Cresud Inc 6-K, filed Mar 26, 2020
Cresud Inc (CRESY)
About this 6-K
Cresud Inc filed this 6-K on March 26, 2020.
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Financial Statements as of December 31, 2019 and for the six-month period ended as of that date, presented comparatively.
Legal information
| Denomination: Cresud Sociedad<br>Anónima, Comercial, Inmobiliaria, Financiera y<br>Agropecuaria | ||
|---|---|---|
| Fiscal year N°: 87,<br>beginning on July 1, 2019 | ||
| Legal address: Moreno 877, 23rd<br>floor – Autonomous City of Buenos Aires,<br>Argentina | ||
| Company activity: Real estate,<br>agricultural, commercial and financial<br>activities | ||
| Date of registration of the by-laws in the Public Registry of<br>Commerce: February 19,<br>1937 | ||
| Date of registration of last amendment of the by-laws in the Public<br>Registry of Commerce: October<br>31, 2014 and its reinstatement on November 14,<br>2014 | ||
| Expiration of Company charter: June 6, 2082 | ||
| Registration number with the Supervisory Board of Companies:<br>26, folio 2, book 45, Stock<br>Companies | ||
| Stock: 501,642,804 common<br>shares | ||
| Common stock subscribed, issued and paid up nominal value (millions<br>of Ps.): 502 | ||
| Parent Companies: Inversiones<br>Financieras del Sur S.A. and Agroinvestment<br>S.A. | ||
| Legal addresses: Road 8, km<br>17,500, Zonamérica Building 1, store 106, Montevideo, Uruguay<br>(IFISA) - Cambara 1620, 2nd floor, office 202, Carrasco, 11000<br>Montevideo, Uruguay (Agroinvesment S.A.) | ||
| Parent companies' activity:<br>Investment | ||
| Direct ownership interest:<br>186,453,604 shares | ||
| Voting stock (direct and indirect equity interest):<br>37.34% (*) | ||
| Type of stock | CAPITAL STATUS | |
| Authorized to be offered publicly (Shares) | Subscribed, Issued and Paid-in (millions of Ps.) | |
| Ordinary certified shares of Ps. 1 face value and 1 vote<br>each | 501,642,804 (**) | 502 |
| (*) For computation purposes, treasury shares have been<br>subtracted. | ||
| (**) Company not included in the Optional Statutory System of<br>Public Offer of Compulsory Acquisition. |
Index
| Glossary of terms | 1 |
|---|---|
| Unaudited Condensed Interim Consolidated Statements of Financial<br>Position | 2 |
| Unaudited Condensed Interim Consolidated Statements of Income and<br>Other Comprehensive Income | 3 |
| Unaudited Condensed Interim Consolidated Statements of Changes in<br>Shareholders' Equity | 4 |
| Unaudited Condensed Interim Consolidated Statements of Cash<br>Flows | 6 |
| Notes to the Unaudited Condensed Interim Consolidated Financial<br>Statements: | |
| Note<br>1 - The Group's business and general information | 7 |
| Note<br>2 - Summary of significant accounting policies | 8 |
| Note<br>3 - Seasonal effects on operations | 10 |
| Note<br>4 - Acquisitions and disposals | 11 |
| Note<br>5 - Financial risk management and fair value estimates | 14 |
| Note<br>6 - Segment information | 14 |
| Note<br>7 - Investments in associates and joint ventures | 19 |
| Note<br>8 - Investment properties | 20 |
| Note<br>9 - Property, plant and equipment | 20 |
| Note<br>10 - Trading properties | 21 |
| Note<br>11 - Intangible assets | 21 |
| Note<br>12 - Right-of-use assets | 21 |
| Note<br>13 - Biological assets | 22 |
| Note<br>14 - Inventories | 22 |
| Note<br>15 - Financial instruments by category | 23 |
| Note<br>16 - Trade and other receivables | 25 |
| Note<br>17 - Cash flow information | 26 |
| Note<br>18 - Trade and other payables | 27 |
| Note<br>19 - Equity | 27 |
| Note<br>20 - Provisions | 28 |
| Note<br>21 - Borrowings | 28 |
| Note<br>22 - Taxation | 29 |
| Note<br>23 - Revenues | 30 |
| Note<br>24 - Costs | 30 |
| Note<br>25 - Expenses by nature | 30 |
| Note<br>26 - Other operating results, net | 31 |
| Note<br>27 - Financial results, net | 31 |
| Note<br>28 - Related parties transactions | 31 |
| Note<br>29 - CNV General Resolution N° 622 | 33 |
| Note<br>30 - Cost of sales and services provided | 33 |
| Note<br>31 - Foreign currency assets and liabilities | 34 |
| Note<br>32 - Groups of assets and liabilities held for sale | 34 |
| Note<br>33 - Result from discontinued operations | 35 |
| Note<br>34 - Other subsequent events of the period | 35 |
| Note<br>35 - Subsequent Events | 37 |
Glossary of terms
The following are not technical definitions but help the reader to understand certain terms used in the wording of the notes to the Group’s Financial Statements.
| Terms | Definitions |
|---|---|
| BACS | Banco de Crédito y Securitización S.A. |
| BCRA | Central Bank of the Argentine Republic |
| BHSA | Banco Hipotecario S.A. |
| Brasilagro | Brasilagro-Companhia Brasileira de Propriedades<br>Agrícolas |
| CAMSA | Consultores Assets Management S.A. |
| Clal | Clal Holdings Insurance Enterprises Ltd. |
| CNV | National Securities Commission |
| Condor | Condor Hospitality Trust Inc. |
| Cresud, “the Company”, “us” | Cresud S.A.C.I.F. y A. |
| DFL | Dolphin Fund Ltd. |
| DIC | Discount Investment Corporation Ltd. |
| Dolphin | Dolphin Fund Ltd. and Dolphin Netherlands B.V. |
| Financial Statements | Unaudited Condensed Interim Consolidated Financial<br>Statements |
| Annual Financial Statements | Consolidated Financial Statements as of June 30, 2019 |
| CPF | Collective Promotion Funds |
| Gav-Yam | Gav-Yam, Bayside Land Corporation Ltd |
| IDBD | IDB Development Corporation Ltd. |
| IFISA | Inversiones Financieras del Sur S.A. |
| IRSA | IRSA Inversiones y Representaciones S.A. |
| IRSA CP | IRSA Propiedades Comerciales S.A. |
| IASB | International Accounting Standards Board |
| Israir | Israir Airlines & Tourism Ltd. |
| LRSA | La Rural S.A. |
| Metropolitan | Metropolitan 885 Third Avenue Leasehold LLC |
| MPIT | Minimum Presummed Income Tax |
| NFSA | Nuevas Fronteras S.A. |
| IAS | International Accounting Standards |
| NIS | New Israeli Shekel |
| PBC | Property & Building Corporation Ltd. |
| PBEL | PBEL Real Estate Ltd. |
| Quality | Quality Invest S.A. |
| Shufersal | Shufersal Ltd. |
| Tarshop | Tarshop S.A. |
1
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Financial Position
as of December 31, 2019 and June 30, 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 12.31.19 | 06.30.19 | |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Investment properties | 8 | 171,214 | 294,925 |
| Property, plant and equipment | 9 | 47,537 | 47,632 |
| Trading properties | 10 | 4,336 | 6,915 |
| Intangible assets | 11 | 23,845 | 22,904 |
| Right-of-use<br>assets | 12 | 15,374 | - |
| Biological assets | 13 | 1,502 | 1,589 |
| Other assets | 33 | 28 | |
| Investment in associates and joint ventures | 7 | 64,288 | 39,501 |
| Deferred income tax assets | 22 | 623 | 681 |
| Income tax and MPIT credits | 52 | 239 | |
| Restricted assets | 15 | 820 | 4,002 |
| Trade and other receivables | 16 | 20,908 | 19,130 |
| Investment in financial assets | 15 | 3,969 | 3,635 |
| Financial assets held for sale | 15 | - | 5,257 |
| Derivative financial instruments | 15 | 96 | 134 |
| Total non-current assets | 354,597 | 446,572 | |
| Current assets | |||
| Trading properties | 10 | 1,923 | 461 |
| Biological assets | 13 | 4,528 | 3,341 |
| Inventories | 14 | 4,356 | 5,637 |
| Restricted assets | 15 | 5,615 | 5,512 |
| Income tax and MPIT credits | 450 | 491 | |
| Group of assets held for sale | 32 | 36,488 | 10,122 |
| Trade and other receivables | 16 | 33,974 | 33,851 |
| Investment in financial assets | 15 | 31,394 | 39,733 |
| Financial assets held for sale | 15 | 7,337 | 14,672 |
| Derivative financial instruments | 15 | 239 | 142 |
| Cash and cash equivalents | 15 | 67,666 | 78,617 |
| Total current assets | 193,970 | 192,579 | |
| TOTAL ASSETS | 548,567 | 639,151 | |
| SHAREHOLDERS’ EQUITY | |||
| Shareholders' equity (according to corresponding<br>statement) | 14,951 | 21,163 | |
| Non-controlling interest | 68,689 | 90,817 | |
| TOTAL SHAREHOLDERS' EQUITY | 83,640 | 111,980 | |
| LIABILITIES | |||
| Non-current liabilities | |||
| Borrowings | 21 | 267,417 | 349,857 |
| Deferred income tax liabilities | 22 | 38,374 | 50,348 |
| Trade and other payables | 18 | 2,094 | 2,491 |
| Provisions | 20 | 11,474 | 10,105 |
| Employee benefits | 182 | 166 | |
| Derivative financial instruments | 15 | 89 | 1,293 |
| Lease liabilities | 12,303 | - | |
| Payroll and social security liabilities | 199 | 174 | |
| Total non-current liabilities | 332,132 | 414,434 | |
| Current liabilities | |||
| Trade and other payables | 18 | 24,847 | 28,434 |
| Borrowings | 21 | 76,110 | 70,765 |
| Provisions | 20 | 2,086 | 2,180 |
| Group of liabilities held for sale | 32 | 19,726 | 7,163 |
| Payroll and social security liabilities | 3,919 | 3,347 | |
| Income tax and MPIT liabilities | 581 | 615 | |
| Lease liabilities | 4,622 | - | |
| Derivative financial instruments | 15 | 904 | 233 |
| Total Current liabilities | 132,795 | 112,737 | |
| TOTAL LIABILITIES | 464,927 | 527,171 | |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 548,567 | 639,151 |
The accompanying notes are an integral part of these Financial Statements.
