6-K

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rules 13a-16 or 15d-16 under

the Securities Exchange Act of 1934

For the month of November 2023

Commission File Number: 001-38836

BIOCERES CROP SOLUTIONS CORP.

(Translation of registrant’s name into English)

Ocampo 210 bis, Predio CCT, Rosario

Province of Santa Fe, Argentina

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  ☒                                                             Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

​

​

​

EXPLANATORY NOTE

This Form 6-K is incorporated by reference into the Company’s registration statements on Form F-3 (Registration No. 333-272280) and Form S-8 (Registration Nos.

333-255635

,

333-266333

and

333-271941

), and the following exhibit is filed as part of this Form 6-K: Exhibit List

​	​	​
Exhibit No.	****	Description
99.1	​	Bioceres Crop Solutions Corp. unaudited interim condensed consolidated financial statements as of September 30, 2023 and June 30, 2023, and for the three -month periods ended September 30, 2023 and 2022.

​

​

​

​

SIGNATURES

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.

​	​	​
​	BIOCERES CROP SOLUTIONS CORP.
​	(Registrant)
​	​	​
​	​	​
Dated: November 29, 2023	By:	/s/ Federico Trucco
​	Name:	Federico Trucco
​	Title:	Chief Executive Officer

​

​

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​

Table of Contents

Exhibit 99.1

​

​

​

BIOCERES CROP SOLUTIONS CORP.

​

Unaudited interim condensed consolidated financial statements as of September 30, 2023 and June 30, 2023,

and for the three-month periods ended

September 30, 2023 and 2022.

​

​

​

​

​

Table of Contents

INDEX

​

Unaudited interim condensed consolidated financial statements as of September 30, 2023 and June 30, 2023, and for the three-month periods ended September 30, 2023 and 2022.	​
Unaudited interim condensed consolidated statements of financial position as of September 30, 2023 and June 30, 2023.	F-3
Unaudited interim condensed consolidated statements of comprehensive income for the three-month periods ended September 30, 2023 and 2022.	F-5
Unaudited interim condensed consolidated statements of changes in equity for the three-month periods ended September 30, 2023 and 2022.	F-6
Unaudited interim condensed consolidated statements of cash flows for the three-month periods ended September 30, 2023 and 2022.	F-8
Notes to the unaudited interim condensed consolidated financial statements	F-11

​

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​ F-2

Table of Contents

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

As of September 30, 2023, and June 30, 2023

(Amounts in US$)

​

​	​	​	​	​	​	​
​	****	Notes	****	09/30/2023	****	06/30/2023
ASSETS
CURRENT ASSETS
Cash and cash equivalents		5.1		28,373,924		48,129,194
Other financial assets		5.2		14,628,202		12,135,020
Trade receivables		5.3		186,276,319		158,006,474
Other receivables		5.4		24,902,503		28,824,998
Income and minimum presumed recoverable income taxes	​	​		2,022,328		9,444,898
Inventories		5.5		138,076,822		140,426,975
Biological assets	​	5.6	​	1,141,113	​	146,842
Total current assets	​	​		395,421,211		397,114,401
​	​	​	​	​	​	​
NON-CURRENT ASSETS	​	​		​		​
Other financial assets		5.2		502,910		444,909
Other receivables	​	5.4	​	2,393,939	​	2,546,241
Income and minimum presumed recoverable income taxes		​		5,446		16,286
Deferred tax assets	​	7		8,230,402		7,312,964
Investments in joint ventures and associates	​	11		40,820,784		39,296,810
Investment properties		5.10		3,675,493		3,589,749
Property, plant and equipment		5.7		69,930,709		67,853,835
Intangible assets		5.8		173,034,536		173,783,956
Goodwill		5.9		112,163,432		112,163,432
Right of use asset	​	14	​	13,519,199	​	13,936,575
Total non-current assets				424,276,850		420,944,757
Total assets				819,698,061		818,059,158

​

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

​ F-3

Table of Contents

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

As of September 30, 2023, and June 30, 2023

(Amounts in US$)

​

​	​	​	​	​	​	​
LIABILITIES	****	Notes	****	09/30/2023	​	06/30/2023
​
CURRENT LIABILITIES		​		​		​
Trade and other payables		5.11		159,125,358		150,807,674
Borrowings		5.12		100,720,985		107,639,659
Employee benefits and social security		5.14		10,019,165		9,606,707
Deferred revenue and advances from customers	​	5.15		32,771,902		24,875,662
Income tax payable		​		536,840		509,034
Consideration for acquisition	​	​	​	4,202,389	​	1,415,099
Lease liabilities	​	14		4,326,889		3,858,699
Total current liabilities	​	​	​	311,703,528	​	298,712,534
**** ​	​	​		​		​
NON-CURRENT LIABILITIES	​	​	​	​	​	​
Borrowings	​	5.12	​	48,789,492	​	60,670,946
Deferred revenue and advances from customers	​	5.15	​	2,202,374	​	2,057,805
Joint ventures and associates	​	11		638,126		622,823
Deferred tax liabilities		7		34,393,580		35,785,347
Provisions		​		668,775		891,769
Consideration for acquisition	​	​	​	2,540,181	​	3,578,157
Secured notes	​	5.13	​	76,911,874	​	75,213,146
Lease liabilities	​	14	​	9,225,862	​	10,030,524
Total non-current liabilities	​	​		175,370,264		188,850,517
Total liabilities				487,073,792		487,563,051
​	​	​	​	​	​	​
EQUITY				​		​
Equity attributable to owners of the parent				298,966,341	​	298,594,088
Non-controlling interest				33,657,928	​	31,902,019
Total equity				332,624,269	​	330,496,107
Total equity and liabilities				819,698,061		818,059,158

​

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

​ F-4

Table of Contents

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the three-month periods ended of September 30, 2023, and 2022

(Amounts in US$)

​

​	​	​	​	​	​	​
​	****	Notes	****	09/30/2023	​	09/30/2022
Revenues from contracts with customers		6.1		116,182,805	​	126,843,248
Initial recognition and changes in the fair value of biological assets at the point of harvest		​		410,913	​	490,006
​	​	​	​	​	​	​
Cost of sales	​	6.2	​	(71,615,781)	​	(75,675,878)
Changes in the net realizable value of agricultural products after harvest		​		(1,446,316)	​	(227,936)
Research and development expenses		6.3		(4,581,241)	​	(3,852,014)
Selling, general and administrative expenses		6.4		(33,932,848)	​	(31,904,911)
Share of profit or loss of joint ventures and associates		11		1,508,671	​	842,240
Other income or expenses, net	​	6.5		(1,231,635)	​	478,041
Operating profit	​	**** ​	****	5,294,568	​	16,992,796
​		​		​		​
Financial cost	​	6.6		(7,661,857)	​	(6,779,847)
Other financial results	​	6.6	​	117,865	​	(1,288,306)
(Loss) profit before income tax	​	**** ​	****	(2,249,424)	​	8,924,643
Income tax	​	7	​	(429,040)	​	(5,012,643)
(Loss) profit for the period	​	**** ​	****	(2,678,464)	​	3,912,000
​	​	​	​	​	​	​
(Loss) profit for the period attributable to:	​	​
Equity holders of the parent	​	​		(4,591,634)	​	498,297
Non-controlling interests	​	​		1,913,170	​	3,413,703
​	​	​		(2,678,464)	​	3,912,000
(Loss) profit per share	​	​	​	​	​	​
Basic (loss) profit attributable to ordinary equity holders of the parent	​	8	​	(0.0731)	​	0.0082
Diluted (loss) profit attributable to ordinary equity holders of the parent	​	8	​	(0.0731)	​	0.0081
​	​	​	​	​	​	​
(Loss) profit for the period	​	​	​	(2,678,464)	​	3,912,000
Other comprehensive (loss) income	​	​	​	(929,957)	​	31,025
Items that may be subsequently reclassified to profit and loss	​	​	​	(929,957)	​	31,025
Foreign exchange differences on translation of foreign operations from joint ventures	​	​	​	—	​	100,868
Foreign exchange differences on translation of foreign operations	​	​	​	(929,957)	​	(69,843)
Total comprehensive (loss) profit	​	​	​	(3,608,421)	​	3,943,025
​	​	​	​	​	​	​
Total comprehensive (loss) profit attributable to:	​	​	​	​	​	​
Equity holders of the parent	​	​	​	(5,364,330)	​	401,715
Non-controlling interests	​	​	​	1,755,909	​	3,541,310
​	​	​	​	(3,608,421)	​	3,943,025

​

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

​

​

​ F-5

Table of Contents

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the three-month periods ended of September 30, 2023, and 2022

(Amounts in US$)

