20 | 80 | 275 |
| Other taxes | 307 | 34 | 2 | 6 | 349 |
| Lease expense and similar arrangements | 1,777 | 4,170 | — | — | 5,947 |
| Others | 102 | 307 | 160 | 328 | 897 |
| Subtotal | 39,887 | 46,965 | 15,123 | 30,951 | 132,926 |
| Own agricultural produce consumed | 59 | 46 | 5,223 | — | 5,328 |
| Total | 39,946 | 47,011 | 20,346 | 30,951 | 138,254 |
Biological assets as of March 31, 2025 and December 31, 2024 were as follows:
| March 31,<br>2025 | December 31, 2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Cattle for dairy production | 43,002 | 42,449 |
| Breeding cattle | 208 | 607 |
| Other cattle | 342 | 362 |
| 43,552 | 43,418 | |
| Current | ||
| Breeding cattle | 13,313 | 11,433 |
| Other cattle | 433 | 415 |
| Sown land – crops | 89,515 | 69,339 |
| Sown land – rice | 14,904 | 99,720 |
| Sown land – sugarcane | 86,886 | 69,620 |
| 205,051 | 250,527 | |
| Total biological assets | 248,603 | 293,945 |
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
As of March 31, 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 March 31, 2025 and their allocation to the fair value hierarchy:
| 2025 | |||
|---|---|---|---|
| Level 1 | Level 2 | Total | |
| Assets | |||
| Derivative financial instruments | 3,200 | 10,940 | 14,140 |
| Short-term investment (1) | 59,440 | — | 59,440 |
| Total assets | 62,640 | 10,940 | 73,580 |
| Liabilities | |||
| Derivative financial instruments | (36) | (5,460) | (5,496) |
| Total liabilities | (36) | (5,460) | (5,496) |
(1) It includes US$ 1,495 of BOPREAL (Bonos para la Reconstrucción de una Argentina Libre) and US$ 57,945 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- 35
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 | 2,880 |
| Options | Quoted price | - | - | 1 | 41 |
| OTC | Quoted price | - | - | 1 | 271 |
| NDF | Quoted price | Foreign-exchange curve | Present value method | 1 | (28) |
| Interest-rate swaps | Theoretical price | Money market interest-rate curve. | Present value method | 2 | 5,480 |
| Public securities | Quoted price | — | — | 1 | 59,440 |
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)
17. Trade and other receivables, net
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Advances to suppliers | 4,338 | 3,316 |
| Income tax credits | 8,496 | 4,639 |
| Non-income tax credits (i) | 33,018 | 26,240 |
| Judicial deposits | 1,973 | 1,816 |
| Other receivables | 1,055 | 2,499 |
| Non-current portion | 48,880 | 38,510 |
| Current | ||
| Trade receivables | 146,157 | 87,645 |
| Receivables from related parties (Note 28) | 16,041 | — |
| Less: Allowance for trade receivables | (1,057) | (1,114) |
| Trade receivables – net | 161,141 | 86,531 |
| Prepaid expenses | 42,672 | 18,038 |
| Advance to suppliers | 44,825 | 35,996 |
| Income tax credits | 4,518 | 5,680 |
| Non-income tax credits (i) | 61,295 | 53,522 |
| Receivable from disposal of subsidiary | 3,027 | 2,900 |
| Other receivables | 14,577 | 10,689 |
| Subtotal | 170,914 | 126,825 |
| Current portion | 332,055 | 213,356 |
| Total trade and other receivables, net | 380,935 | 251,866 |
(i) Includes US$ 56 for the three-month period ended March 31, 2025 reclassified from property, plant and equipment (for the year ended December 31, 2024: US$ 307).