| PRICE WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br><br><br><br><br><br><br><br><br><br>(Socio) | ) | ) |
|---|---|---|
| C.P.C.E.C.A.B.A. T° 1 F° 17<br><br><br>Dr. Mariano C. Tomatis<br><br><br>Contador Público (UBA)<br><br><br>C.P.C.E.C.A.B.A. T° 241 F° 118 | Marcelo H. Fuxman<br><br><br>Síndico Titular<br><br><br>Por Comisión Fiscalizadora | Alejandro G.<br>Elsztain<br><br><br>Vicepresident<br>II acting<br><br><br>as<br>President |
2
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Income and Other Comprehensive Income
for the six and six-month periods ended December 31, 2019 and 2018
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Six months | Three months | ||||
|---|---|---|---|---|---|
| Note | 12.31.19 | 12.31.18 | 12.31.19 | 12.31.18 | |
| Revenues | 23 | 55,158 | 47,795 | 27,352 | 25,233 |
| Costs | 24 | (37,032) | (31,624) | (17,800) | (16,328) |
| Initial recognition and changes in the fair value of biological<br>assets and agricultural products at the point of<br>harvest | 1,249 | 708 | 832 | 370 | |
| Changes in the net realizable value of agricultural products after<br>harvest | 422 | 52 | (12) | (310) | |
| Gross profit | 19,797 | 16,931 | 10,372 | 8,965 | |
| Net gain from fair value adjustment of investment<br>properties | 3,623 | (9,186) | (6,289) | (20,269) | |
| Gain from disposal of farmlands | 299 | 81 | 62 | 79 | |
| General and administrative expenses | 25 | (5,301) | (5,331) | (2,644) | (2,823) |
| Selling expenses | 25 | (7,065) | (6,042) | (3,770) | (3,076) |
| Other operating results, net | 26 | (2,402) | 1,218 | (2,656) | (130) |
| Management fees | - | - | - | 413 | |
| Profit / (Loss) from operations | 8,951 | (2,329) | (4,925) | (16,841) | |
| Share of loss of associates and joint ventures | 7 | (1,502) | (1,230) | (1,698) | (1,436) |
| Profit / (loss) before financial results and income<br>tax | 7,449 | (3,559) | (6,623) | (18,277) | |
| Finance income | 27 | 558 | 765 | 262 | 442 |
| Finance cost | 27 | (12,035) | (11,162) | (4,846) | (5,888) |
| Other financial results | 27 | (7,972) | (907) | 5,745 | 5,296 |
| Inflation adjustment | 27 | 124 | (181) | 478 | (341) |
| Financial results, net | 27 | (19,325) | (11,485) | 1,639 | (491) |
| Loss before income tax | (11,876) | (15,044) | (4,984) | (18,768) | |
| Income tax | 22 | (3,090) | 3,375 | (867) | 1,555 |
| Loss for the period from continuing operations | (14,966) | (11,669) | (5,851) | (17,213) | |
| Profit for the period from discontinued operations | 33 | 16,639 | 3,042 | (239) | 2,577 |
| Profit / (loss) for the period | 1,673 | (8,627) | (6,090) | (14,636) | |
| Other comprehensive income<br>/ (loss): | |||||
| Items that may be reclassified subsequently to profit or<br>loss: | |||||
| Currency translation adjustment | 4,960 | 3,819 | (6,005) | (13,090) | |
| Change in the fair value of hedging instruments net of income<br>taxes | (74) | 43 | (59) | 50 | |
| Items that may not be reclassified subsequently to profit or<br>loss: | |||||
| Revaluation of fixed assets transferred to investment<br>properties | - | 880 | - | - | |
| Actuarial loss from defined benefit plans | (102) | - | (45) | - | |
| Other comprehensive income for the period from continuing<br>operations | 4,784 | 4,742 | (6,109) | (13,040) | |
| Other comprehensive income / (loss) for the period from<br>discontinued operations | 4,210 | (2,081) | (51) | (10,215) | |
| Total other comprehensive income for the period | 8,994 | 2,661 | (6,160) | (23,255) | |
| Total comprehensive income / (loss) for the period | 10,667 | (5,966) | (12,250) | (37,891) | |
| Total comprehensive loss from continuing operations | (10,182) | (6,927) | (11,960) | (30,253) | |
| Total comprehensive income from discontinued<br>operations | 20,849 | 961 | (290) | (7,638) | |
| Total comprehensive income / (loss) from the period | 10,667 | (5,966) | (12,250) | (37,891) | |
| Profit for the period attributable to: | |||||
| Equity holders of the parent | (4,746) | (6,027) | (2,136) | (7,055) | |
| Non-controlling interest | 6,419 | (2,600) | (3,954) | (7,581) | |
| Loss from continuing operations attributable to: | |||||
| Equity holders of the parent | (10,285) | (7,063) | (2,997) | (8,048) | |
| Non-controlling interest | (4,681) | (4,606) | (2,854) | (9,165) | |
| Total comprehensive income attributable to: | |||||
| Equity holders of the parent | (5,459) | (5,258) | (3,527) | (11,583) | |
| Non-controlling interest | 16,126 | (708) | (8,723) | (26,308) | |
| Loss for the period per share attributable to equity holders of the<br>parent: | |||||
| Basic | (9.69) | (12.40) | (4.36) | (14.52) | |
| Diluted | (9.69) | (12.40) | (4.36) | (14.52) | |
| Loss per share from continuing operations attributable to equity<br>holders of the parent: | |||||
| Basic | (21.00) | (14.53) | (6.12) | (16.56) | |
| Diluted | (21.00) | (14.53) | (6.12) | (16.56) |
The accompanying notes are an integral part of these Financial Statements.
| PRICE WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br><br><br><br><br><br><br><br><br><br>(Socio) | ) | ) |
|---|---|---|
| C.P.C.E.C.A.B.A. T° 1 F° 17<br><br><br>Dr. Mariano C. Tomatis<br><br><br>Contador Público (UBA)<br><br><br>C.P.C.E.C.A.B.A. T° 241 F° 118 | Marcelo H. Fuxman<br><br><br>Síndico Titular<br><br><br>Por Comisión Fiscalizadora | Alejandro G.<br>Elsztain<br><br><br>Vicepresident<br>II acting<br><br><br>as<br>President |
3
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
for the six-month period ended December 31, 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Attributable to equity holders of the parent | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share capital | Treasury shares | Inflation adjustment of share capital and treasury<br>shares (i) | Share premium | Additional paid-in capital from treasury shares | Legal reserve | Special reserve (ii) | Other reserves (iii) | Retained earnings | Subtotal | Non-controlling interest | Total Shareholders' equity | |
| Balance as of June 30, 2019 | 486 | 16 | 8,555 | 9,324 | 81 | 327 | 4,560 | 32,075 | (34,261) | 21,163 | 90,817 | 111,980 |
| Adjustments previous periods (IFRS 16 and IAS 28) (Note<br>2.2) | - | - | - | - | - | - | - | - | (637) | (637) | (1,142) | (1,779) |
| Adjusted balance as of June 30, 2019 | 486 | 16 | 8,555 | 9,324 | 81 | 327 | 4,560 | 32,075 | (34,898) | 20,526 | 89,675 | 110,201 |
| (Loss) / profit for the period | - | - | - | - | - | - | - | - | (4,746) | (4,746) | 6,419 | 1,673 |
| Other comprehensive (loss) / income for the period | - | - | - | - | - | - | - | (713) | - | (713) | 9,707 | 8,994 |
| Total comprehensive (loss) / profit for the period | - | - | - | - | - | - | - | (713) | (4,746) | (5,459) | 16,126 | 10,667 |
| Assignment of results - Shareholders’ meeting | - | - | - | - | - | - | - | - | - | - | (129) | (129) |
| Treasury shares distribution | 13 | (13) | - | - | - | - | - | 1,331 | (1,331) | - | (195) | (195) |
| Issuance of shares | - | - | - | - | - | - | - | - | - | - | 75 | 75 |
| Reserve for share-based payments | - | - | - | - | - | - | - | (2) | - | (2) | - | (2) |
| Changes in non-controlling interest | - | - | - | - | - | - | - | (126) | - | (126) | 2,444 | 2,318 |
| Distribution of dividends | - | - | - | - | - | - | - | - | - | - | (1,387) | (1,387) |
| Decrease due to loss of control | - | - | - | - | - | - | - | - | - | - | (38,099) | (38,099) |
| Other changes in shareholders' equity | - | - | - | - | - | - | - | - | 12 | 12 | 156 | 168 |
| Capitalized contributions | - | - | - | - | - | - | - | - | - | - | 23 | 23 |
| Loss absorption | - | - | - | - | - | - | (3,882) | (30,808) | 34,690 | - | - | - |
| Balance as of December 31, 2019 | 499 | 3 | 8,555 | 9,324 | 81 | 327 | 678 | 1,757 | (6,273) | 14,951 | 68,689 | 83,640 |
(i) Includes Ps. 1 of Inflation adjustment of treasury shares. See Note 18 to the Annual Financial Statements.
(ii)
Related to CNV General Resolution N° 609/12.
(iii)
Group’s other reserves for the period ended December 31, 2019 are comprised as follows:
| Cost of treasury shares | Changes in non-controlling interest | Revaluation surplus | Reserve for currency translation adjustment | Reserve shared-based compensation | Special reserve | Other comprehensive results from subsidiaries | Other reserves from subsidiaries | Reserve for the acquisition of securities issued by the<br>Company | Total other reserves | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of June 30, 2019 | (1,465) | (2,443) | 145 | 4,005 | 423 | 30,808 | 507 | 8 | 87 | 32,075 |
| Other comprehensive loss for the period | - | - | - | (624) | - | - | (89) | - | - | (713) |
| Total comprehensive loss for the period | - | - | - | (624) | - | - | (89) | - | - | (713) |
| Treasury shares distribution | 1,331 | - | - | - | - | - | - | - | - | 1,331 |
| Reserve for share-based payments | - | - | - | - | - | - | - | (2) | - | (2) |
| Changes in non-controlling interest | - | (126) | - | - | - | - | - | - | - | (126) |
| Loss absorption | - | - | - | - | - | (30,808) | - | - | - | (30,808) |
| Balance as of December 31, 2019 | (134) | (2,569) | 145 | 3,381 | 423 | - | 418 | 6 | 87 | 1,757 |
The accompanying notes are an integral part of these Financial Statements.
| PRICE WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br><br><br><br><br><br><br><br><br><br>(Socio) | ) | ) |
|---|---|---|
| C.P.C.E.C.A.B.A. T° 1 F° 17<br><br><br>Dr. Mariano C. Tomatis<br><br><br>Contador Público (UBA)<br><br><br>C.P.C.E.C.A.B.A. T° 241 F° 118 | Marcelo H. Fuxman<br><br><br>Síndico Titular<br><br><br>Por Comisión Fiscalizadora | Alejandro<br>G. Elsztain<br><br><br>Vicepresident II<br>acting<br><br><br>as<br>President |
4
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
for the six-month period ended December 31, 2018
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Attributable to equity holders of the parent | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share capital | Treasury shares | Inflation adjustment of share capital and treasury<br>shares (i) | Share premium | Additional paid-in capital from treasury shares | Legal reserve | Special reserve (ii) | Other reserves (iii) | Retained earnings | Subtotal | Non-controlling interest | Total Shareholders' equity | |
| Balance as of June 30, 2018 | 482 | 20 | 8,555 | 9,324 | 81 | 327 | 4,559 | 5,395 | 18,130 | 46,873 | 108,469 | 155,342 |
| Adjustments previous periods (IFRS 9 and 15) (Note<br>2.2) | - | - | - | - | - | - | - | - | (186) | (186) | (107) | (293) |
| Adjusted balance as of June 30, 2018 | 482 | 20 | 8,555 | 9,324 | 81 | 327 | 4,559 | 5,395 | 17,944 | 46,687 | 108,362 | 155,049 |
| Loss for the period | - | - | - | - | - | - | - | - | (6,027) | (6,027) | (2,600) | (8,627) |
| Other comprehensive income for the period | - | - | - | - | - | - | - | 769 | - | 769 | 1,892 | 2,661 |
| Total comprehensive loss for the period | - | - | - | - | - | - | - | 769 | (6,027) | (5,258) | (708) | (5,966) |
| Results distribution | - | - | - | - | - | - | - | 28,638 | (28,638) | - | - | - |
| Treasury shares distribution | 21 | (21) | - | - | - | - | - | - | - | - | - | - |
| Reversal by sale of investment properties | - | - | - | - | - | - | - | (32) | 32 | - | - | - |
| Reserve for share-based payments | - | - | - | - | - | - | - | 6 | - | 6 | 37 | 43 |
| Acquisition of treasury stock | (6) | 6 | - | - | - | - | - | (435) | - | (435) | - | (435) |
| Changes in non-controlling interest | - | - | - | - | - | - | - | (153) | - | (153) | (515) | (668) |
| Dividends distribution to non-controlling interest | - | - | - | - | - | - | - | - | - | - | (1,514) | (1,514) |
| Capitalized contributions | - | - | - | - | - | - | - | - | - | - | (9) | (9) |
| Incorporation by business combination | - | - | - | - | - | - | - | - | - | - | (14) | (14) |
| Balance as of December 31, 2018 | 497 | 5 | 8,555 | 9,324 | 81 | 327 | 4,559 | 34,188 | (16,689) | 40,847 | 105,639 | 146,486 |
(i)
Includes Ps. 1 of Inflation adjustment of treasury shares. See Note 18 to the Annual Financial Statements.