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Attributable to the equity holders of the parent																					​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	Equity /	​	​	​	​
​	​	​	****	​	****	​	****	​	****	Stock	****	​	****	​	****	​	​	​	​	Revaluation	​	(deficit)	​	​	​	​
​	​	​	​	​	​	Changes in	​	Own	****	options	****	​	****	Cost of	​	​	​	Foreign	​	of PP&E	​	attributable	​	​	​	​
​	​	​	​	​	​	non-	​	shares	****	and share	****	​	****	own	​	​	​	currency	​	and effect	​	to owners	​	Non-	​	​
​	​	Issued	​	Share	​	controlling	​	trading	​	based	​	Convertible	****	shares	​	Retained	​	translation	​	of tax rate	​	of the	​	controlling	​	Total
Description	****	capital	****	premium	****	interests	****	premium	****	incentives	****	instruments	****	held	****	deficit	****	reserve	****	change	****	parent	****	Interests	​	equity
06/30/2022	​	4,637	​	158,819,506	​	(255,893)	​	(916,202)	​	3,767,925	​	175,745	​	(3,530,926)	​	(32,682,893)	​	969,402	​	1,007,272	​	127,358,573	​	30,940,275		158,298,848
Share-based incentives	​	6	​	554,999	​	—	​	135,361	​	55,892	​	—	​	—	​	—	​	—	​	—	​	746,258	​	—	​	746,258
Business combination	​	1,640	​	153,357,564	​	—	​	—	​	1,620,140	​	—	​	—	​	—	​	—	​	—	​	154,979,344	​	—	​	154,979,344
Capitalization of convertible notes (Note 5.13)	​	153	​	12,211,485	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	12,211,638	​	—	​	12,211,638
Purchase of own shares	​	—	​	—	​	—	​	—	​	—	​	—	​	(24,291,047)	​	—	​	—	​	—	​	(24,291,047)	​	—	​	(24,291,047)
Issuance of convertible notes (Note 7.13)	​	—	​	—	​	—	​	—	​	—	​	9,109,516	​	—	​	—	​	—	​	—	​	9,109,516	​	—	​	9,109,516
Distribution of dividends by subsidiary	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	(187,977)	​	(187,977)
(Loss) profit for the period	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	498,297	​	—	​	—	​	498,297	​	3,413,703	​	3,912,000
Other comprehensive income (loss)	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	(96,582)	​	—	​	(96,582)	​	127,607	​	31,025
09/30/2022		6,436		324,943,554		(255,893)		(780,841)		5,443,957		9,285,261		(27,821,973)		(32,184,596)	​	872,820	​	1,007,272	​	280,515,997	​	34,293,608	​	314,809,605

​

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

​ F-6

Table of Contents

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the three-month periods ended of September 30, 2023, and 2022

(Amounts in US$)

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Attributable to the equity holders of the parent																					​	​	​	​
​	​	​	​	​	​	​	​	​	​	Stock	​	​	​	​	​	​	​	​	​	Revaluation	​	Equity /	​	​	​	​
​	​	​	​	​	​	Changes	​	Own	​	options	​	​	​	Cost of	​	​	​	Foreign	​	of PP&E	​	(deficit)	​	​	​	​
​	​	​	​	​	​	in non-	​	shares	​	and share	​	​	​	own	​	​	​	currency	​	and effect	​	attributable	​	Non-	​	​
​	​	Issued	​	Share	​	controlling	​	trading	​	based	​	Convertible	​	shares	​	Retained	​	translation	​	of tax rate	​	to owners of	​	controlling	​	Total
Description	****	capital	****	premium	****	interests	****	premium	****	incentives	****	instruments	****	held	****	deficit	****	reserve	****	change	****	the parent	****	Interests	****	equity
06/30/2023	​	6,493	​	327,028,559	​	(255,893)	​	(780,841)	​	6,645,442	​	9,285,261	​	(30,553,591)	​	(13,903,017)	​	1,282,377	​	(160,702)	​	298,594,088	​	31,902,019		330,496,107
Share-based incentives	​	—	​	—	​	—	​	—	​	6,193,668	​	—	​	—	​	—	​	—	​	—	​	6,193,668	​	—	​	6,193,668
Purchase of own shares	​	—	​	—	​	—	​	—	​	—	​	—	​	(457,085)	​	—	​	—	​	—	​	(457,085)	​	—	​	(457,085)
(Loss) profit for the period	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	(4,591,634)	​	—	​	—	​	(4,591,634)	​	1,913,170	​	(2,678,464)
Other comprehensive loss	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	—	​	(772,696)	​	—	​	(772,696)	​	(157,261)	​	(929,957)
09/30/2023		6,493		327,028,559		(255,893)		(780,841)		12,839,110		9,285,261		(31,010,676)		(18,494,651)	​	509,681	​	(160,702)	​	298,966,341	​	33,657,928	​	332,624,269

​

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

​

​

​ F-7

Table of Contents

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the three-month periods ended of September 30, 2023, and 2022

(Amounts in US$)

​

​	​	​	​	​	​	​
​	****	Notes	****	09/30/2023	****	09/30/2022
OPERATING ACTIVITIES		​		​		​
(Loss) profit for the period		​		(2,678,464)		3,912,000
​	​	​	​	​	​	​
Adjustments to reconcile profit to net cash flows		​		​		​
Income tax		7		429,040		5,012,643
Financial results		​		7,543,992		8,068,153
Depreciation of property, plant and equipment		5.7		1,243,403		1,382,093
Amortization of intangible assets		5.8		2,747,206		2,476,832
Depreciation of leased assets		14		837,199	​	676,427
Transactional expenses	​	​	​	—	​	2,794,339
Share-based incentive and stock options		​		6,193,668		227,351
Share of profit or loss of joint ventures and associates		11		(1,508,671)		(842,240)
Provisions for contingencies	​	​		27,109		2,448
Allowance for impairment of trade debtors		​		352,920		156,053
Allowance for obsolescence		​		505,285		618,489
Initial recognition and changes in the fair value of biological assets		​		(410,913)		(490,006)
Changes in the net realizable value of agricultural products after harvest	​	​	​	1,446,316	​	227,936
Gain or loss on sale of equipment and intangible assets		​		(26,669)		(115,942)
​	​	​	​	​	​	​
Working capital adjustments		​		​		​
Trade receivables		​		(31,012,196)		(29,709,414)
Other receivables		​		3,722,853		(5,665,708)
Income and minimum presumed income taxes payable		​		7,113,764		(376,576)
Inventories and biological assets		​		(197,454)		(7,391,556)
Trade and other payables		​		7,499,929		(18,108,556)
Employee benefits and social security		​		412,458		3,226,505
Deferred revenue and advances from customers		​		8,040,809		373,181
Income taxes paid	​	​	​	(163,205)	​	(1,051,644)
Interest collected		​		2,293,676	​	2,125,194
Inflation effects on working capital adjustments		​		321,539	​	69,662
Net cash flows generated (used) by operating activities	****	**** ​	****	14,733,594	​	(32,402,336)

​

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

​

​ F-8

Table of Contents

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the three-month periods ended of September 30, 2023, and 2022

(Amounts in US$)

​

​	​	​	​	​	​	​
​	****	Notes	****	09/30/2023	****	09/30/2022
INVESTMENT ACTIVITIES
Proceeds from sale of property, plant and equipment	​	​		35,682		115,942
Net cash received from business combination	​	​	​	—	​	5,933,265
Net loans granted to shareholders and other related parties	​	​	​	—	​	1,609
Proceeds from financial assets	​	​	​	(509,534)	​	2,729,598
Investment in financial assets	​	​	​	(2,215,965)	​	(889,342)
Purchase of property, plant and equipment		5.7		(3,985,249)		(1,414,730)
Capitalized development expenditures		5.8		(1,947,504)		(3,241,008)
Purchase of intangible assets		5.8		(64,486)		(209,863)
Net cash flows (used) generated by investing activities	​	​	****	(8,687,056)	****	3,025,471
​	​	​	​	​	​	​
FINANCING ACTIVITIES	​	​
Proceeds from borrowings	​	​		26,837,346		93,327,748
Repayment of borrowings and financed payments	​	​		(46,865,499)		(47,061,271)
Interest payments	​	​		(4,539,455)		(3,016,078)
Other financial proceeds or payments, net	​	​		(781,199)		(1,717,070)
Purchase of own shares	​	​	​	(457,085)	​	(376,018)
Leased assets payments	​	14	​	(1,170,039)	​	(744,365)
Cash dividend distributed by subsidiary	​	​	​	—	​	(187,977)
Net cash flows (used) generated by financing activities	​	**** ​	****	(26,975,931)	****	40,224,969
**** ​	​	​	​	​	​	​
Net (decrease) increase in cash and cash equivalents	​	**** ​	****	(20,929,393)	****	10,848,104
**** ​	​	**** ​	​	**** ​	​	**** ​
Inflation effects on cash and cash equivalents	​	**** ​	​	(24,266)	​	(12,404)
**** ​	​	**** ​	​	**** ​	​	**** ​
Cash and cash equivalents as of beginning of the period		5.1		48,129,194		33,475,266
Effect of exchange rate changes on cash and equivalents	​	​	****	1,198,389	****	3,076,600
Cash and cash equivalents as of the end of the period	****	5.1	****	28,373,924	****	47,387,566