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):
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Currency | ||
| US Dollar | 136,629 | 84,477 |
| Argentine Peso | 111,274 | 70,837 |
| Uruguayan Peso | 2,950 | 2,478 |
| Brazilian Reais | 130,082 | 94,074 |
| 380,935 | 251,866 |
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 (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
17. Trade and other receivables, net (continued)
As of March 31, 2025 trade receivables of US$ 28,743 (December 31, 2024: US$ 29.123) were past due but not impaired. The ageing analysis of these receivables indicates that US$ 1,121 and US$ 289 are over 6 months in March 31, 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
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Raw materials | 187,028 | 101,510 |
| Finished goods (Note 5) | 131,499 | 188,154 |
| 318,527 | 289,664 |
19. Cash and cash equivalents
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Cash at bank and on hand | 87,999 | 137,294 |
| Short-term bank deposits | 91,531 | 73,950 |
| 179,530 | 211,244 |
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)
20. Shareholder’s contribution
| Number of shares (thousands) | Share capital and share premium | |
|---|---|---|
| At January 1, 2024 | 111,382 | 910,883 |
| Purchase of own shares | — | (18,215) |
| At March 31,2024 (unaudited) | 111,382 | 892,668 |
| At January 1, 2025 | 111,382 | 826,472 |
| Purchase of own shares | — | (8,623) |
| Dividends to shareholders | — | (17,500) |
| At March 31,2025 (unaudited) | 111,382 | 800,349 |
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 March 31, 2025, the Company repurchased an aggregate of 32,299,783 shares under the program, of which 10,064,383 have been utilized to cover the exercise of the Company’s employee stock option plan and the granted of the restricted stock plan and 11 million shares were reduced from capital. During the three-month periods ended March 31, 2025 and 2024 the Company repurchased shares for an amount of 1,057,858 and 2,078,470 respectively.
Annual dividends
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.
Annual Dividend Proposal
On March 11, 2025 the Company’s Board of Directors approved the distribution of an interim dividend of US$17.5 million, to be paid on 16 May of 2025. These interim financial statements reflect this dividend as a liability On May 8, 2025 the Company’s Board of Directors proposed, for the approval of the Annual General Shareholders' meeting to be held on June 6, 2025, the payment of an annual dividend of $35 million to be paid to outstanding shares , which is composed by the above mentioned interim dividends and the second installment in November.
Net assets
The carrying amount of the net assets of the Company as of March 31, 2025 was USD 1.46 billions, which exceeds the Market Capitalization as of that date. This situation could mean that there is an impairment indicator as referred in IAS 36. The Company also considered the offer made by Tether described in Note 29. A calculation of the value in use of net assets of the Company was made, through a discounted cash flow projections of the two major lines of business, Farming and Sugar, Ethanol and Energy, based on financial forecast approved by the management covering a five-year period. The Company reached to the conclusion that no impairment should be recognized given the value in use of the Company determined is higher that its net assets book value. as of March 31, 2025.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 39
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
21. 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 March 31, 2025, nil options (March 31, 2024: nil) were exercised. No options were forfeited or expired for any of the periods presented.
(b)Restricted Share and Restricted Stock Unit Plan
As of March 31, 2025, the Group recognized compensation expense of US$ 1.5 million related to the restricted shares granted under the Restricted Share Plan (March 31, 2024: US$ 1.8 million). For the three-month period ended March 31, 2025, 998,778 Restricted Shares were granted (March 31, 2024: nil), nil were vested (March 31, 2024: nil), and 1,541 Restricted shares were forfeited (March 31, 2024: 4,359).
22. Trade and other payables
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Trade payables | 324 | 384 |
| Other payables | 659 | 383 |
| 983 | 767 | |
| Current | ||
| Trade payables | 148,709 | 173,157 |
| Advances from customers | 16,789 | 22,609 |
| Taxes payable | 17,971 | 9,499 |
| Dividends payables | 18,176 | 703 |
| Other payables | 1,050 | 939 |
| 202,695 | 206,907 | |
| Total trade and other payables | 203,678 | 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.
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)
23. Borrowings
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Senior Notes (*) | 414,730 | 414,638 |
| Bank borrowings (*) | 270,851 | 265,367 |
| 685,581 | 680,005 | |
| Current | ||
| Senior Notes (*) | 623 | 6,858 |
| Bank overdrafts | 126 | — |
| Bank borrowings (*) | 232,119 | 92,693 |
| 232,868 | 99,551 | |
| Total borrowings | 918,449 | 779,556 |
(*) As of March 31, 2025, the Group was in compliance with the related financial covenants under the respective loan agreements.
As of March 31, 2025, total bank borrowings include collateralized liabilities of US$1,135 (December 31, 2024: US$ 3,842). These loans were mainly collateralized by property, plant and equipment, sugarcane plantations, sugar export contracts, shares of certain subsidiaries of the Group and restricted short-term investment, see Note 16.