(ii)
Related to CNV General Resolution N° 609/12.
(iii)
Group’s other reserves for the period ended December 31, 2018 are comprised as follows:
| Cost of treasury shares | Changes in non-controlling interest | Revaluation surplus | Reserve for currency translation adjustment | Reserve shared-based compensation | Special reserve | Other comprehensive results from subsidiaries | Other reserves from subsidiaries | Reserve for the acquisition of securities issued by the<br>Company | Total other reserves | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of June 30, 2018 | (1,687) | (1,827) | 172 | 4,805 | 412 | 3,475 | (43) | 11 | 77 | 5,395 |
| Adjustments previous periods (IFRS 9 and 15) (Note<br>2.2) | - | - | - | - | - | - | - | - | - | - |
| Adjusted balance as of June 30, 2018 | (1,687) | (1,827) | 172 | 4,805 | 412 | 3,475 | (43) | 11 | 77 | 5,395 |
| Profit for the period | - | - | - | - | - | - | - | - | - | - |
| Other comprehensive income for the period | - | - | 513 | 256 | - | - | - | - | - | 769 |
| Total comprehensive profit for the period | - | - | 513 | 256 | - | - | - | - | - | 769 |
| Results distribution | - | - | - | - | - | 28,638 | - | - | - | 28,638 |
| Treasury shares distribution | 1,304 | - | - | - | - | (1,304) | - | - | - | - |
| Reversal by sale of investment<br>properties | - | - | (32) | - | - | - | - | - | - | (32) |
| Reserve for share-based payments | - | - | - | - | - | - | - | 6 | - | 6 |
| Acquisition of treasury stock | (435) | - | - | - | - | - | - | - | - | (435) |
| Changes in non-controlling<br>interest | - | (153) | - | - | - | - | - | - | - | (153) |
| Balance as of December 31, 2018 | (818) | (1,980) | 653 | 5,061 | 412 | 30,809 | (43) | 17 | 77 | 34,188 |
The accompanying notes are an integral part of these Financial Statements.
| PRICE WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br><br><br><br><br><br><br><br><br><br>(Socio) | ) | ) |
|---|---|---|
| C.P.C.E.C.A.B.A. T° 1 F° 17<br><br><br>Dr. Mariano C. Tomatis<br><br><br>Contador Público (UBA)<br><br><br>C.P.C.E.C.A.B.A. T° 241 F° 118 | Marcelo H. Fuxman<br><br><br>Síndico Titular<br><br><br>Por Comisión Fiscalizadora | Alejandro G.<br>Elsztain<br><br><br>Vicepresident<br>II acting<br><br><br>as<br>President |
5
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Cash Flows
for the six-month periods ended December 31, 2019 and 2018
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 12.31.19 | 12.31.18 | |
|---|---|---|---|
| Operating activities: | |||
| Net cash generated from operating activities before income tax<br>paid | 17 | 17,706 | 5,473 |
| Income tax paid | (346) | (327) | |
| Net cash generated from continuing operating<br>activities | 17,360 | 5,146 | |
| Net cash generated from discontinued operating<br>activities | 2,105 | 2,931 | |
| Net cash generated from operating activities | 19,465 | 8,077 | |
| Investing activities: | |||
| Acquisition of participation in associates and joint<br>ventures | (653) | (18) | |
| Decrease in cash due to deconsolidation of<br>subsidiaries | - | (9) | |
| Capital contributions to associates and joint ventures | (251) | (34) | |
| Proceeds from sales of intangible assets | 25 | - | |
| Payment for non-controlling interest acquisition | - | (349) | |
| Acquisition and improvement of investment properties | (1,404) | (2,009) | |
| Proceeds from sales of investment properties | 9,018 | 310 | |
| Acquisitions and improvements of property, plant and<br>equipment | (2,709) | (3,034) | |
| Financial advances | (20) | (31) | |
| Acquisition of intangible assets | (1,717) | (1,635) | |
| Proceeds from sales of property, plant and equipment | 2,908 | 20 | |
| Net increase of restricted deposits | - | (636) | |
| Dividends collected from associates and joint ventures | 453 | 260 | |
| Proceeds from sales of interest held in associates and joint<br>ventures | 43 | 7,288 | |
| Proceeds from loans granted | 27 | 104 | |
| Acquisitions of investments in financial assets | (10,924) | (29,540) | |
| Proceeds from disposal of investments in financial<br>assets | 14,661 | 35,290 | |
| Interest charged on financial assets | 554 | - | |
| Dividends received from financial assets | 79 | 31 | |
| Acquisition of subsidiaries, net of funds acquired | (71) | (60) | |
| Loans granted to related parties | (202) | 35 | |
| Loans granted | (3,195) | - | |
| Increase in securities | 4,477 | - | |
| Net cash generated from continuing investing<br>activities | 11,099 | 5,983 | |
| Net cash generated from (used in) discontinued investing<br>activities | 2,485 | (6,276) | |
| Net cash generated from (used in) investing activities | 13,584 | (293) | |
| Financing activities: | |||
| Borrowings and issuance of non-convertible notes | 13,790 | 29,306 | |
| Payment of borrowings and non-convertible notes | (35,739) | (21,538) | |
| (Payment) Obtaining of short term loans, net | (106) | 1,578 | |
| Interest paid | (8,671) | (7,861) | |
| Repurchase of own shares | - | (435) | |
| Repurchase of non-convertible notes | (11,961) | (3,019) | |
| Capital contributions from non-controlling interest in<br>subsidiaries | - | 144 | |
| Acquisition of non-controlling interest in<br>subsidiaries | (252) | (1,720) | |
| Charge for issuance of shares and other equity<br>instruments | 2,417 | - | |
| Proceeds from sales of non-controlling interest in<br>subsidiaries | - | 8 | |
| Loans received from associates and joint ventures, net | 80 | 80 | |
| Payment of borrowings to related parties | - | (2) | |
| Dividends paid | (1,173) | 840 | |
| Dividends paid to non-controlling interest in<br>subsidiaries | (203) | (459) | |
| Proceeds from derivative financial instruments, net | (1,502) | 223 | |
| Payment of seller financing | - | (3) | |
| Net cash used in continuing financing activities | (43,320) | (2,858) | |
| Net cash (used in) generated from discontinued financing<br>activities | (4,766) | 6,844 | |
| Net cash (used in) generated from financing activities | (48,086) | 3,986 | |
| Net (Decrease) Increase in cash and cash equivalents from<br>continuing activities | (14,861) | 8,271 | |
| Net (Decrease) Increase in cash and cash equivalents from<br>discontinued activities | (176) | 3,499 | |
| Net (Decrease) Increase in cash and cash equivalents | (15,037) | 11,770 | |
| Cash and cash equivalents at beginning of the period | 15 | 78,617 | 75,652 |
| Cash and cash equivalents reclassified to held for<br>sale | (522) | (974) | |
| Foreign exchange gain on cash and changes in fair value of cash<br>equivalents | 4,608 | (2,408) | |
| Cash and cash equivalents at the end of the period | 67,666 | 84,040 |
The accompanying notes are an integral part of these Financial Statements.
| PRICE WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br><br><br><br><br><br><br><br><br><br>(Socio) | ) | ) |
|---|---|---|
| C.P.C.E.C.A.B.A. T° 1 F° 17<br><br><br>Dr. Mariano C. Tomatis<br><br><br>Contador Público (UBA)<br><br><br>C.P.C.E.C.A.B.A. T° 241 F° 118 | Marcelo H. Fuxman<br><br><br>Síndico Titular<br><br><br>Por Comisión Fiscalizadora | Alejandro G.<br>Elsztain<br><br><br>Vicepresident<br>II acting<br><br><br>as<br>President |
6
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Notes to the Unaudited Condensed Interim Consolidated Financial Statements
(Amounts in millions, except otherwise indicated)
1.
The Group’s business and general information
Cresud was founded in 1936 as a subsidiary of Credit Foncier, a Belgian company primarily engaged in providing rural and urban loans in Argentina and administering real estate holdings foreclosed by Credit Foncier. Credit Foncier was liquidated in 1959, and as part of such liquidation, the shares of Cresud were distributed to Credit Foncier’s shareholders. From the 1960s through the end of the 1970s, the business of Cresud shifted exclusively to agricultural activities.
In 2002, Cresud acquired a 19.85% interest in IRSA, a real estate company related to certain shareholders of Cresud. In 2009, Cresud increased its ownership percentage in IRSA to 55.64% and IRSA became Cresud’s direct principal subsidiary.
Cresud and its subsidiaries are collectively referred to hereinafter as the Group.
Main shareholders of the Company are jointly Inversiones Financieras del Sur S.A. and Agroinvestment S.A. Both entities are companies incorporated in Uruguay and belong to the same controlling group and ultimate beneficiary.
The Board of Directors has approved these Financial Statements for issuance on February 10, 2020.
As of December 31, 2019, the Group operates in two major lines of business: (i) agricultural business and (ii) urban properties and investments business, which is divided into two operations centers: (a) Operations Center in Argentina and (b) Operations Center in Israel. They are developed through several operating companies and the main ones are listed below:

(i)
See Note 4 to the Annual Financial Statements for more information about the Operations Center in Israel.
Operations Center in Israel
IDBD and DIC have certain restrictions and financial agreements in relation to their financial debt, including their debentures and loans with banks and financial institutions. Regarding IDBD's financial position, its cash flow and its ability to meet its financial debt commitments, it should be considered that certain bondholders have hired representative and legal advisors, over the last months to evaluate potential courses of actions including procedures for declaring IDBD’s insolvency.
7
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Besides IDBD’s financial situation, its negative equity, negative operating cash flows and low credit rating of its debentures which resulted in its bondholders hiring representative and legal advisors to evaluate a potential procedure for declaring the insolvency of IDBD, the cash flow forecast for the next 24 months presented to the Board of Directors includes the current price of Clal’s shares and its implications in the swap transactions deposits (see note 31) and considers the assumption that IDBD will receive, inter alia, proceeds from the sale of private investments which are directly owned by IDBD, while the implementation of these plans does not depend entirely on factors under its control.
Additionally, IRSA’s Board of Directors has approved a commitment with Dolphin to make capital contributions in Dolphin for up to NIS 210 (approximately Ps. 3,360 as of the date of these financial statements), described in Note 1 to the Annual Financial Statements.
In preparation for its 2019 annual financial statements, IDBD is currently evaluating its financial position, including, among others, its updated cash flow projection and its net assets value. At this stage, IDBD did not finalize its assessment.
The commitments and other restrictions that result from IDBD and DIC’s indebtedness do not have effect over IRSA since such indebtedness has no recourse against IRSA, nor has IRSA guaranteed it with its assets, except for the commitment to make contributions to Dolphin as mentioned above.
Considering the above, as of December 31, 2019, the financial risk of IRSA with respect to the Operations Center in Israel is limited to the abovementioned commitments and the equity risk, as a result of the pledges granted over DIC shares to certain bondholders of IDBD, is limited to the value of IRSA’s net assets in the Operation Center in Israel, which amounted to NIS 588 (Ps. 9,737) as of December 31, 2019.
2.
Summary of significant accounting policies
2.1.
Basis of preparation
These financial statements have been prepared in accordance with IAS 34 “Interim financial reporting” and should therefore be read in conjunction with the Group's annual Consolidated Financial Statements as of June 30, 2019 prepared in accordance with IFRS. Also, these financial statements include additional information required by Law No. 19,550 and / or regulations of the CNV. Such information is included in the notes to these financial statements, as accepted by IFRS.
These financial statements for the interim periods of six months ended December 31, 2019 and 2018 have not been audited. Management considers that they include all the necessary adjustments to fairly present the results of each period. Intermediate period results do not necessarily reflect the proportion of the Group's results for the entire fiscal years.