​

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

​

​ F-9

Table of Contents

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

Index

​

1.	General information.
​	​
2.	Accounting standards and basis of preparation.
​	​
3.	New standards, amendments and interpretations issued by the IASB.
​	​
4.	Seasonality
​	​
5.	Information about components of unaudited interim condensed consolidated statement of financial position.
​	​
6.	Information about components of unaudited interim condensed consolidated statement of comprehensive income.
​	​
7.	Taxation.
​	​
8.	Earnings per share.
​	​
9.	Equity information.
​	​
10.	Cash flow information.
​	​
11.	Joint ventures and associates.
​	​
12.	Segment information.
​	​
13.	Financial instruments – Risk management.
​	​
14.	Leases.
​	​
15.	Shareholders and other related parties’ balances and transactions.
​	​
16.	Key management personnel compensation.
​	​
17.	Share-based payments.
​	​
18.	Contingencies, commitments and restrictions on the distribution of profits.
​	​
19.	Events occurring after the reporting period.

​

​

​ F-10

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

1.    GENERAL INFORMATION

Bioceres Crop Solutions Corp. (NASDAQ:BIOX) is a leader in the development and commercialization of productivity solutions designed to regenerate agricultural ecosystems while making crops more resilient to climate change. To do this, Bioceres’ products create economic incentives for farmers and other stakeholders to adopt environmentally friendly production practices. Bioceres has a unique biotech platform with high impact, patented technologies for seeds and microbial ag inputs, as well as next generation crop nutrition and protection solutions.

Bioceres is a global company with an extensive geographic footprint. The Group’s agricultural inputs are marketed across more than 40 countries, mainly in Argentina, Brazil, United States, Europe and South Africa.

Unless the context otherwise requires, “we”, “us”, “our”, “Bioceres”, “BIOX”, “the Group”, and “Bioceres Crop Solutions” will refer to Bioceres Crop Solutions Corp. and its subsidiaries.

​

2. ACCOUNTING STANDARDS AND BASIS OF PREPARATION

Statement of compliance with IFRS as issued by IASB

These unaudited interim condensed consolidated financial statements for the three-month period ended September 30, 2023, have been prepared in accordance with Accounting Standard IAS 34 Interim Financial Reporting.

These unaudited interim condensed consolidated financial statements do not include all notes of the type normally included in an annual financial statement. Accordingly, these unaudited interim condensed consolidated financial statements are to be read in conjunction with the consolidated financial statements for the fiscal year ended June 30, 2023.

Authorization for the issue of the consolidated financial statements

These unaudited interim condensed consolidated financial statements of the Group as of September 30, 2023, June 30, 2023 and for the three-month periods ended September 30, 2023 and 2022 were authorized by the Board of Directors of Bioceres Crop Solutions Corp. on November 29, 2023.

Basis of measurement

The consolidated financial statements of the Group have been prepared using:

●	Going concern basis of accounting, considering the conclusion of the assessment made by the Group’s Management about the ability of the Group and its subsidiaries to continue as a going concern, in accordance with the requirements of paragraph 25 of IAS 1, “Presentation of Financial Statements”.
●	Accrual basis of accounting (except for cash flows information). Under this basis of accounting, the effects of transactions and other events are recognized as they occur, even when there are no cash flows.
---	---

Functional currency and presentation currency

a)	Functional currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic market in which the entity operates (i.e., “the functional currency”). F-11

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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

b)	Presentation currency

The consolidated financial statements of the Group are presented in US dollars.

c)	Foreign currency

Transactions entered into by Group entities in a currency other than their functional currency are recorded at the relevant exchange rates as of the date upon which such transactions occur. Foreign currency monetary assets and liabilities are translated at the prevailing exchanges rates as of the final day of each reporting period. Exchange differences arising from the retranslation of unsettled monetary assets and liabilities are recognized immediately in profit or loss, except for foreign currency borrowings qualifying as a hedge of a net investment in a foreign operation for which exchange differences are recognized in other comprehensive income and accumulated in the foreign exchange reserve along with the exchange differences arising from the retranslation of the foreign operation. Upon the disposal of a foreign operation, the cumulative exchange differences recognized in the foreign exchange reserve relating to such operation up to the date of disposal are transferred to the consolidated statement of profit or loss and other comprehensive income as part of the gain or loss recognized upon such disposal.

Changes in accounting policies

The accounting policies adopted in the preparation of these unaudited interim condensed consolidated financial statements are consistent with those adopted for the preparation of the consolidated financial statements as of June 30, 2023.

3. NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS ISSUED BY THE IASB

a)The following new standards, amendments and interpretations became applicable for the current reporting period and adopted by the Group.

-	Amendment to IAS 12 –Deferred tax related to assets and liabilities arising from a single transaction.
-	International Tax Reform—Pillar Two Model Rules (Amendments to IAS 12)
---	---
-	Amendments to IAS 1 and IFRS Practice Statement 2- Disclosure of Accounting Policies
---	---
-	Amendments to IAS 8-Definition of Accounting Estimates
---	---
-	IFRS 17, “Insurance Contracts”
---	---

These new standards and amendments did not have any material impact on the Group.

b)The following new standards are not yet adopted by the Group.

-	Amendments to IFRS 16- Lease Liability in a Sale and Leaseback. The amendments are effective for annual reporting periods beginning on or after 1 January 2024.
-	Amendments to IAS1 – Non- current liabilities with covenants. The amendments are effective for annual reporting periods beginning on or after 1 January 2024.
---	---
-	Amendments to IAS 7- Statement of Cash Flows & to IFRS 7- Financial Instruments: Disclosures. The amendments are effective for annual reporting periods beginning on or after 1 January 2024.
---	---
-	Amendments to IAS 21- The Effects of Changes in Foreign Exchange Ratestitled Lack of Exchangeability. The amendments are effective for annual reporting periods beginning on or after 1 January 2025.
---	---
-	Amendment to IAS 7 and IFRS 7 - Supplier Financing. The amendments are effective for annual periods beginning on or after January 1, 2024.
---	---

These amendments are not expected to have material impact on the Group. F-12

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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

4. SEASONALITY

Our revenues fluctuate depending on the timing of orders from our distributors and customers and on prevailing market prices, which influence the purchase decisions of growers, the end users of our seed and integrated products, crop protection products and crop nutrition products. Given the cyclicality of crop planting and harvesting, as well as growing seasons, which vary from year to year, our business is highly seasonal. This results in substantial fluctuations in quarterly sales and profitability. Our portfolio is highly oriented to crop planting. Generally, our sales are concentrated in the third and fourth quarters of each calendar year, when demand for our seed and integrated products, crop protection products and crop nutrition products increases as growers begin planting their summer crops in South America, while winter crop season occurs in the Northern hemisphere. With our seed and integrated products business, we contract with growers and seed suppliers based upon our anticipated market demand. Generally, in our seed and integrated products business we stock the seed during the harvest season and ship from inventory throughout the year, with the objective of selling most of the inventory from the current year’s harvest before the next year’s, with our crop protection and our crop nutrition business following a similar cycle to the seed cycle. Milestone, royalty, and license revenues are also likely to fluctuate from period to period given the seasonality of agriculture and time required to progress from one milestone to the next.

​

Our seed and integrated products, crop protection and crop nutrition businesses are also affected by unpredictable weather conditions such as heavy rains, hail, floods, freezing conditions, windstorms, drought or fire, as well as other hazardous situations beyond our control, which may cause our sales and operating results to fluctuate significantly. In addition, disruptions that cause delays by growers in harvesting or planting can result in the movement of orders to a future quarter, which also causes fluctuations in our quarterly operating results. Finally, some of our customers and distributors order in bulk only one or two times a year, which may further cause our seed product revenues to fluctuate from period to period.