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$ 415.2 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.
The Notes contain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions.
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.
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)
24. Borrowings (continued)
The maturity of the Group’s borrowings and the Group’s exposure to fixed and variable interest rates is as follows:
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Fixed rate: | ||
| Less than 1 year | 202,920 | 69,178 |
| Between 1 and 2 years | 45,619 | 55,952 |
| Between 2 and 3 years | 415,236 | 414,994 |
| Between 3 and 4 years | 918 | 356 |
| Between 4 and 5 years | 1,329 | 356 |
| More than 5 years | 47,454 | 35,936 |
| 713,476 | 576,772 | |
| Variable rate: | ||
| Less than 1 year | 29,948 | 30,373 |
| Between 1 and 2 years | 87,343 | 83,142 |
| Between 2 and 3 years | 50,257 | 46,593 |
| Between 3 and 4 years | 3,400 | 2,932 |
| Between 4 and 5 years | — | 441 |
| More than 5 years | 34,025 | 39,303 |
| 204,973 | 202,784 | |
| 918,449 | 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 equals US$ 411.9 million, 99.11% of the nominal amount.
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)
24. Lease liabilities
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | 279,132 | 287,679 |
| Current | 77,546 | 54,351 |
| 356,678 | 342,030 |
The maturity of the Group's lease liabilities is as follows:
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Less than 1 year | 77,546 | 54,351 |
| Between 1 and 2 years | 35,831 | 65,697 |
| Between 2 and 3 years | 39,310 | 51,325 |
| Between 3 and 4 years | 36,927 | 43,571 |
| Between 4 and 5 years | 32,945 | 35,764 |
| More than 5 years | 134,119 | 91,322 |
| 356,678 | 342,030 |
25. Payroll and social security liabilities
| March 31,<br>2025 | December 31,<br>2024 | |
|---|---|---|
| (unaudited) | ||
| Non-current | ||
| Social security payable | 1,628 | 1,454 |
| 1,628 | 1,454 | |
| Current | ||
| Salaries payable | 7,750 | 4,077 |
| Social security payable | 6,065 | 4,821 |
| Provision for vacations | 12,966 | 13,314 |
| Provision for bonuses | 6,016 | 10,523 |
| 32,797 | 32,735 | |
| Total payroll and social security liabilities | 34,425 | 34,189 |
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)
26. 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.
27. 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) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31,<br>2025 | March 31,<br>2024 | March 31,<br>2025 | December 31,<br>2024 | ||||||||||
| (unaudited) | (unaudited) | (unaudited) | |||||||||||
| Directors and senior management | Employment | Compensation selected employees | (1,642) | (6,200) | (20,783) | (17,409) | |||||||
| Employment | Receivables | 43 | — | 16,041 | — | ||||||||
| Rio Porá S.A. | Affiliate | Lease liabilities | — | — | (1.453) | — |
28. Basis of preparation and presentation
The information presented in the accompanying condensed consolidated interim financial statements (“interim financial statements”) as of March 31, 2025 and for the three-month periods ended March 31, 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 March 31, 2025, results of operations for the three months periods ended March 31, 2025 and 2024 and cash flows for the three-month periods ended March 31, 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
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)
28. Basis of preparation and presentation (continued)
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.
- Subsequent events
On March 28, 2025, pursuant to the terms of the Transaction Agreement, Tether commenced the Offer to acquire up to 49,596,510 common shares of the Company at a price in cash of $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 closing of the transaction is subject to certain closing conditions, including there being validly tendered and not validly withdrawn a number of common shares that, when added to the common shares already owned by Tether, represents at least 51% of the outstanding common shares on a fully diluted basis. The Offer expired on April 24, 2025. Prior to such date, on March 27, 2025, our board of directors unanimously approved the Offer and recommended to shareholders of the Company to accept the Offer and tender their shares of common stock pursuant to the Offer, in each case, on the terms and subject to the conditions of the Transaction Agreement.
On April 25, Tether announce that they would accept for purchase 49,596,510 Common Shares validly tendered. On April 28, 2025 Tether settled the tender and validly purchased 49,596,510, which, together with it previous shares, reached 70% of common shares of Adecoagro.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 45