IAS 29 "Financial Reporting in Hyperinflationary Economies" requires that the financial statements of an entity whose functional currency is one of a hyperinflationary economy be expressed in terms of the current unit of measurement at the closing date of the reporting period, regardless of whether they are based on the historical cost method or the current cost method. To do so, in general terms, the inflation produced from the date of acquisition or from the revaluation date, as applicable, must be calculated by non-monetary items. This requirement also includes the comparative information of the financial statements.
In order to conclude on whether an economy is categorized as highly inflationary in the terms of IAS 29, the standard details a series of factors to be considered, including the existence of an accumulated inflation rate in three years that is approximates or exceed 100%. For that reason, in accordance with IAS 29, Argentina must be considered a country with a highly inflationary economy starting July 1, 2018.
In relation to the inflation index to be used and in accordance with FACPCE Resolution No. 539/18, it will be determined based on the Wholesale Price Index (IPIM) until 2016, considering for the months of November and December 2015 the average variation of the Consumer Price Index (CPI) of the Autonomous City of Buenos Aires, because during those two months there were no national IPIM measurements. Then, from January 2017, the National Consumer Price Index (National CPI) will be considered. The table below presents the index for the period ended December 31, 2019, according to official statistics (INDEC) and following the guidelines described in Resolution 539/18.
| Quarter ended<br><br><br>September 30, 2019 | Quarter ended<br><br><br>December 31, 2019 | As of December 31, 2019 (accumulated six months) | |
|---|---|---|---|
| Price variation | 13% | 12% | 25% |
As a consequence of the aforementioned, these financial statements as of December 31, 2019 were restated in accordance with IAS 29.
8
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
2.2
Accounting policies
The accounting policies applied in the presentation of these Financial Statements are consistent with those applied in the preparation of the Annual Financial Statements, as described in Note 2 to those Financial Statements.
As described in Note 2.2 to the annual financial statements, the Group has adapted IFRS 16: “Leases” and Amendment to IAS 28 “Investment in associates and joint ventures” in the current year applying the cumulative effect approach, therefore, accumulated impact was recognized in retained earnings as of July 1, 2018. Comparative figures were not restated
The main changes were the following:
● IFRS 16: Leases
The standard establishes the criteria for recognition and valuation of leases for lessees and lessors. The changes incorporated mainly impact the tenant's accounting. IFRS 16 provides that the lessee recognizes an asset for the right of use and a liability at present value with respect to those contracts that meet the definition of lease agreements according to IFRS 16. In accordance with the standard, a lease agreement is one that provides the right to control the use of an identified asset for a specific period. In order for a company to have control over the use of an identified asset: a) it must have the right to substantially obtain all the economic benefits of the identified asset and b) it must have the right to direct the use of the identified asset.
The standard allows to exclude short-term contracts (under 12 months) and those in which the underlying asset has low value.
● Amendment to IAS 28 “Investment in associates and joint ventures”
In accordance with the amendment to IAS 28, an entity shall implement the provisions of IFRS 9 to Long-term Investments that are essentially part of the entity's net investment in the associate or in the joint venture according to the definitions of said standard. The provisions of IFRS 9 shall apply to such investments with respect to the interest in the losses of an associate or a joint venture, as well as with respect to the recognition of the impairment of an investment in an associate or joint venture. In addition, when applying IFRS 9 to such long-term investments, the entity will make it prior to the adjustments made to the carrying amount of the investment in accordance with IAS 28.
Additionally, the Company opted for an accounting policy where the currency translation adjustments arising from these loans are recorded as part of other comprehensive income.
The effect on retained earnings as of July 1, 2019 for the first implementation of IFRS 16 and IAS 28 is the following:
| IFRS 16 impact | IAS 28 impact | Adjusted statement of financial position | |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Investment properties | 375 | - | 375 |
| Right-of-use assets | 14,380 | - | 14,380 |
| Investments in associates and joint ventures | - | (1,787) | (1,787) |
| Trade and other receivables | 106 | - | 106 |
| Total non-current assets | 14,861 | (1,787) | 13,074 |
| Income tax and MPIT credit | 15 | - | 15 |
| Group of assets held for sale | (150) | - | (150) |
| Trade and other receivables | 2,748 | - | 2,748 |
| Total current assets | 2,613 | - | 2,613 |
| TOTAL ASSETS | 17,474 | (1,787) | 15,687 |
| SHAREHOLDERS’ EQUITY | |||
| Shareholders' equity attributable to equity holders of the<br>parent | |||
| Retained earnings | 5 | (642) | (637) |
| Non-controlling interest | 3 | (1,145) | (1,142) |
| TOTAL SHAREHOLDERS’ EQUITY | 8 | (1,787) | (1,779) |
| LIABILITIES | |||
| Non-current liabilities | |||
| Lease liabilities | 10,759 | - | 10,759 |
| Total non-current liabilities | 10,759 | - | 10,759 |
| Current liabilities | |||
| Lease liabilities | 4,028 | - | 4,028 |
| Trade and other payables | (81) | - | (81) |
| Group of liabilities held for sale | 2,760 | - | 2,760 |
| Total current liabilities | 6,707 | - | 6,707 |
| TOTAL LIABILITIES | 17,466 | - | 17,466 |
| TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES | 17,474 | (1,787) | 15,687 |
9
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
2.3
Comparability of information
Balance items as of June 30, 2019 and December 31, 2018 presented in these Financial Statements for comparative purposes arise from the financial statements as of and for such period, restated in accordance with IAS 29 (See Note 2.1).Certain items from prior periods have been reclassified for consistency purposes regarding the loss of control in Gav-Yam. See note 4.(l) to Annual Financial Statements.
2.4
Use of estimates
The preparation of Financial Statements at a certain date requires Management to make estimations and evaluations affecting the amount of assets and liabilities recorded and contingent assets and liabilities disclosed at such date, as well as income and expenses recorded during the period. Actual results might differ from the estimates and evaluations made at the date of preparation of these financial statements. In the preparation of these financial statements, the significant judgments made by Management in applying the Group’s accounting policies and the main sources of uncertainty were the same as the ones applied by the Group in the preparation of the Annual Financial Statements described in Note 3 to those Financial Statements.
3.
Seasonal effects on operations
Agricultural business
Some of the Group’s businesses are more affected by seasonal effects than others. The operations of the Group’s agricultural business are subject to seasonal effects. The harvests and sale of grains in Argentina generally take place each year since March in the case of corn and soybean, since October in the case of wheat, and since December in the case of sunflower. In Brazil, the harvest and sale of soybean take place since February, and in the case of corn weather conditions make it possible to have two seasons, therefore the harvest take place between March and July. In Bolivia, weather conditions also make it possible to have two soybean, corn and sorghum seasons and, therefore, these crops are harvested in July and May, whereas wheat is harvested in August and September, respectively. In the case of sugarcane, harvest and sale take place between April and November of each year. Other segments of the agricultural business, such as beef cattle production tend to be more stable. However, beef cattle production is generally larger during the second quarter, when conditions are more favorable. As a result, there may be material fluctuations in the agricultural business results across quarters.
Urban properties and investments business
Operations Center in Argentina
The operations of the Group’s shopping malls are subject to seasonal effects, which affect the level of sales recorded by lessees. During summertime in Argentina (January and February), the lessees of shopping malls experience the lowest sales levels in comparison with the winter holidays (July) and Christmas and year-end holidays celebrated in December, when they tend to record peaks of sales. Apparel stores generally change their collections during the spring and the fall, which impacts positively on shopping malls sales. Sale discounts at the end of each season also affect the business. As a consequence, for shopping mall operations, a higher level of business activity is expected in the period ranging between July and December, compared to the period between January and June.
Operations Center in Israel
The results of operations of telecommunications and tourism are usually affected by seasonality in summer months in Israel and by the Jewish New Year, given a higher consumption due to internal and external tourism.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F
10
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
4.
Acquisitions and disposals
Significant acquisitions and disposals for the six-month period ended December 31, 2019 are detailed below. Significant acquisitions and disposals for the fiscal year ended June 30, 2019, are detailed in Note 4 to the Annual Financial Statements.
Agricultural business
Sale of Alto Taquarí
On October 29, 2019, the Group through its subsidiary Brasilagro has entered into a purchase-sale agreement for an area of 85 hectares (65 arable hectares) of Alto Taquari Farm, located in in Alto Taquari, Mato Grosso state. The total amount of the sale is Ps. 83. The buyer made the initial payment of 14,300 soybean bags, totaling Ps. 16. The remaining balance will be paid in four annual installments. The result of the transaction was recognized for Ps. 61.
Sale of Jatobá
On July 2019, the Group through its subsidiary Brasilagro has entered into a purchase-sale agreement for an area of 1,134 hectares (893 arable hectares) of Jatobá Farm, located in Jaborandi, Bahia state. The total amount of the sale is 302 soybean bags per arable hectare equivalent to Ps. 347. The buyer already made an initial payment of Ps. 40. The remaining balance will be paid in six annual installments. The result of the transaction was recognized for Ps. 238.
Urban properties and investments business
Operations Center Argentina
Condor merger agreement
On July 19, 2019, Condor signed an agreement and merger plan with a company not related to the Group. The agreement set that each ordinary share, whose nominal value is US$ 0.01 per share will be canceled before the merger and will be replaced by the right to receive a cash amount equivalent to US$ 11.10 per ordinary share. Additionally, in accordance with the terms and conditions of the merger agreement, each Series E convertible share will be automatically canceled, and shareholders will become entitled to receive a cash amount equal to US$ 10.00 per share.
It is estimated that the operation will be completed before February 29, 2020. At the date of issuance of these financial statements, the Group held 2,197,023 ordinary shares and 325,752 Series E shares.
TGLT – Recapitalization agreement
On August 8, 2019, we entered into certain arrangements with TGLT S.A. (“TGLT”) providing for collaboration in TGLT’s financial restructuring and recapitalization. Through the recapitalization agreement TGLT committed to: (i) make a public offering to subscribe Class A preferred shares at a subscription price of US$1.00 per TGLT share; (ii) make a public offering of new Class B preferred shares which may be subscribed by (a) the exchange for ordinary shares of TGLT, at an exchange ratio of one Class B preferred share for every 6.94 ordinary shares of the Company and / or (b) the exchange for convertible notes, at an exchange ratio of a Class B preferred share for each US$1.00 of convertible notes (including accumulated and unpaid interests under the existing convertible notes); and (iii) grant an option to subscribe new Class C preferred shares in a public offer for cash to be carried out if: (a) the public offer of Class A and Class B preferred shares is completed and (b) a minimum number of option holders have exercised that option at a subscription price of US$1.00 per Class C preferred share (or its equivalent in pesos).
Finally, supporting the recapitalization plan, IRSA CP signed a subscription commitment with TGLT for Class A preferred shares under the Class A Public Offering to make a contribution in kind of shares of the company La Maltería S.A., 100% of its ownership, for an amount of up to US$ 24 million and promised to exchange its convertible notes into Class B preferred shares.
In turn, on November 22, 2019, TGLT held a meeting with bondholders of convertible notes in order to consider the amendment to different clauses of the indenture in force at that date, and in line with what was agreed in the recapitalization agreement, IRSA CP approved the amendments.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
11
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Under the agreements described above, the successful consummation of the offer by TGLT, and having reached the thresholds of consent from the bondholders of convertible notes of TGLT, on December 11, 2019, the Company concluded the process scheduled in the recapitalization agreement and related documents through the subscription of Class A preferred shares, integrating them in kind through the contribution of the shares of the company La Maltería S.A., 100% of their ownership and, moreover, proceeded to the exchange of the convertible note - including deferred interest and accrued interest from August 15, 2019 to December 11, 2019 - in preferred class B shares.