​

5.    INFORMATION ABOUT COMPONENTS OF CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

5.1. Cash and cash equivalents

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Cash at bank and on hand	​	25,954,730	​	48,129,194
Mutual funds	​	2,419,194	​	—
​		28,373,924	​	48,129,194

​

5.2.  Other financial assets

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Current		​
Restricted short-term deposits		—		212,703
US Treasury bills	​	9,719,486	​	9,163,298
Mutual funds	​	3,236,702	​	1,596,539
Other investments		1,672,014		1,162,480
​		14,628,202		12,135,020
​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Non-current
Shares of Bioceres S.A.		444,575		444,635
Other investments		58,335		274
​		502,910		444,909

​ F-13

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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

5.3. Trade receivables

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Current	​	​	​	​
Trade debtors	​	189,222,562	​	160,269,233
Allowance for impairment of trade debtors		(7,615,433)		(7,425,604)
Shareholders and other related parties (Note 15)		1,368,373		—
Allowance for credit notes to be issued		(2,610,596)		(3,694,019)
Trade debtors - Joint ventures and associates (Note 15)		781,451		865,627
Deferred checks		5,129,962		7,991,237
​	​	186,276,319		158,006,474

​

The book value is reasonably approximate to the fair value given its short-term nature.

​

5.4. Other receivables

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Current
Taxes		6,009,626		6,113,764
Receivables for PP&E sales	​	89,715	​	156,423
Shareholders and other related parties (Note 15)		2,919,431		3,792,429
Other receivables - Joint ventures and associates (Note 15)		6,469,863		6,104,219
Prepayments to suppliers		5,010,022		10,956,831
Reimbursements over exports		10,558		10,558
Prepaid expenses and other receivables		3,657,633		1,302,221
Miscellaneous		735,655		388,553
​		24,902,503		28,824,998
​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Non-current		​		​
Taxes		865,588		873,699
Reimbursements over exports		1,268,928		1,290,227
Loans receivables		230,000		230,000
Miscellaneous		29,423		152,315
​		2,393,939		2,546,241

​ F-14

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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

5.5. Inventories

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Seeds		9,293,210	​	1,542,159
Resale products		71,973,203	​	58,544,931
Manufactured products		19,604,930	​	25,881,761
Goods in transit		2,298,136	​	3,620,606
Supplies		18,709,303	​	24,893,187
Agricultural products		19,111,345	​	28,436,830
Allowance for obsolescence		(2,913,305)	​	(2,492,499)
​	​	138,076,822	​	140,426,975
​	​	​	​	​
Net of agricultural products		118,965,477		111,990,145

​

5.6. Biological assets

Changes in Biological assets:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	****	Soybean	**** ​	Corn	****	Wheat	****	Barley	****	Sunflower	****	Total
Beginning of the period	​	—	​	—	​	87,785	​	59,057	​	—	​	146,842
Initial recognition and changes in the fair value of biological assets at the point of harvest		—		—		276,511		134,402		—	****	410,913
Costs incurred during the period		374,456		177,601		—		—		31,301	****	583,358
Period ended September 30, 2023	****	374,456	****	177,601	****	364,296	****	193,459	****	31,301	****	1,141,113

​

​	​	​	​	​	​	​
​	****	Wheat	****	Barley	****	Total
Beginning of the period		44,413	​	12,900	​	57,313
Initial recognition and changes in the fair value of biological assets at the point of harvest		365,833		124,173		490,006
Costs incurred during the period		378,631		122,837		501,468
Exchange differences		(16,699)		(5,344)		(22,043)
Period ended September 30, 2022	****	772,178	****	254,566	****	1,026,744

​

5.7. Property, plant and equipment

Property, plant and equipment as of September 30, 2023 and June 30, 2023 included the following:

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Gross carrying amount		96,833,359		93,634,779
Accumulated depreciation		(26,902,650)		(25,780,944)
Net carrying amount		69,930,709		67,853,835

​ F-15

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

Net carrying amount for each class of assets is as follows:

​

​	​	​	​	​
​	​	Net carrying	​	Net carrying
​	​	amount	​	amount
Class	****	09/30/2023	****	06/30/2023
Office equipment	​	280,905	​	263,892
Vehicles	​	1,862,542	​	2,032,853
Equipment and computer software		167,741		174,399
Fixtures and fittings		2,676,861		2,862,949
Machinery and equipment		13,970,593		14,463,756
Land and buildings		35,640,076		36,144,792
Buildings in progress		15,331,991		11,911,194
Total		69,930,709		67,853,835

​

1.      Gross carrying amount as of September 30, 2023 is as follows:

​

​	​	​	​	​	​	​	​	​	​	​
​	​	Gross carrying amount
​	​	As of the	​	​	​	​	​	​	​	​
​	​	beginning	​	​	​	​	​	Foreign	​	As of the
​	​	of the	​	​	​	​	​	currency	​	end of the
Class	****	period	****	Additions	****	Disposals	****	translation	****	period
Office equipment	​	968,088	​	34,918	​	—	​	(2,764)	​	1,000,242
Vehicles	​	5,492,319	​	28,680	​	(45,062)	​	(1,498)	​	5,474,439
Equipment and computer software	​	974,509	​	30,188	​	—	​	(5,857)	​	998,840
Fixtures and fittings	​	7,663,899	​	—	​	—	​	(2,126)	​	7,661,773
Machinery and equipment		23,513,047	​	176,837		—		(91,465)		23,598,419
Land and buildings		43,111,723	​	—		—		(344,068)		42,767,655
Buildings in progress		11,911,194	​	3,678,037		—		(257,240)		15,331,991
Total		93,634,779	​	3,948,660		(45,062)		(705,018)		96,833,359

​

2.     Accumulated depreciation as of September 30, 2023 is as follows:

​

​	​	​	​	​	​	​	​	​	​	​
​	​	Depreciation
​	​	Accumulated	​	​	​	​	​	​	​	​
​	​	as of the	​	​	​	​	​	Foreign	​	Accumulated
​	​	beginning of	​	​	​	​	​	currency	​	as of the end
Class	****	the period	****	Disposals	****	Of the period	****	translation	****	of the period
Office equipment	​	704,196	​	—	​	17,004	​	(1,863)	​	719,337
Vehicles	​	3,459,466	​	(36,049)	​	188,532	​	(52)	​	3,611,897
Equipment and computer software	​	800,110	​	—	​	35,963	​	(4,974)	​	831,099
Fixtures and fittings	​	4,800,950	​	—	​	184,877	​	(915)	​	4,984,912
Machinery and equipment		9,049,291		—		595,729		(17,194)		9,627,826
Land and buildings		6,966,931		—		221,298		(60,650)		7,127,579
Total		25,780,944		(36,049)		1,243,403		(85,648)		26,902,650

​ F-16

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

3.     Gross carrying amount as of September 30, 2022 is as follows:

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Gross carrying amount
​	​	As of the	​	​	​	Additions	​	​	​	Foreign	​	As of the
​	​	beginning	​	​	​	from business	​	​	​	currency	​	end of the
Class	****	of the period	****	Additions	****	combination	****	Disposals	****	translation	****	period
Office equipment	​	908,004	​	—	​	—	​	—	​	(15,172)	​	892,832
Vehicles	​	5,261,979	​	226,051	​	—	​	(59,744)	​	(6,243)	​	5,422,043
Equipment and computer software	​	925,349	​	41,658	​	12,469	​	—	​	(6,667)	​	972,809
Fixtures and fittings	​	7,606,389	​	33,869	​	5,379	​	—	​	(5,539)	​	7,640,098
Machinery and equipment		13,017,830	​	107,717		7,047,496		—		(24,469)		20,148,574
Land and buildings		40,659,129	​	—		4,750,136		—		(313,148)		45,096,117
Buildings in progress		3,142,774	​	1,005,435		1,285,092		—		(17,941)		5,415,360
Total		71,521,454	​	1,414,730		13,100,572		(59,744)		(389,179)		85,587,833

​

4.      Accumulated depreciation as of September 30, 2022 is as follows:

​

​	​	​	​	​	​	​	​	​	​	​
​	​	Depreciation
​	​	Accumulated	​	​	​	​	​	​	​	​
​	​	as of the	​	​	​	​	​	Foreign	​	Accumulated
​	​	beginning of	​	​	​	Of the	​	currency	​	as of the end
Class	****	the period	****	Disposals	****	period	****	translation	****	of the period
Office equipment	​	638,466	​	—	​	17,053	​	(16,931)	​	638,588
Vehicles	​	2,596,905	​	(59,744)	​	226,899	​	(3,364)	​	2,760,696
Equipment and computer software	​	693,673	​	—	​	28,914	​	(476)	​	722,111
Fixtures and fittings		4,059,470	​	—	​	206,830	​	(23,814)	​	4,242,486
Machinery and equipment		7,205,870		—		679,201		(180,089)		7,704,982
Land and buildings		6,418,745		—		223,196		(695)		6,641,246
Total		21,613,129		(59,744)		1,382,093		(225,369)		22,710,109

​

The depreciation charge is included in Notes 6.3 and 6.4. The Group has no commitments to purchase property, plant and equipment items.