Operations Center Israel
Sale of Gav-Yam
On July 1, 2019, PBC sold approximately 11.7% of its equity interest in Gav-Yam's through private agreements. After this transaction, the holding of PBC in Gav-Yam changed from 51.7% to 40.0%. The consideration received for said sale was NIS 456 (approximately $ 6,118 restated as of the date of these financial statements).
Additionally, on September 1, 2019, PBC sold approximately an additional 5.14% of Gav-Yam, therefore the stake of PBC in Gav-Yam went from 40.0% to 34.9%. as a consequence of the aforementioned sales, PBC has lost the right to nominate the majority of the members of the Board of Directors, and to appoint or remove the key members of management. Consequently, PBC has lost control of Gav-Yam and has deconsolidated such investment since that date.
Below is a detail of the sale:
| 09.30.2019 | |
|---|---|
| Cash<br>received | 12,555 |
| Remeasurement of the fair<br>value of the remaining investment | 28,315 |
| Total | 40,870 |
| Net assets written off<br>including goodwill | (24,596) |
| Gain from sale of<br>subsidiary, net of taxes (*) | 16,247 |
(*) These results are presented within discontinued operations, in the line “Other operating results, net”.
Below is a detail of the net assets deconsolidated:
| 09.30.2019 | |
|---|---|
| Investment<br>properties | 138,688 |
| Property, plant and<br>equipment | 934 |
| Intangible<br>assets | 2,992 |
| Right-of-use<br>assets | 37 |
| Investments in associates<br>and joint ventures | 3,870 |
| Restricted<br>assets | 333 |
| Trade and other<br>receivables | 1,019 |
| Investments in financial<br>assets | 11,759 |
| Trading<br>properties | 136 |
| Income tax<br>credit | 167 |
| Cash and cash<br>equivalents | 9,352 |
| TOTAL<br>ASSETS | 169,287 |
| Borrowings | 88,224 |
| Lease<br>liabilities | 37 |
| Deferred income tax<br>liabilities | 16,124 |
| Trade and other<br>payables | 2,111 |
| Employee<br>benefits | 19 |
| Salaries and social<br>security liabilities | 56 |
| Income tax and MPIT<br>liabilities | 111 |
| TOTAL<br>LIABILITIES | 106,682 |
| Non-controlling<br>interest | 38,009 |
| Net<br>assets written off including goodwill | 24,596 |
Agreement for sale of a plot of land in the US
As mentioned in Note 4. D of the Operations Center in Israel, the agreement for the sale of the land attached to the Tivoli project has been breached and terminated. In July 2019, the Group signed a new agreement for the sale of the aforementioned land, for a total amount of US$ 18 million. At this stage, there is no certainty that the sale transaction will be completed.
12
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
IDBD financing agreement
On August 31, 2019, IDBD’s Board of Directors gave its approval to accept a commitment by Dolphin to make a capital contribution ("the Commitment"), whose main points are the following:
Dolphin irrevocably undertook the commitment to make capital contributions to IDBD for a total amount of NIS 210 in three equal annual payments (NIS 70 each) on September 2, in each of the years 2019-2021 ("Payments" and "payment dates", respectively). The aforementioned payments will be made in exchange for the company’s shares or as a subordinated loan in similar terms to the subordinated loan that Dolphin advanced in the past to IDBD. On September 2, 2019, the first payment for NIS 70 million was made.
IRSA committed unilaterally and irrevocably to transfer to Dolphin the amounts it needs to comply with the Commitment ("IRSA Commitment"). If Dolphin does not make the capital contributions in accordance with the Commitment, then Dolphin's rights in accordance with the IRSA Commitment will be automatically assigned to IDBD, and IDBD will have the right to act to carry out the IRSA Commitment.
The Commitment will automatically expire in each of the following cases: (a) if motions are filed to decree insolvency against IDBD (whether voluntarily or involuntarily filed) in the courts of Israel and they are valid in any of the Payment Dates, in which case the corresponding Payment Date will be postponed for a period of 90 days and the corresponding payment will be transferred to IDBD only if the procedures are canceled during the mentioned period of 90 days. If the procedures for declaring insolvency are not canceled within 90 days as mentioned above, the entire commitment will expire; (b) if an insolvency decree is given as set forth in section 3 of the Israel Insolvency and Economic Recovery Act, 5778-2018; and (c) a trustee, fiduciary, special manager or any officer of this type (temporary or permanent) is appointed in IDBD, or the court will issue a similar order (with respect to the insolvency of IDBD).
Advance payment of Ispro debentures
In August 2019, the Audit Committee and Ispro Board approved the full advance payment of the debentures (Series B), which were quoted in the TASE, the total amount was NIS 131. The early repayment of these debentures will make Ispro an unlisted company for the TASE.
Sale of Clal shares
On August 28, 2019, the second buyer of the transaction described in Note 4.A. notified the decision to exercise the option for the remaining 3% at a price of NIS 50 per share for a total of NIS 83 million. These shares were delivered through a swap contract.
On September 3, 2019, IDB concluded an agreement for the sale of an additional 6% of Clal shares, of which 1% would be collected in cash (approximately NIS 29) and the remaining 5% through the receipt of IDBD’s own debentures for a nominal value of approximately NIS 190 million. The agreed price of Clal share was NIS 52.5 and the discount value applied to the IDBD debentures was between 25% - 21% discount with respect to the nominal value.
As mentioned in Note 4.A. to the annual financial statements, IDBD was looking for different ways of financing the purchase of Clal's to the third buyer. On October 27, 2019, IDBD signed an agreement with a financial entity which offered to buy all rights and obligations related to the financing of said purchase.
On November 7, the sale transaction has been completed and the loan has been granted by a financial entity. It should be clarified that the amount of 2,771,309 of Clal Insurance Enterprises shares sold was subject to a swap transaction between IDBD and a financial entity, that ended with the Company's notice to that entity.
On December 16, Clal made a public capital increase of 12,066,000 shares at a price of NIS/share 53.87 in which IDBD did not take part.
Additionally, on the same date, IDBD sold 200,000 shares of Clal at a price of NIS/share 53.95, representative of 0.3% of the new share capital.
On December 18, IDBD sold 617,017 shares of Clal at a price of NIS/share 53.77, representative of 0.9% of the share capital.
Additionally, during December 2019, a swap transaction, which IDBD had agreed for 2.771.309 shares, expired. The price per share was of NIS 52.25.
As a result of said transaction, as of December 31, 2019, IDBD’s equity interest in Clal Insurance Enterprises was 8.5% and it owned an additional 8.2% through swap transactions.
13
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Capital Increase in Cellcom
On December 5, 2019, Cellcom made a tender offer for the issuance of shares, of which DIC participated and acquired 50% of the issuance. The amount received for the shares was of NIS 307 (approximately Ps. 5,320 as of that date) and Cellcom issued a total amount of 30,600,000 ordinary shares, 7,038,000 share options (Series 3) and 6,426,000 share options (Series 4) for an amount of NIS 1.021 per unit (each unit will consist of 100 ordinary shares, 23 share options Series 3 and 21 share options Series 4).
After this transaction, DIC holds 46.2% of the issued capital and approximately 48.5% of the voting rights of Cellcom (directly and over agreements with other shareholders of Cellcom).
PBC distribution of dividends in kind
On December 10, 2019 PBC distributed all its interest in Mehadrin as a dividend in kind. As a result DIC holds a direct interest in Mehadrin of 31.4%. As of December 2019, Mehadrin is classified as an associate.
5.
Financial risk management and fair value estimates
These Financial Statements do not include all the information and disclosures on financial risk management; therefore, they should be read along with Note 5 to the Annual Financial Statements. There have been no changes in risk management or risk management policies applied by the Group since year-end.
Since June 30, 2019 and up to the date of issuance of these Financial Statements, there have been no significant changes in business or economic circumstances affecting the fair value of the Group's assets or liabilities, (either measured at fair value or amortized cost). Furthermore, there have been no transfers between the different hierarchies used to assess the fair value of the Group’s financial instruments, except as mentioned in Note 34.
6.
Segment information
As explained in Note 6 to the Annual Consolidated Financial Statements, segment information is reported from the perspective of products and services: (i) agricultural business and (ii) urban properties and investment business. In addition, this last segment is reported divided from the geographic point of view in two Operations Centers to manage its global interests: Argentina and Israel. As described in Note 4.(l) to the Annual Financial Statements, the Group lost control of Gav-Yam as of June 30, 2019 and has reclassified its results to discontinued operations. Segment information for the period ended December 31, 2018 has been recast for the purposes of comparability with the present period
Below is a summary of the Group’s business units and a reconciliation between the operating income according to segment information and the operating income of the statement of income and other comprehensive income of the Group for the periods ended December 31, 2019 and 2018:
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
14
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Below is a summarized analysis of the lines of business of the Group for the year ended December 31, 2019:
| 12.31.19 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Urban Properties and<br>Investment business (II) | |||||||||
| Agricultural business<br>(I) | Operations Center in<br>Argentina | Operations Center in<br>Israel | Subtotal | Total segment<br>information | Joint ventures<br>(i) | Adjustments<br>(ii) | Elimination of<br>inter-segment transactions and non-reportable assets / liabilities<br>(iii) | Total Statement of<br>Income / Financial Position | |
| Revenues | 12,821 | 6,531 | 34,767 | 41,298 | 54,119 | (40) | 1,540 | (461) | 55,158 |
| Costs | (10,841) | (1,378) | (23,498) | (24,876) | (35,717) | 21 | (1,611) | 275 | (37,032) |
| Initial recognition and changes in the fair<br>value of biological assets and agricultural products at the point<br>of harvest | 1,104 | - | - | - | 1,104 | - | - | 145 | 1,249 |
| Changes in the net realizable value of<br>agricultural products after harvest | 422 | - | - | - | 422 | - | - | - | 422 |
| Gross<br>profit | 3,506 | 5,153 | 11,269 | 16,422 | 19,928 | (19) | (71) | (41) | 19,797 |
| Gain from disposal of<br>farmlands | 299 | - | - | - | 299 | - | - | - | 299 |
| Net gain / (loss) from fair value adjustment of<br>investment properties | 12 | 4,028 | (164) | 3,864 | 3,876 | (253) | - | - | 3,623 |
| General and administrative<br>expenses | (671) | (1,133) | (3,528) | (4,661) | (5,332) | 7 | - | 24 | (5,301) |
| Selling expenses | (1,291) | (536) | (5,229) | (5,765) | (7,056) | 4 | (25) | 12 | (7,065) |
| Other operating results, net | 149 | (42) | (2,594) | (2,636) | (2,487) | 14 | 71 | - | (2,402) |
| Profit /<br>(Loss) from operations | 2,004 | 7,470 | (246) | 7,224 | 9,228 | (247) | (25) | (5) | 8,951 |
| Share profit / (loss) of associates and joint<br>ventures | 155 | (1,289) | (563) | (1,852) | (1,697) | 181 | - | 14 | (1,502) |
| Segment<br>profit / (loss) | 2,159 | 6,181 | (809) | 5,372 | 7,531 | (66) | (25) | 9 | 7,449 |
| Reportable assets | 32,115 | 102,248 | 374,349 | 476,597 | 508,712 | (579) | - | 40,434 | 548,567 |
| Reportable liabilities | - | - | (331,885) | (331,885) | (331,885) | - | - | (133,042) | (464,927) |
| Net reportable<br>assets | 32,115 | 102,248 | 42,464 | 144,712 | 176,827 | (579) | - | (92,608) | 83,640 |
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
15
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Below is a summarized analysis of the lines of business of the Group for the year ended December 31, 2018:
| 12.31.18 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Urban<br>Properties and Investment business (II) | |||||||||
| Agricultural<br>business (I) | Operations<br>Center in Argentina | Operations<br>Center in Israel | Subtotal | Total<br>segment information | Joint ventures<br>(i) | Adjustments<br>(ii) | Elimination of<br>inter-segment transactions and non-reportable assets / liabilities<br>(iii) | Total Statement of<br>Income / Financial Position | |
| Revenues | 8,403 | 7,100 | 30,920 | 38,020 | 46,423 | (45) | 1,754 | (337) | 47,795 |
| Costs | (6,978) | (1,235) | (21,744) | (22,979) | (29,957) | 28 | (1,832) | 137 | (31,624) |
| Initial recognition and<br>changes in the fair value of biological assets and agricultural<br>products at the point of harvest | 527 | - | - | - | 527 | - | - | 181 | 708 |
| Changes in the net<br>realizable value of agricultural products after<br>harvest | 52 | - | - | - | 52 | - | - | - | 52 |
| Gross<br>profit | 2,004 | 5,865 | 9,176 | 15,041 | 17,045 | (17) | (78) | (19) | 16,931 |
| Net (loss) / profit from fair value adjustment<br>of investment properties | (34) | (9,641) | 487 | (9,154) | (9,188) | 2 | - | - | (9,186) |
| Gain from disposal of<br>farmlands | 81 | - | - | - | 81 | - | - | - | 81 |
| General and administrative<br>expenses | (616) | (1,311) | (3,430) | (4,741) | (5,357) | 11 | - | 15 | (5,331) |
| Selling<br>expenses | (749) | (501) | (4,797) | (5,298) | (6,047) | 2 | - | 3 | (6,042) |
| Other operating results,<br>net | 323 | (308) | 966 | 658 | 981 | 161 | 78 | (2) | 1,218 |
| Profit /<br>(Loss) from operations | 1,009 | (5,896) | 2,402 | (3,494) | (2,485) | 159 | - | (3) | (2,329) |
| Share loss of associates and joint<br>ventures | (20) | (396) | (622) | (1,018) | (1,038) | (192) | - | - | (1,230) |
| Segment<br>profit / (loss) | 989 | (6,292) | 1,780 | (4,512) | (3,523) | (33) | - | (3) | (3,559) |
| Reportable<br>assets | 30,216 | 126,938 | 503,648 | 630,586 | 660,802 | (652) | - | 39,564 | 699,714 |
| Reportable<br>liabilities | - | - | (432,060) | (432,060) | (432,060) | - | - | (121,166) | (553,226) |
| Net<br>reportable assets | 30,216 | 126,938 | 71,588 | 198,526 | 228,742 | (652) | - | (81,602) | 146,488 |
(i)
Represents the equity value of joint ventures that were proportionately consolidated for information by segment purposes.
(ii)
Includes Ps. (71) and Ps. (78) corresponding to Expenses and FPC as of December 31, 2019 and 2018, respectively.
(iii)
Includes deferred income tax assets, income tax and MPIT credits, trade and other receivables, investment in financial assets, cash and cash equivalents and intangible assets except for rights to receive future units under barter agreements, net of investments in associates with negative equity which are included in provisions in the amount of Ps. 8,913 as of December 31, 2019.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
16
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
(I)
Agriculture line of business
The following tables present the reportable segments of the agriculture line of business:
| 12.31.19 | |||||
|---|---|---|---|---|---|
| Agricultural<br>production | Land transformation and<br>sales | Corporate | Others | Total Agricultural<br>business | |
| Revenues | 8,347 | - | - | 4,474 | 12,821 |
| Costs | (7,102) | (12) | - | (3,727) | (10,841) |
| Initial recognition and changes in the fair<br>value of biological assets and agricultural products at the point<br>of harvest | 1,085 | - | - | 19 | 1,104 |
| Changes in the net realizable value of<br>agricultural products after harvest | 422 | - | - | - | 422 |
| Gross profit /<br>(loss) | 2,752 | (12) | - | 766 | 3,506 |
| Gain from disposal of<br>farmlands | - | 299 | - | - | 299 |
| Net gain from fair value adjustment of<br>investment properties | - | 12 | - | - | 12 |
| General and administrative<br>expenses | (434) | (1) | (101) | (135) | (671) |
| Selling expenses | (913) | - | - | (378) | (1,291) |
| Other operating results, net | 109 | (49) | - | 89 | 149 |
| Profit / (loss) from<br>operations | 1,514 | 249 | (101) | 342 | 2,004 |
| Share of profit of associates and joint<br>ventures | 28 | - | - | 127 | 155 |
| Segment profit /<br>(loss) | 1,542 | 249 | (101) | 469 | 2,159 |
| Investment properties | 2,377 | - | - | - | 2,377 |
| Property, plant and<br>equipment | 19,117 | 157 | - | 653 | 19,927 |
| Investments in associates | 350 | - | - | 330 | 680 |
| Other reportable assets | 6,965 | - | - | 2,166 | 9,131 |
| Reportable<br>assets | 28,809 | 157 | - | 3,149 | 32,115 |
| 12.31.18 | |||||
| --- | --- | --- | --- | --- | --- |
| Agricultural<br>production | Land transformation and<br>sales | Corporate | Others | Total Agricultural<br>business | |
| Revenues | 4,739 | - | - | 3,664 | 8,403 |
| Costs | (4,057) | (15) | - | (2,906) | (6,978) |
| Initial recognition and<br>changes in the fair value of biological assets and agricultural<br>products at the point of harvest | 551 | - | - | (24) | 527 |
| Changes in the net<br>realizable value of agricultural products after<br>harvest | 52 | - | - | - | 52 |
| Gross profit /<br>(loss) | 1,285 | (15) | - | 734 | 2,004 |
| Net gain from fair value adjustment of<br>investment properties | - | (34) | - | - | (34) |
| Gain from disposal of<br>farmlands | - | 81 | - | - | 81 |
| General and administrative<br>expenses | (381) | (2) | (109) | (124) | (616) |
| Selling<br>expenses | (441) | (2) | - | (306) | (749) |
| Other operating results,<br>net | 255 | 43 | - | 25 | 323 |
| Profit / (loss) from<br>operations | 718 | 71 | (109) | 329 | 1,009 |
| Share of loss of associates and joint<br>ventures | (2) | - | - | (18) | (20) |
| Segment profit /<br>(loss) | 716 | 71 | (109) | 311 | 989 |
| Investment<br>properties | 2,071 | - | - | - | 2,071 |
| Property, plant and<br>equipment | 18,545 | 64 | - | 638 | 19,247 |
| Investments in<br>associates | 292 | - | - | 58 | 350 |
| Other reportable<br>assets | 6,963 | - | - | 1,585 | 8,548 |
| Reportable<br>assets | 27,871 | 64 | - | 2,281 | 30,216 |
(II)
Urban properties and investments line of business
Below is a summarized analysis of the lines of business of Group’s operations center in Argentina:
| 12.31.19 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Shopping<br>Malls | Offices | Sales<br>and developments | Hotels | International | Corporate | Others | Total | |
| Revenues | 3,644 | 1,095 | 460 | 1,268 | 5 | - | 59 | 6,531 |
| Costs | (287) | (64) | (273) | (706) | (5) | - | (43) | (1,378) |
| Gross<br>profit | 3,357 | 1,031 | 187 | 562 | - | - | 16 | 5,153 |
| Net (loss) / profit from fair value adjustment<br>of investment properties | (1,876) | 3,213 | 2,544 | - | - | - | 147 | 4,028 |
| General and administrative<br>expenses | (440) | (115) | (108) | (177) | (60) | (177) | (56) | (1,133) |
| Selling<br>expenses | (254) | (43) | (98) | (135) | - | - | (6) | (536) |
| Other operating results,<br>net | (85) | (24) | (3) | (9) | (1) | - | 80 | (42) |
| Profit /<br>(Loss) from operations | 702 | 4,062 | 2,522 | 241 | (61) | (177) | 181 | 7,470 |
| Share of profit / (loss) of associates and joint<br>ventures | - | - | - | - | (381) | - | (908) | (1,289) |
| Segment<br>profit / (loss) | 702 | 4,062 | 2,522 | 241 | (442) | (177) | (727) | 6,181 |
| Investment and trading<br>properties | 42,867 | 30,029 | 25,868 | - | 89 | - | 1,082 | 99,935 |
| Property, plant and<br>equipment | 208 | 921 | - | 1,736 | 179 | - | - | 3,044 |
| Investment in associates<br>and joint ventures | - | - | 456 | - | (7,530) | - | 5,315 | (1,759) |
| Other reportable<br>assets | 97 | 107 | 719 | 26 | - | - | 79 | 1,028 |
| Reportable<br>assets | 43,172 | 31,057 | 27,043 | 1,762 | (7,262) | - | 6,476 | 102,248 |
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
17
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
For the six-month period ended December 31, 2019, the net gain from fair value adjustments of shopping malls was Ps. 4,141 million. The net impact of the values in pesos of our properties was mainly a consequence of the change in macroeconomic conditions:
(a)
positive result of Ps.19,638.8 million as a consequence of an increase in the projected inflation rate plus GDP, with the resulting increase in the cash flow of shopping malls revenues;
(b)
negative result of Ps.21,592.6 million due to the conversion to dollars of the projected cash flow in pesos according to the exchange rate estimates used in the cash flow;
(c)
an increase of 72 basis points in the discount rate, mainly due to an increase in the country-risk rate component of the WACC discount rate used to discount the cash flow, which led to a decrease in the value of the shopping malls of Ps.2,244.0 million.
(d)
positive impact of Ps.11,560.7 million resulting from the conversion into pesos of the value of the shopping malls in dollars based on the exchange rate at the end of the period;
(e)
additional effect due to the suspension of the income tax rate applicable to companies for one year, which resulted in a reduction in the value of shopping centers of Ps. 209.0 million
The value of our office buildings and other rental properties measured in real terms increased by 12.0% during the six-month period ended as of December 31, 2019, due to a devaluation of the peso which exceeded the period's inflation rate.
Additionally, due to the impact of the inflation adjustment, part of the gain from fair value adjustments was reclassified due to exposure to changes in the purchasing power of the currency.