5.8. Intangible assets

Intangible assets as of September 30, 2023 and June 30, 2023 included the following:

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Gross carrying amount		204,300,750		202,306,618
Accumulated amortization		(31,266,214)		(28,522,662)
Net carrying amount		173,034,536		173,783,956

​ F-17

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

Net carrying amount of each class of intangible assets is as follows:

​

​	​	​	​	​
​	​	Net carrying	​	Net carrying
​	​	amount	​	amount
Class	****	09/30/2023	****	06/30/2023
Seed and integrated products		​	​	​
HB4 soy and breeding program		31,476,363		31,679,681
Integrated seed products		2,786,562		2,841,008
Crop nutrition		​	​	​
Microbiological products		50,506,239		49,508,801
Other intangible assets		​	​	​
Trademarks and patents		58,730,415		59,760,753
Software		1,609,367		1,987,690
Customer loyalty		22,925,590		23,006,023
RG/RS/OX Wheat	​	5,000,000	​	5,000,000
Total		173,034,536		173,783,956

​

1.      Gross carrying amount as of September 30, 2023 is as follows:

​

​	​	​	​	​	​	​	​	​
​	​	Gross carrying amount
​	​	As of the	​	​	​	Foreign	​	As of the
​	​	beginning of	​	​	​	currency	​	end of the
Class	****	the period	****	Additions	****	translation	****	period
Seed and integrated products	​	​	​	​	​	​	​	​
HB4 soy and breeding program	​	34,958,425	​	224,230	​	—	​	35,182,655
Integrated seed products	​	3,219,808	​	—	​	(8,178)	​	3,211,630
Crop nutrition	​	​	​	​	​	​	​	​
Microbiological products		55,645,028		1,723,274	​	(6,119)		57,362,183
Other intangible assets		​	​	​	​	​	​	​
Trademarks and patents		67,653,234		62,543	​	—		67,715,777
Software		5,582,411		1,943	​	(3,561)		5,580,793
Customer loyalty		30,247,712		—	​	—		30,247,712
RG/RS/OX Wheat	​	5,000,000	​	—	​	—	​	5,000,000
Total		202,306,618		2,011,990	​	(17,858)		204,300,750

​ F-18

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

2.      Accumulated amortization as of September 30, 2023 is as follows:

​

​	​	​	​	​	​	​	​	​
​	​	Amortization
​	​	Accumulated	​	​	​	Foreign	​	Accumulated as
​	​	as of beginning	​	​	​	currency	​	of the end of the
Class	****	of the period	****	Of the period	****	translation	****	period
Seed and integrated products	​		​		​		​
HB4 soy and breeding program	​	3,278,744	​	427,548	​	—	​	3,706,292
Integrated seed products	​	378,800	​	47,229	​	(961)	​	425,068
Crop nutrition	​	​	​	​	​	​	​	​
Microbiological products	​	6,136,227	​	719,717	​	—	​	6,855,944
Other intangible assets	​	​	​	​	​	​	​	​
Trademarks and patents	​	7,892,481	​	1,092,881	​	—	​	8,985,362
Software		3,594,721		379,398	​	(2,693)		3,971,426
Customer loyalty		7,241,689		80,433	​	—		7,322,122
Total		28,522,662		2,747,206	​	(3,654)		31,266,214

​

3.      Gross carrying amount as of September 30, 2022 is as follows:

​

​	​	​	​	​	​	​	​	​	​	​
​	​	Gross carrying amount
​	​	As of the	​	​	​	Additions from	​	​	​	​
​	​	beginning	​	​	​	business	​	Foreign currency	​	As of the end of
Class	****	of the period	****	Additions	****	combination	****	translation	****	the period
Seed and integrated products		​			​	​	​
HB4 soy and breeding program		31,371,088	​	361,006	​	—	​	—	​	31,732,094
Integrated seed products	​	3,181,155	​	—	​	—	​	—	​	3,181,155
Crop nutrition		​		​	​	​	​	​		​
Microbiological products		8,855,421	​	2,880,002	​	39,613,280	​	(3,945)	​	51,344,758
Other intangible assets		​		​	​	​	​	​		​
Trademarks and patents		12,183,045		3,679	​	55,420,441	​	—		67,607,165
Software		5,176,373		206,184	​	—	​	(1,652)		5,380,905
Customer loyalty		28,462,475	​	—	​	1,785,237	​	—	​	30,247,712
RG/RS/OX Wheat	​	5,000,000	​	—	​	—	​	—	​	5,000,000
Total		94,229,557		3,450,871	​	96,818,958	​	(5,597)		194,493,789

​ F-19

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

4.     Accumulated amortization as of September 30, 2022 is as follows:

​

​	​	​	​	​	​	​	​	​
​	​	Amortization
​	​	Accumulated as	​	****	​	Foreign	​	Accumulated
​	​	of beginning of	​	​	​	currency	​	as of the end
Class	****	the period	****	Of the period	****	translation	****	of the period
Seed and integrated products	​	​	​	​	​	​	​	​
HB4 soy and breeding program		1,568,554		396,701	​	—		1,965,255
Integrated seed products		43,997	​	13,019	​	—	​	57,016
Crop nutrition		​	​	​	​	​	​	​
Microbiological products		3,063,073	​	1,057,149	​	—	​	4,120,222
Other intangible assets		​		​	​	​		​
Trademarks and patents		3,916,004		542,868	​	—		4,458,872
Software		3,008,388		141,044	​	(1,221)		3,148,211
Customer loyalty	​	5,924,672	​	326,051	​	—	​	6,250,723
Total	​	17,524,688	​	2,476,832	​	(1,221)	​	20,000,299

​

The amortization charge is included in Notes 6.3 and 6.4.

5.9. Goodwill

​

​	​	​	​	​
​		09/30/2023		06/30/2023
​	​	​	​	​
Rizobacter Argentina S.A.		28,080,271		28,080,271
Bioceres Crops S.A.	​	7,523,322	​	7,523,322
Pro farm Group, Inc.		76,089,749		76,089,749
Insumos Agroquímicos S.A.	​	470,090	​	470,090
​		112,163,432		112,163,432

​

There were no indicators of goodwill impairment.

​

5.10. Investment properties

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
​	​	​	​	​
Investment properties		3,675,493		3,589,749
​		3,675,493		3,589,749

​

5.11. Trade and other payables

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
​	​	​	​	​
Trade creditors		106,222,415		104,211,238
Shareholders and other related parties (Note 15)		27,708		35,292
Trade creditors - Parent company (Note 15)		270,645		644,191
Trade creditors - Joint ventures and associates (Note 15)		47,282,380		41,402,594
Taxes		5,138,674		3,561,058
Miscellaneous		183,536		953,301
​		159,125,358		150,807,674

​ F-20

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

5.12. Borrowings

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Current	​	​	​	​
Bank borrowings		60,473,023		61,303,952
Corporate bonds		29,745,450		35,547,510
Trust debt securities	​	6,936,758	​	7,296,506
Net loans payables- Parents companies and related parties to Parent (Note 15)		3,565,754		3,491,691
​		100,720,985		107,639,659
Non-current		​		​
Bank borrowings		7,586,944		10,663,266
Corporate bonds		41,202,548		50,007,680
​	​	48,789,492	​	60,670,946

​

The carrying value of some borrowings as of September 30, 2023 are measured at amortized cost differ from their fair value. The following fair values measured are based on discounted cash flows (Level 3) due to the use of unobservable inputs, including own credit risk.

​

​	​	​	​	​	​	​	​	​
​	​	09/30/2023			​	06/30/2023
​	****	Amortized cost	****	Fair value	****	Amortized cost	****	Fair value
Current	​	​	​	​	​	​	​	​
Bank borrowings		60,473,023		57,553,255		61,303,952		57,209,155
Corporate Bonds		29,745,450		29,389,136		35,547,510		34,725,828
​	​	​	​	​	​	​	​	​
Non-current	****	​		​	****	​		​
Bank borrowings		7,586,944		5,620,759		10,663,266		10,374,646
Corporate Bonds		41,202,548		39,984,876		50,007,680		47,014,542

​

5.13. Secured Notes

Secured Guaranteed Notes

The carrying value of $25.9 million of the Secured Guaranteed Notes as of September 30, 2023 are measured  at amortized cost. Its fair value based on discounted cash flows, using a fair interest rate, would amount to $26.1 million.

Secured Convertible Guaranteed Notes

The carrying value of $51.0 million of the Secured Convertible Guaranteed Notes as of September 30, 2023 are measured at amortized cost. Its fair value based on discounted cash flows, using a fair interest rate, would amount to $53.3 million.

Under the terms of the Secured Convertible Guaranteed Notes, the Group is in compliance with covenants.

5.14. Employee benefits and social security

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Salaries, accrued incentives, vacations and social security		9,685,549		9,388,639
Key management personnel (Note 15)	​	333,616	​	218,068
​	​	10,019,165	​	9,606,707

​ F-21

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

5.15. Deferred revenue and advances from customers

​

​	​	​	​	​
​		09/30/2023	****	06/30/2023
Current
Advances from customers		17,019,407		9,216,032
Deferred revenue		15,752,495		15,659,630
​		32,771,902		24,875,662
Non-current		​		​
Advances from customers	​	272,334	​	620,893
Deferred revenue		1,930,040		1,436,912
​		2,202,374		2,057,805

​

​

6.    INFORMATION ABOUT COMPONENTS OF CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

6.1. Revenue from contracts with customers

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Sale of goods and services		115,628,792		126,113,636
Royalties		554,013		729,612
​		116,182,805		126,843,248

​

Transactions of sales of goods and services with joint ventures and with shareholders and other related parties are reported in Note 15.

6.2.  Cost of sales

​

​	​	​	​	​
Item		09/30/2023	****	09/30/2022
Inventories as of the beginning of the period		111,990,145		78,759,610
Business combination		—		11,064,908
Purchases of the period		71,694,655		79,325,509
Production costs		7,123,255		8,440,830
Foreign currency translation		(226,797)		(236,263)
Subtotal		190,581,258		177,354,594
Inventories as of the end of the period (*)		(118,965,477)		(101,678,716)
Cost of sales	​	71,615,781	​	75,675,878

(*)Net of agricultural products.

​ F-22

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

6.3.  R&D classified by nature

​

​	​	​	​	​
​	****	Research and	****	Research and
​	​	development	​	development
​	****	expenses	****	expenses
Item	****	09/30/2023		09/30/2022
Amortization of intangible assets		1,164,940		1,511,118
Analysis and storage	​	—	​	11,568
Import and export expenses		—		850
Depreciation of property, plant and equipment		157,808		142,373
Freight and haulage	​	3,917	​	5,300
Employee benefits and social securities		1,307,126		861,312
Maintenance		206,778		217,066
Energy and fuel		3,628		79,121
Supplies and materials		847,382		559,044
Mobility and travel		13,771		108,694
Share-based incentives		188,250		6,975
Professional fees and outsourced services		491,787		293,776
Office supplies		170,375		21,454
Information technology expenses	​	4,375	​	11,996
Insurance		21,049		10,537
Depreciation of leased assets	​	—	​	10,650
Miscellaneous		55		180
Total		4,581,241		3,852,014

​

​	​	​	​	​
​	****	09/30/2023		09/30/2022
R&D capitalized (Note 5.8)		1,947,504		3,241,008
R&D profit and loss		4,581,241		3,852,014
Total		6,528,745		7,093,022

​ F-23

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

6.4.  Expenses classified by nature and function

​

​	​	​	​	​	​	​
​	****	​	****	Selling,	****	​
​	****	​	​	general and	​	​
​	​	Production	​	administrative	​	Total
Item	​	costs	​	expenses	​	09/30/2023
Amortization of intangible assets		30,478	​	1,551,788	​	1,582,266
Analysis and storage		570	​	153,473	​	154,043
Commissions and royalties		134,592	​	794,058	​	928,650
Import and export expenses		67,228	​	120,345	​	187,573
Depreciation of property, plant and equipment		643,006	​	442,589	​	1,085,595
Depreciation of leased assets	​	339,378	​	497,821	​	837,199
Impairment of receivables		—	​	352,920	​	352,920
Freight and haulage		643,877	​	2,989,094	​	3,632,971
Employee benefits and social securities		2,806,939	​	10,238,931	​	13,045,870
Maintenance		422,757	​	568,155	​	990,912
Energy and fuel		163,122	​	16,397	​	179,519
Supplies and materials		260,043	​	831,454	​	1,091,497
Mobility and travel		33,407	​	1,348,563	​	1,381,970
Publicity and advertising		—	​	1,161,498	​	1,161,498
Contingencies		—	​	27,109	​	27,109
Share-based incentives	​	275,432	​	5,729,986	​	6,005,418
Professional fees and outsourced services		509,450	​	1,575,982	​	2,085,432
Office supplies and registrations fees		149,888	​	370,770	​	520,658
Insurance		27,024	​	473,850	​	500,874
Information technology expenses		18,361	​	743,163	​	761,524
Obsolescence		505,285	​	—	​	505,285
Taxes		70,819	​	3,766,419	​	3,837,238
Miscellaneous		21,599	​	178,483	​	200,082
Total		7,123,255	​	33,932,848	​	41,056,103

​ F-24

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

​	​	​	​	​	​	​
​	****	​	****	Selling,	****	​
​	****	​	​	general and	​	​
​	​	Production	​	administrative	​	Total
Item	​	costs	​	expenses	​	09/30/2022
Amortization of intangible assets		43,456	​	922,258	​	965,714
Analysis and storage		5,425	​	113,265	​	118,690
Commissions and royalties		118,960	​	623,459	​	742,419
Import and export expenses		98,186	​	256,070	​	354,256
Depreciation of property, plant and equipment		746,609	​	493,111	​	1,239,720
Depreciation of leased assets	​	395,972	​	269,805	​	665,777
Impairment of receivables		—	​	156,053	​	156,053
Freight and haulage		241,533	​	3,474,028	​	3,715,561
Employee benefits and social securities		3,994,761	​	10,041,033	​	14,035,794
Maintenance		462,743	​	980,742	​	1,443,485
Energy and fuel		500,359	​	58,400	​	558,759
Supplies and materials		339,843	​	491,811	​	831,654
Mobility and travel		20,940	​	994,919	​	1,015,859
Publicity and advertising		—	​	1,888,497	​	1,888,497
Contingencies		—	​	2,448	​	2,448
Share-based incentives	​	100,206	​	120,170	​	220,376
Professional fees and outsourced services		674,014	​	4,610,610	​	5,284,624
Office supplies and registrations fees		32,546	​	289,467	​	322,013
Insurance		28,430	​	760,276	​	788,706
Information technology expenses		13,243	​	993,378	​	1,006,621
Obsolescence		539,382	​	79,107	​	618,489
Taxes		45,049	​	4,130,539	​	4,175,588
Miscellaneous		39,173	​	155,465	​	194,638
Total		8,440,830	​	31,904,911	​	40,345,741

​

6.5.  Other income or expenses, net

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Net result from commercialization of agricultural products		(1,316,393)		6,327
Expenses recovery		87,053		126,061
Other income or expenses, net		(2,295)		345,653
​		(1,231,635)		478,041

​ F-25

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

6.6. Finance results

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Financial costs	​	​	​	​
Interest expenses with the Parents (Note 15)		(97,063)		(149,734)
Interest expenses		(6,935,241)		(5,569,576)
Financial commissions		(629,553)		(1,060,537)
​		(7,661,857)		(6,779,847)
​	​	​	​	​
Other financial results		​	​	​
Exchange differences generated by assets		(9,685,066)		(833,428)
Exchange differences generated by liabilities	​	10,335,537	​	6,322
Changes in fair value of financial assets or liabilities and other financial results	​	(151,646)	​	(569,032)
Net gain of inflation effect on monetary items	​	(380,960)	​	107,832
​	​	117,865	​	(1,288,306)

​

​

7.    TAXATION

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Current tax expense		(6,457,134)		(6,020,201)
Deferred tax		6,028,094		1,007,558
Total	​	(429,040)	​	(5,012,643)

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Beginning of the period deferred tax		(28,472,383)		(24,994,569)
Additions for business combination	​	—	​	(16,704,770)
Charge for the period		6,028,094		1,007,558
Conversion difference	​	(3,718,889)	​	(261,014)
Total net deferred tax		(26,163,178)		(40,952,795)

​

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:

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Earning before income tax-rate		(2,249,424)	****	8,924,643
Income tax expense by applying tax rate in force in the respective countries		(1,721,853)		(5,739,069)
Share of profit or loss of subsidiaries, joint ventures and associates		530,177		313,280
Stock options charge		(1,226,796)		(57,818)
Non-deductible expenses		(383,074)		(805,883)
Unrecognized deferred tax	​	—	​	(895,896)
Tax inflation adjustment	​	4,826,023	​	1,822,594
Result of inflation effect on monetary items and other finance results	​	(2,352,623)	​	213,857
Others		(100,894)		136,292
Income tax expenses	****	(429,040)	****	(5,012,643)

​

​

​

​ F-26

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

8. EARNING PER SHARE

The numerators and denominators used in the calculation of basic EPS and diluted EPS are presented below:

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Numerator		​	​	​
(Loss) profit for the period (basic EPS)		(4,591,634)	​	498,297
(Loss) profit for the period (diluted EPS)		(4,591,634)	​	498,297
Denominator		​	​	​
Weighted average number of shares (basic EPS)		62,846,690	​	60,537,110
Weighted average number of shares (diluted EPS)		62,846,690	​	61,736,679
​	​	​	​	​
Basic (loss) profit attributable to ordinary equity holders of the parent	​	(0.0731)	​	0.0082
Diluted (loss) profit attributable to ordinary equity holders of the parent		(0.0731)	​	0.0081

​

For the three-month period ended September 30, 2023 diluted EPS was equal to basic EPS as the effect of potential ordinary shares would be antidilutive.