| 12.31.18 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Shopping<br>Malls | Offices | Sales<br>and developments | Hotels | International | Corporate | Others | Total | |
| Revenues | 4,209 | 838 | 514 | 1,454 | 8 | - | 77 | 7,100 |
| Costs | (318) | (45) | (68) | (719) | (3) | - | (82) | (1,235) |
| Gross<br>profit / (loss) | 3,891 | 793 | 446 | 735 | 5 | - | (5) | 5,865 |
| Net (loss) / profit from fair value adjustment<br>of investment properties | (13,664) | 3,796 | 197 | - | 3 | - | 27 | (9,641) |
| General and administrative<br>expenses | (454) | (104) | (94) | (227) | (54) | (326) | (52) | (1,311) |
| Selling<br>expenses | (269) | (52) | (20) | (152) | - | - | (8) | (501) |
| Other operating results,<br>net | 32 | (15) | (186) | 40 | 3 | - | (182) | (308) |
| (Loss) /<br>Profit from operations | (10,464) | 4,418 | 343 | 396 | (43) | (326) | (220) | (5,896) |
| Share of profit of associates and joint<br>ventures | - | - | (21) | - | (299) | - | (76) | (396) |
| Segment<br>(loss) / profit | (10,464) | 4,418 | 322 | 396 | (342) | (326) | (296) | (6,292) |
| Investment and trading<br>properties | 66,040 | 30,346 | 23,328 | - | 92 | - | 291 | 120,097 |
| Property, plant and<br>equipment | 178 | 100 | - | 1,841 | 174 | - | 801 | 3,094 |
| Investment in associates<br>and joint ventures | 2 | - | 375 | - | (3,840) | - | 6,682 | 3,219 |
| Other reportable<br>assets | 50 | 53 | 163 | 21 | - | - | 241 | 528 |
| Reportable<br>assets | 66,270 | 30,499 | 23,866 | 1,862 | (3,574) | - | 8,015 | 126,938 |
Below is a summarized analysis of the lines of business of Group’s operations center in Israel:
| 12.31.19 | |||||||
|---|---|---|---|---|---|---|---|
| Real<br>Estate | Supermarkets | Telecommunications | Insurance | Corporate | Others | Total | |
| Revenues | 6,277 | - | 27,595 | - | - | 895 | 34,767 |
| Costs | (3,364) | - | (19,885) | - | - | (249) | (23,498) |
| Gross<br>profit / (loss) | 2,913 | - | 7,710 | - | - | 646 | 11,269 |
| Net loss from fair value adjustment of<br>investment properties | (164) | - | - | - | - | - | (164) |
| General and administrative<br>expenses | (378) | - | (2,297) | - | (440) | (413) | (3,528) |
| Selling expenses | (117) | - | (4,924) | - | - | (188) | (5,229) |
| Other operating results, net | (1,644) | - | (657) | - | (58) | (235) | (2,594) |
| Profit /<br>(Loss) from operations | 610 | - | (168) | - | (498) | (190) | (246) |
| Share of loss of associates and joint<br>ventures | (404) | - | (89) | - | - | (70) | (563) |
| Segment<br>profit / (loss) | 206 | - | (257) | - | (498) | (260) | (809) |
| Reportable assets | 133,810 | 22,442 | 115,160 | 7,337 | 29,114 | 66,486 | 374,349 |
| Reportable liabilities | (123,193) | - | (89,968) | - | (98,434) | (20,290) | (331,885) |
| Net reportable<br>assets | 10,617 | 22,442 | 25,192 | 7,337 | (69,320) | 46,196 | 42,464 |
| 12.31.18 | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- |
| Real<br>Estate | Supermarkets | Telecommunications | Insurance | Corporate | Others | Total | |
| Revenues | 6,153 | - | 24,018 | - | - | 749 | 30,920 |
| Costs | (3,857) | - | (17,488) | - | - | (399) | (21,744) |
| Gross<br>profit | 2,296 | - | 6,530 | - | - | 350 | 9,176 |
| Net gain from fair value adjustment of<br>investment properties | 487 | - | - | - | - | - | 487 |
| General and administrative<br>expenses | (281) | - | (2,114) | - | (422) | (613) | (3,430) |
| Selling expenses | (103) | - | (4,554) | - | - | (140) | (4,797) |
| Other operating results, net | - | - | 181 | - | 413 | 372 | 966 |
| Profit / (Loss) from<br>operations | 2,399 | - | 43 | - | (9) | (31) | 2,402 |
| Share of (loss) / profit of associates and joint<br>ventures | (470) | 252 | - | - | - | (404) | (622) |
| Segment profit /<br>(loss) | 1,929 | 252 | 43 | - | (9) | (435) | 1,780 |
| Reportable assets | 271,236 | 21,126 | 103,239 | 24,773 | 54,408 | 28,866 | 503,648 |
| Reportable liabilities | (210,798) | - | (80,053) | - | (126,264) | (14,945) | (432,060) |
| Net reportable<br>assets | 60,438 | 21,126 | 23,186 | 24,773 | (71,856) | 13,921 | 71,588 |
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
18
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
7.
Investments in associates and joint ventures
Changes in the Group’s investments in associates and joint ventures for the six-month period ended December 31, 2019 and for the year ended June 30, 2019 were as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Beginning<br>of the period / year | 31,879 | 46,428 |
| Adjustments of previous<br>years (IFRS 9 and IAS 28) | (1,787) | (135) |
| Issuance of capital and<br>contributions | 312 | 143 |
| Capital<br>reduction | (29) | (591) |
| Increase of interest in<br>associates and joint ventures | 2,569 | 614 |
| Share of profit /<br>(loss) | (1,462) | (6,265) |
| Other comprehensive<br>income | 148 | - |
| Currency translation<br>adjustment | (461) | (377) |
| Dividends<br>(i) | (89) | (1,526) |
| Sale of<br>associates | - | (6,319) |
| Deconsolidation | 24,445 | - |
| Reclassification to<br>held-for-sale | (159) | - |
| Others | 9 | (93) |
| End of<br>the period / year (ii) | 55,375 | 31,879 |
(i)
See Note 28.
(ii)
As of December 31, 2019, and June 30, 2019 includes Ps. (8,913) and (7,662) reflecting interests in companies with negative equity, which were disclosed in “Provisions” (see Note 20)
Below is additional information about the Group’s investments in associates and joint ventures:
| Name of<br>the entity | %<br>ownership interest | Value of<br>Group's interest in equity | Group's<br>interest in comprehensive income / (loss) | |||
|---|---|---|---|---|---|---|
| 12.31.19 | 06.30.19 | 12.31.19 | 06.30.19 | 12.31.19 | 12.31.18 | |
| Associates | ||||||
| New Lipstick<br>(1) | 49.96% | 49.96% | (8,912) | (7,622) | (368) | (455) |
| BHSA | 29.91% | 29.91% | 2,927 | 3,918 | (993) | (121) |
| Condor | 18.89% | 18.89% | 1,331 | 1,225 | (13) | 79 |
| PBEL | 45.00% | 45.40% | - | 1,743 | - | (2) |
| Shufersal | 26.02% | 26.02% | 22,442 | 20,260 | 1,952 | 439 |
| Mehadrin | 31.40% | 45.41% | 4,174 | 4,265 | (58) | (606) |
| Gav-Yam | 34.90% | N/A | 25,457 | N/A | 163 | N/A |
| TGLT S.A.<br>(2) | 30.50% | N/A | 1,915 | N/A | - | N/A |
| Other<br>associates | - | - | 699 | 3,311 | 122 | (324) |
| Joint ventures | ||||||
| Quality | 50.00% | 50.00% | 1,857 | 1,646 | 185 | 32 |
| La Rural<br>S.A. | 50.00% | 50.00% | 184 | 89 | 94 | 26 |
| Cresca<br>S.A. | 50.00% | 50.00% | - | 18 | (1) | - |
| Other joint<br>ventures | - | - | 3,301 | 3,026 | (3,006) | (177) |
| Total<br>associates and joint ventures | 55,375 | 31,879 | (1,923) | (1,109) | ||
| Name of<br>the entity | Location<br>of business / Country of incorporation | Main<br>activity | Common<br>shares 1 vote | Last<br>financial statement issued | ||
| --- | --- | --- | --- | --- | --- | --- |
| Share<br>capital (nominal value) | Profit /<br>(loss) for the period | Shareholders'<br>equity | ||||
| Associates | ||||||
| New Lipstick<br>(1) | U.S. | Real<br>estate | N/A | N/A | (*) (8) | (*) (217) |
| BHSA | Argentina | Financing | 448,689,072 | (***) 1,500 | (***) 3,321 | (***) 9,407 |
| Condor | U.S. | Hotel | 2,245,100 | N/A | (*) (2) | (*) 92 |
| PBEL | India | Real<br>estate | 450 | (**) 1 | (**) 144 | (**) 3,254 |
| Shufersal | Israel | Retail | 79,282,087 | (**) 242 | (**)242 | (**) 1,795 |
| Mehadrin | Israel | Agricultural | N/A | N/A | - | 12,276 |
| Gav-Yam | Israel | Real<br>estate | N/A | N/A | (**) 149 | (**) 3,254 |
| TGLT S.A.<br>(2) | Argentina | Real<br>estate | 1,509,889 | 80 | - | (3,237) |
| Joint ventures | ||||||
| Quality | Argentina | Real estate | 120,827,022 | 326 | 369 | 3,659 |
| La Rural<br>S.A. | Argentina | Organization of events | 714,498 | 1 | 199 | 289 |
(1)
On March 4th 2019, Metropolitan a subsidiary of New Lipstick, has renegotiated its non-recourse debt with IRSA, for an amount of USD 11 plus a contingent amount over the option price on part of the parcel of the land where the Lipstick building is built. The debt is due on April 30, 2021.
(2)
Additionally, 21,600,000 preferred class A shares and 24,948,798 preferred class B shares were subscribed, subject to conversion. As of the date of issuance of these financial statements, these preferred shares have not yet been converted.
(*)
Amounts in millions of US Dollars under USGAAP. Condor’s year-end falls on December 31, so the Group estimates their interest with a three-monthlag, including material adjustments, if any.
(**)
Amounts in millions of NIS.
(***)
Information as of December 31, 2019 according to BCRA's standards.
Puerto Retiro (joint venture):
There have been no changes to what was informed in Note 8 to the Annual Financial Statements.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
19
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
8.
Investment properties
Changes in the Group’s investment properties for the six-month period ended December 31, 2019 and for the year ended June 30, 2019 were as follows:
| Leased<br>out farmland | Rental<br>properties | Underdeveloped<br>parcels of land | Properties<br>under development | Others | Total<br>as of 12.31.19 | Total<br>as of 06.30.19 | |
|---|---|---|---|---|---|---|---|
| Fair<br>value at the beginning of the period / year | 2,319 | 257,367 | 25,096 | 9,957 | 186 | 294,925 | 320,155 |
| Adjustments of previous<br>years (IFRS 15) | - | 375 | - | - | - | 375 | - |
| Additions | - | 577 | 1 | 1,556 | 1 | 2,135 | 10,221 |
| Capitalized finance<br>costs | - | - | - | - | - | - | 205 |
| Capitalized leasing<br>costs | - | 13 | - | - | - | 13 | 14 |
| Amortization of capitalized<br>leasing costs (i) | - | (9) | - | - | - | (9) | (12) |
| Transfers | (133) | (19,719) | (680) | (553) | - | (21,085) | 1,746 |
| Deconsolidation | - | (127,270) | (7,213) | (4,205) | - | (138,688) | - |
| Disposals | - | (9,494) | (343) | - | - | (9,837) | (5,104) |
| Currency translation<br>adjustment | 179 | 37,017 | 1,476 | 1,090 | - | 39,762 | (2,589) |
| Net gain from fair value<br>adjustment | 12 | 1,260 | 2,070 | 228 | 53 | 3,623 | (29,711) |
| Fair<br>value at the end of the period / year | 2,377 | 140,117 | 20,407 | 8,073 | 240 | 171,214 | 294,925 |
(i)
Amortization charges of capitalized leasing costs were included in “Costs” in the Statements of Income (Note 25).
The following amounts have been recognized in the Statements of Income:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Rental and services<br>income | 9,903 | 10,341 |
| Direct operating<br>expenses | (3,425) | (3,552) |
| Development<br>expenses | (46) | (2,864) |
| Net realized gain from fair<br>value adjustment of investment properties | 3 | 1,651 |
| Net unrealized gain from<br>fair value adjustment of investment properties | 3,620 | (10,837) |
Valuation techniques are described in Note 9 to the Annual Financial Statements. There were no changes to such techniques. The Company has reassessed the assumptions at the end of the period, incorporating the effect of the variation in the exchange rate in other assets denominated in US Dollars.
9.