For the three-month period ended September 30, 2022, diluted earnings per share was calculated by adjusting the weighted average number of shares outstanding to assume conversion of all dilutive potential shares. The Group had two categories of dilutive potential shares, share-based incentives and the convertible notes.

The stock options were included in the diluted EPS calculation for the period ended September 30, 2022 only for the tranches in which the average market price of ordinary shares during the periods was higher than the assumed proceeds per option.

Convertible notes outstanding were not included in the diluted EPS calculations for the period ended September 30, 2022 because the interest (net of tax and other changes in income or expense) per ordinary share obtainable on conversion exceeds basic earnings per share.

​

9. EQUITY INFORMATION

Capital issued

As of September 30, 2023, we had (i) 100,000,000 ordinary shares ($0.0001 par value) authorized, (ii) 62,849,997 ordinary shares issued and outstanding, (iii) 1,000,000 preferred shares ($0.0001 par value) authorized, (iv) no preferred shares issued and outstanding, (v) 3,951,917 ordinary shares reserved for our equity compensation plans. Of the total issued shares, we have repurchased 2,231,761 shares of our own.

Holders of the ordinary shares are entitled to one vote for each ordinary share.

​ F-27

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

10. CASH FLOW INFORMATION

Significant non-cash transactions related to investing and financing activities are as follows:

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Investment activities	​	​	​	​
Net assets acquisition by business combination	​	—	​	150,510,313
Investment in-kind in other related parties (Note 15)	​	—	​	550,183
Capitalization of interest on buildings in progress	​	36,589	​	—
​	​	36,589	​	151,060,496
​	​	​	​	​
​	​	09/30/2023	****	09/30/2022
Financing activities
Capitalization of convertible notes (Note 5.13)	​	—	​	12,211,638
Purchase of own shares	​	—	​	(23,915,029)
​		—	****	(11,703,391)

​

​

11.   JOINT VENTURES AND ASSOCIATES

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Assets
Synertech Industrias S.A.		37,550,684		36,026,710
Alfalfa Technologies S.R.L.		36,502		36,502
Moolec Science S.A.		3,233,598		3,233,598
​		40,820,784		39,296,810

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Liabilities
Trigall Genetics S.A.	****	638,126	****	622,823
​		638,126		622,823

​

Changes in joint ventures investments and affiliates:

​

​	​	​	​	​
​	****	09/30/2023		09/30/2022
As of the beginning of the period		38,673,987		37,836,144
Foreign currency translation		—		100,868
Share of profit or loss		1,508,671		842,240
As of the end of the period		40,182,658		38,779,252

​

Share of profit or loss of joint ventures and affiliates:

​

​	​	​	​	​
​	****	09/30/2023	****	09/30/2022
Trigall Genetics S.A.		(15,303)		(132,117)
Synertech Industrias S.A.	​	1,523,974	​	974,357
​	​	1,508,671	​	842,240

​

​

​

​ F-28

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

12. SEGMENT INFORMATION

The tables present information with respect to the Group´s reporting segments:

​

​	​	​	​	​	​	​	​	​	​
​	****	Seed and	****	​	****	​	****	​	****
​	****	integrated	****	Crop	****	Crop	​	​	​
Period ended September 30, 2023	****	products	​	protection	​	nutrition	​	Consolidated	​
Revenues from contracts with customers	​	​	​	​	​	​	​	​	​
Sale of goods and services		21,677,053		55,754,360		38,197,379		115,628,792	​
Royalties		554,013		—		—		554,013	​
Others	​	​	​	​	​	​	​	​	​
Initial recognition and changes in the fair value of biological assets at the point of harvest		87,844		172,118		150,951		410,913	​
Total		22,318,910		55,926,478		38,348,330		116,593,718	​
​	​	​	​	​	​	​	​	​	​
Cost of sales	****	(14,110,381)		(36,183,792)		(21,321,608)		(71,615,781)	​
Gross profit per segment		8,208,529	​	19,742,686		17,026,722		44,977,937	​
% Gross margin	​	37	%	35	%	44	%	39	%

​

​	​	​	​	​	​	​	​	​	​
​	****	Seed and	****	​	****	​	****	​	****
​	****	integrated	****	Crop	****	Crop	​	​	​
Period ended September 30, 2022	****	products	​	protection	​	nutrition	​	Consolidated	​
Revenues from contracts with customers	​	​	​	​	​	​	​	​	​
Sale of goods and services		13,073,640		62,986,173		50,053,823		126,113,636	​
Royalties		729,612		—		—		729,612	​
Others		​	​	​	​	​	​	​	​
Initial recognition and changes in the fair value of biological assets at the point of harvest	​	51,451		89,573		348,982		490,006	​
Total		13,854,703		63,075,746		50,402,805		127,333,254	​
​	​	​	​	​	​	​	​	​	​
Cost of sales		(5,539,489)		(45,035,250)		(25,101,139)		(75,675,878)	​
Gross profit per segment		8,315,214		18,040,496		25,301,666		51,657,376	​
% Gross margin	​	60	%	29	%	50	%	41	%

​

​

​

​

As of the current period, changes in the net realizable value of agricultural products after harvest have been excluded from segment information since those results depend on market fluctuations which are beyond the Group’s operating control. The company has recast the comparative amounts.

​ F-29

Table of Contents

​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

13.   FINANCIAL INSTRUMENTS – RISK MANAGEMENT

Financial instruments by category

The following tables show additional information required under IFRS 7 on the financial assets and liabilities recorded as of September 30, 2023, and June 30, 2023.

​

Financial assets by category

​

​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	Mandatorily measured at fair
​	​	Amortized cost			​	value through profit or loss
Financial asset	****	09/30/2023	****	06/30/2023	****	09/30/2023	****	06/30/2023
Cash and cash equivalents		25,954,730		48,129,194		2,419,194		—
Other financial assets		502,910		657,612		14,628,202		11,922,317
Trade receivables		186,276,319		158,006,474		—		—
Other receivables (*)		11,753,573		12,124,724		—		—
Total	****	224,487,532	****	218,918,004	****	17,047,396	****	11,922,317
(*)	Advances expenses and tax balances are not included.
---	---

Financial liabilities by category

​

​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	Mandatorily measured at fair
​	​	Amortized cost			​	value through profit or loss
Financial liability	****	09/30/2023	****	06/30/2023	****	09/30/2023	****	06/30/2023
Trade and other payables		152,753,083		142,582,166		6,372,275		8,225,508
Borrowings		149,510,477	​	168,310,605		—		—
Secured notes	​	76,911,874	​	75,213,146	​	—	​	—
Lease liability	​	13,552,751	​	13,889,223	​	—	​	—
Consideration for acquisition of assets		6,742,570		4,993,256		—		—
Total	****	399,470,755	****	404,988,396	****	6,372,275	****	8,225,508

​ F-30

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

Financial instruments measured at fair value

​

​	​	​	​	​	​	​
Measurement at fair value at 09/30/2023	****	Level 1	****	Level 2	****	Level 3
​	​	​	​	​	​	​
Financial assets at fair value	​	​	​	​	​	​
US Treasury bills	​	9,719,486	​	—	​	—
Mutual funds	​	3,236,702	​	—	​	—
Other investments		1,672,014		—		—
Financial liability at fair value	****	​	****	​	****	​
Trade and other payables	​	—	​	6,372,275	​	—
​	​	​	​	​	​	​
Measurement at fair value at 06/30/2023	****	Level 1	****	Level 2	****	Level 3
​	​	​	​	​	​	​
Financial assets at fair value	​	​	​	​	​	​
US Treasury bills	​	9,163,298	​	—	​	—
Mutual funds	​	1,596,539	​	—	​	—
Other investments	​	1,162,480	​	—	​	—
Financial liability at fair value	​	​	​	​	​	​
Trade and other payables	​	—	​	8,225,508	​	—

​

Estimation of fair value

The fair value of marketable securities, mutual funds and US Treasury Bills is calculated using the market approach using quoted prices in active markets for identical assets. The quoted marked price used for financial assets held by the Group is the current bid price. These instruments are included in level 1.

The Group’s financial liabilities, which were not traded in an active market, were determined using valuation techniques that maximize the use of available market information, and thus rely as little as possible on specific estimates of the entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instruments are included in level 2.

If one or more of the significant inputs is not based on observable market data, the instruments are included in level 3.

The Group’s policy is to recognize transfers between different categories of the fair value hierarchy at the time they occur or when there are changes in the circumstances that cause the transfer. There were no transfers between levels of the fair value hierarchy. There were no changes in economic or business circumstances affecting fair value.

Financial instruments not measured at fair value

The financial instruments not measured at fair value include cash and cash equivalents, trade accounts receivable, other accounts receivable, trade payables and other debts, borrowings, financed payments and convertible notes.

The carrying value of financial instruments not measured at fair value does not differ significantly from their fair value, except for borrowings (Note 5.12).

Management estimates that the carrying value of the financial instruments measured at amortized cost approximates their fair value. F-31

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

Currency risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rate. Currency on foreign exchange risk arises when the Group enters into transactions denominated in a currency other than its functional currency.

The table below sets forth our net exposure to currency risk as of September 30, 2023:

​

​	​
Net foreign currency position	09/30/2023
Amount expressed in US	(5,353,860)

All values are in US Dollars.

​

Considering only this net currency exposure as of September 30, 2023 if an US Dollar revaluation or depreciation in relation to other foreign currencies with the remaining variables remaining constant, would have a positive or a negative impact on comprehensive income as a result of foreign exchange gains or losses. We estimate that a devaluation or an appreciation of the US Dollar other currencies of 10% during the period ended September 30, 2023 would have resulted in a net pre-tax loss or gain of approximately $0.5 million.

​

14. LEASES

​

​	​	​	​	​
Right-of-use leased asset	****	09/30/2023	****	06/30/2023
Book value at the beginning of the period/year		21,163,192		15,828,032
Additions of the period/year		1,072,418		3,154,950
Additions from business combination	​	—	​	3,005,000
Disposals	​	(461,631)	​	(1,839,921)
Exchange differences	​	(513,269)	​	1,015,131
Book value at the end of the period/year	****	21,260,710	****	21,163,192
​	​	​	​	​
Depreciation		09/30/2023	****	06/30/2023
Book value at the beginning of the period/year	​	7,226,617	​	3,684,006
Depreciation of the period/year	​	837,199	​	3,565,894
Disposals		(274,431)		(171,870)
Exchange differences		(47,874)		148,587
Accumulated depreciation at the end of the period/year	****	7,741,511	****	7,226,617
Total	****	13,519,199	****	13,936,575

​

​	​	​	​	​
Lease liability	****	09/30/2023	****	06/30/2023
Book value at the beginning of the period/year		13,889,223		11,751,284
Additions of the period/year		1,072,418		3,154,950
Additions from business combination	​	—	​	3,245,000
Interest expenses, exchange differences and inflation effects		(238,851)		(406,494)
Payments of the period/year		(1,170,039)		(3,855,517)
Total	****	13,552,751	****	13,889,223

​ F-32

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

​	​	​	​	​
Lease Liabilities		09/30/2023		06/30/2023
Non-current		9,225,862		10,030,524
Current		4,326,889		3,858,699
Total	****	13,552,751	****	13,889,223

​

The recognized right-of-use assets relate to the following types of assets:

​

​	​	​	​	​
​	****	09/30/2023	****	06/30/2023
Machinery and equipment		3,655,741		3,655,741
Vehicles		1,433,616		1,475,581
Equipment and computer software		1,011,490		903,306
Land and buildings		15,159,863		15,128,564
​	****	21,260,710	****	21,163,192

​

The incremental borrowing rate used was 2.13 %.

15. SHAREHOLDERS AND OTHER RELAED PARTIES BALANCES AND TRANSACTIONS

During the period ended September 30, 2023, and 2022, the transactions between the Group and related parties, and the related balances owed by and to them, are as follows:

​

​	​	​	​	​	​	​
​	​	​	​	Value of transactions for the period ended
Party	****	Transaction type	****	09/30/2023	****	09/30/2022
Joint ventures and associates		Sales and services		6,801,117		17,083,027
Joint ventures and associates		Purchases of goods and services		(20,691,171)		(25,314,814)
Key management personnel		Salaries, social security benefits and other benefits		(6,702,803)		(648,494)
Shareholders and other related parties		Sales of goods and services		1,590,568		261,418
Shareholders and other related parties	​	Purchases of goods and services	​	(196,051)	​	(239,772)
Shareholders and other related parties	​	In-kind contributions	​	—	​	550,183
Shareholders and other related parties	​	Net loans granted/(cancelled)	​	—	​	(1,609)
Shareholders and other related parties	​	Interest expenses	​	(23,000)	​	—
Parent company and related parties to Parent (Note 6.6)		Interest expenses		(97,063)		(149,734)
Total		​		(19,318,403)		(8,459,795)

​

​	​	​	​	​	​	​
​	​	​	​	Amounts receivable from related parties
Party	****	Transaction type	****	09/30/2023	****	06/30/2023
Shareholders and other related parties		Other receivables		1,368,373		—
Shareholders and other related parties		Other receivables		2,919,431		3,792,429
Joint ventures and associates		Trade debtors		781,451		865,627
Joint ventures and associates		Other receivables		6,699,863		6,334,219
Total		​	​	11,769,118		10,992,275

​ F-33

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​

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US$, except otherwise indicated)

​

​

​	​	​	​	​	​	​
​	​	​	​	Amounts payable to related parties
Party	****	Transaction type	****	09/30/2023	****	06/30/2022
Parent company and related parties to Parent	​	Trade creditors	​	(270,645)	​	(644,191)
Parent company and related parties to Parent	​	Net loans payables	​	(3,565,754)	​	(3,491,691)
Key management personnel		Salaries, social security benefits and other benefits		(333,616)		(218,068)
Shareholders and other related parties		Trade and other payables		(27,708)		(35,292)
Joint ventures and associates		Trade creditors		(47,282,380)		(41,402,594)
Total	​	​		(51,480,103)		(45,791,836)

​

​

16.   KEY MANAGEMENT PERSONNEL COMPENSATION

The compensation of directors and other members of key management personnel, including social contributions and other benefits, were as follows for the period ended September 30, 2023, and 2022.

​

​	​	​	​	​
​		09/30/2023		09/30/2022
​	​	​	​	​
Salaries, social security and other benefits		509,135		421,143
Share-based incentives	​	6,193,668	​	227,351
Total	****	6,702,803	****	648,494

​

​

17.   SHARE-BASED PAYMENT

Pursuant to the 2023 Omnibus Equity Incentive Plan approved on May 12, 2023, in August 2023 the Board has granted the following stock options plan to certain directors, executives and management of the Group.

-	Past Share Option plan: immediately vested options with a strike price between $11.93 and $13.24.
-	Base Share Option plan: to vest and become exercisable in equal installments on June 30, 2023, June 30, 2024, and June 30, 2025, with a strike price of $10.47.
---	---
-	Performance Share Option plan: to vest and become exercisable if the Company’s fiscal year 2025 EBITDA reaches at least US$120 million, at 0% of the award, and linearly thereafter up to 100% of the awarded options when reaching at least US$150 million. This option has also a strike price of $10.47.
---	---

The fair value of the stock options at the grant date was estimated using the “Black-Scholes” model considering the terms and conditions under which the stock options were granted and adjusted to consider the possible dilutive effect of the future exercise of options. As of September 30, 2023, the expenses associated with share-based incentive plans are included in results within “Share-based incentives” along with the associated increase in net worth.

​

18. CONTINGENCIES, COMMITMENTS AND RESTRICTIONS ON THE DISTRIBUTION OF PROFITS

There were no other significant changes to the contingencies, commitments and restrictions on the distribution of profits from the disclosure made in the Consolidated financial statement as of June 30, 2023.

​

19. EVENTS OCCURRING AFTER THE REPORTING PERIOD

Subsequent to September 30, 2023, there have been no other situations or circumstances that may require significant adjustments or further disclosure in these consolidated financial statements that were not mentioned above.

​

​ F-34