Property, plant and equipment
Changes in the Group’s property, plant and equipment for the six-month period ended December 31, 2019 and for the year ended June 30, 2019 were as follows:
| Owner occupied<br>farmland | Bearer<br>plant | Buildings and<br>facilities | Machinery and<br>equipment | Communication<br>networks | Others | Total<br>as of 12.31.19 | Total<br>as of 06.30.19 | |
|---|---|---|---|---|---|---|---|---|
| Costs | 18,045 | 1,741 | 11,689 | 2,272 | 83,351 | 8,380 | 125,478 | 117,723 |
| Accumulated depreciation | (1,818) | (509) | (6,427) | (1,496) | (61,375) | (6,221) | (77,846) | (71,882) |
| Net book amount at the<br>beginning of the period / year | 16,227 | 1,232 | 5,262 | 776 | 21,976 | 2,159 | 47,632 | 45,841 |
| Adjustments of previous<br>years (IFRS 15) | - | - | - | (6) | - | - | (6) | 7,943 |
| Additions | 248 | 105 | 182 | 58 | 2,012 | 551 | 3,156 | (447) |
| Disposals | (51) | - | (18) | (1) | (2,799) | (15) | (2,884) | - |
| Deconsolidation | - | - | (372) | (523) | - | (39) | (934) | - |
| Currency translation<br>adjustment | 1,099 | 103 | 256 | 131 | 2,961 | (484) | 4,066 | (1,168) |
| Transfers | 133 | (2) | (241) | (30) | - | - | (140) | 1,427 |
| Depreciation charges (i) | (107) | (172) | (219) | (54) | (2,188) | (613) | (3,353) | (5,964) |
| Balances at the end of the<br>period / year | 17,549 | 1,266 | 4,850 | 351 | 21,962 | 1,559 | 47,537 | 47,632 |
| Costs | 18,985 | 1,800 | 9,096 | 1,930 | 89,422 | 4,174 | 125,407 | 125,478 |
| Accumulated depreciation | (1,436) | (534) | (4,246) | (1,579) | (67,460) | (2,615) | (77,870) | (77,846) |
| Net book amount at the end of<br>the period / year | 17,549 | 1,266 | 4,850 | 351 | 21,962 | 1,559 | 47,537 | 47,632 |
(i)
Amortization charge was recognized in the amount of Ps. 2,555 under "Costs", in the amount of Ps. 366 under "General and administrative expenses" and Ps. 76 under "Selling expenses" as of December 31, 2019, in the Statements of Income (Note 25) and Ps. 356 were capitalized as part of the cost of the biological assets
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
20
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
10.
Trading properties
Changes in the Group’s trading properties for the six-month period ended December 31, 2019 and for the year ended June 30, 2019 were as follows:
| Completed<br>properties | Properties under<br>development | Undeveloped<br>sites | Total as of<br>12.31.19 | Total as of<br>06.30.19 | |
|---|---|---|---|---|---|
| Beginning of the period /<br>year | 2,760 | 1,711 | 2,905 | 7,376 | 19,443 |
| Adjustment previous periods<br>(IFRS 15) | - | - | - | - | (7,329) |
| Additions | 24 | 915 | 28 | 967 | 3,226 |
| Capitalized finance costs | - | 64 | - | 64 | 15 |
| Currency translation<br>adjustment | 140 | 95 | 228 | 463 | (1,188) |
| Transfers | 159 | (130) | (29) | - | 47 |
| Impairment | - | - | - | - | (40) |
| Deconsolidation | - | (136) | - | (136) | - |
| Disposals | (301) | (2,127) | (47) | (2,475) | (6,798) |
| End of the period /<br>year | 2,782 | 392 | 3,085 | 6,259 | 7,376 |
| Non-current | 4,336 | 6,915 | |||
| Current | 1,923 | 461 | |||
| Total | 6,259 | 7,376 |
11.
Intangible assets
Changes in the Group’s intangible assets for the six-month period ended December 31, 2019 and for the year ended June 30, 2019 were as follows:
| Goodwill | Trademarks | Licenses | Customer<br>relations | Information systems and<br>software | Contracts and<br>others | Total as of<br>12.31.19 | Total as of<br>06.30.19 | |
|---|---|---|---|---|---|---|---|---|
| Costs | 5,926 | 6,219 | 8,470 | 13,295 | 7,404 | 7,918 | 49,232 | 46,865 |
| Accumulated amortization | - | (482) | (6,443) | (10,521) | (4,012) | (4,870) | (26,328) | (22,219) |
| Net book amount at the<br>beginning of the period / year | 5,926 | 5,737 | 2,027 | 2,774 | 3,392 | 3,048 | 22,904 | 24,646 |
| Additions | - | - | - | - | 690 | 1,538 | 2,228 | 3,289 |
| Disposals | - | - | - | - | (84) | - | (84) | (54) |
| Deconsolidation | (3,057) | - | - | - | (19) | - | (3,076) | - |
| Transfers | 1 | - | - | - | 12 | - | 13 | - |
| Assets incorporated by business<br>combination | - | - | - | - | - | - | - | 28 |
| Currency translation<br>adjustment | 2,095 | 584 | 193 | 227 | 340 | 284 | 3,723 | (734) |
| Impairment | - | - | - | - | - | - | - | (162) |
| Amortization charges (i) | - | (44) | (117) | (527) | (626) | (549) | (1,863) | (4,109) |
| Balances at the end of the<br>period / year | 4,965 | 6,277 | 2,103 | 2,474 | 3,705 | 4,321 | 23,845 | 22,904 |
| Costs | 4,965 | 6,857 | 9,192 | 19,699 | 6,540 | 10,187 | 57,440 | 49,232 |
| Accumulated amortization | - | (580) | (7,089) | (17,225) | (2,835) | (5,866) | (33,595) | (26,328) |
| Net book amount at the end of<br>the period / year | 4,965 | 6,277 | 2,103 | 2,474 | 3,705 | 4,321 | 23,845 | 22,904 |
(i)
Amortization charge was recognized in the amount of Ps. 120 under "Costs", in the amount of Ps. 569 under "General and administrative expenses" and Ps. 1,174 under "Selling expenses" as of December 31, 2019 in the Statements of Income (Note 25).
12.
Right-of-use assets
The Group’s right-of-use assets as of December 31, 2019 and June 30, 2019 are the following:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Farmland | 2,147 | - |
| Offices, shopping malls and other<br>buildings | 2,939 | - |
| Communication networks | 9,027 | - |
| Machinery and equipment | 61 | - |
| Others | 1,200 | - |
| Right-of-use<br>assets | 15,374 | - |
| Non-current | 15,374 | |
| Total | 15,374 |
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
21
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The depreciation charge of the right-of use-assets is detailed below:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Farmland | 181 | - |
| Offices, shopping malls and other<br>buildings | 1,450 | - |
| Communication networks | 472 | - |
| Others | 131 | - |
| Depreciation charge of<br>right-of-use assets | 2,234 | - |
13.
Biological assets
Changes in the Group’s biological assets and their allocation to the fair value hierarchy six-month period ended December 31, 2019 and for the year ended June 30, 2019 were as follows:
| Agricultural<br>business | ||||||||
|---|---|---|---|---|---|---|---|---|
| Sown<br>land-crops | Sugarcane<br>fields | Breeding<br>cattle and cattle for sale | Other<br>cattle | Others | Total as<br>of 12.31.19 | Total as<br>of 06.30.19 | ||
| Level 1 | Level 3 | Level 3 | Level 2 | Level 2 | Level 1 | |||
| Net book amount at the<br>beginning of the period / year | 123 | 1,550 | 963 | 2,087 | 177 | 30 | 4,930 | 3,558 |
| Purchases | - | - | - | 94 | 87 | - | 181 | 414 |
| Changes by<br>transformation | (96) | 96 | - | - | - | - | - | - |
| Initial recognition and<br>changes in the fair value of biological assets<br>(i) | - | 195 | 1,070 | (84) | 57 | - | 1,238 | 2,014 |
| Decrease due to<br>harvest | - | (2,449) | (2,386) | - | - | - | (4,835) | (8,604) |
| Sales | - | - | - | (653) | (1) | - | (654) | (625) |
| Consumes | - | - | - | (2) | (214) | (3) | (219) | (347) |
| Costs for the period /<br>year | 2,531 | 684 | 1,475 | 529 | - | 2 | 5,221 | 8,575 |
| Foreign exchange<br>gain | 15 | 25 | 80 | 48 | - | - | 168 | (55) |
| Balances at the end of the<br>period / year | 2,573 | 101 | 1,202 | 2,019 | 106 | 29 | 6,030 | 4,930 |
| - | - | |||||||
| Non-current<br>(Production) | - | - | - | 1,453 | 20 | 29 | 1,502 | 1,589 |
| Current<br>(Consumable) | 2,573 | 101 | 1,202 | 566 | 86 | - | 4,528 | 3,341 |
| Net book amount at the end of<br>the period / year | 2,573 | 101 | 1,202 | 2,019 | 106 | 29 | 6,030 | 4,930 |
(i)
Biological assets with a production cycle of more than one year (that is, cattle) generated “Initial recognition and changes in fair value of biological assets” amounting to Ps. (27) and Ps. 89 for the six-month periods ended December 31, 2019 and for the fiscal year ended June 30, 2019, respectively; amounts of Ps. 165 and Ps. (84), was attributable to price changes, and amounts of Ps. (192) and Ps. 173, was attributable to physical changes, respectively.
During the six-month period ended December 31, 2019, there were transfers between the fair value hierarchies 1 and 3 of grain seeding (due to the degree of phenological growth of the crop) for Ps. 96. There were also no reclassifications between categories thereof.
The fair value less estimated point of sale costs of agricultural produce at the point of harvest (which have been harvested during the period) amount to Ps. (4,835) and Ps. (8,604) for the six-month period ended December 31, 2019 and the year ended June 30, 2019, respectively.
See information on valuation processes used by the entity in Note 13 to the Annual Financial Statements.
As of December 31, 2019, and June 30, 2019, the better and maximum use of biological assets shall not significantly differ from the current use.
14.
Inventories
Breakdown of Group’s inventories as of December 31, 2019 and June 30, 2019 are as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Crops | 924 | 2,578 |
| Materials and supplies | 1,934 | 1,256 |
| Seeds and fodders | - | 264 |
| Beef | 230 | 131 |
| Agricultural<br>inventories | 3,088 | 4,229 |
| Good for resale and supplies | - | 3 |
| Telephones and other communication<br>equipment | 1,242 | 1,382 |
| Others | 26 | 23 |
| Total<br>inventories | 4,356 | 5,637 |
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
22
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
15.
Financial instruments by category
Determining fair values
The present note shows the financial assets and financial liabilities by category of financial instrument and a reconciliation to the corresponding line in the Consolidated Statements of Financial Position, as appropriate. Financial assets and liabilities measured at fair value are assigned based on their different levels in the fair value hierarchy. For further information related to fair value hierarchy see Note 15 to the Annual Financial Statements.
Financial assets and financial liabilities as of December 31, 2019 are as follows:
| Financial assets at<br>amortized cost | Financial assets at<br>fair value through profit or loss | Subtotal financial<br>assets | Non-financial<br>assets | Total | |||
|---|---|---|---|---|---|---|---|
| Level<br>1 | Level<br>2 | Level<br>3 | |||||
| December 31,<br>2019 | |||||||
| Assets as per Statement of<br>Financial Position | |||||||
| Trade and other receivables (excluding the<br>allowance for doubtful accounts and other receivables) (Note<br>16) | 45,284 | - | - | - | 45,284 | 12,400 | 57,684 |
| Investment in financial<br>assets: | |||||||
| - Public companies’<br>securities | - | 891 | 195 | - | 1,086 | - | 1,086 |
| - Private companies’<br>securities | - | - | - | 2,468 | 2,468 | - | 2,468 |
| - Deposits | 573 | 50 | - | - | 623 | - | 623 |
| - Bonds | - | 17,448 | 1,887 | - | 19,335 | - | 19,335 |
| - Mutual funds | - | 8,671 | - | - | 8,671 | - | 8,671 |
| -Others | - | 2,042 | 645 | 493 | 3,180 | - | 3,180 |
| Derivative financial<br>instruments: | |||||||
| - Crops options<br>contracts | - | - | - | - | - | - | - |
| - Crops futures<br>contracts | - | 31 | - | - | 31 | - | 31 |
| - Foreign-currency options<br>contracts | - | 45 | - | - | 45 | - | 45 |
| - Foreign-currency future<br>contracts | - | 68 | 38 | - | 106 | - | 106 |
| - Swaps | - | - | 53 | - | 53 | - | 53 |
| -<br>Warrants | - | - | - | 82 | 82 | - | 82 |
| - Others | - | - | 18 | - | 18 | - | 18 |
| Restricted assets (i) | 6,435 | - | - | - | 6,435 | - | 6,435 |
| Financial assets held for<br>sale | |||||||
| - Clal | - | 7,337 | - | - | 7,337 | - | 7,337 |
| Cash and cash equivalents (excluding bank<br>overdrafts): | |||||||
| - Cash on hand and at<br>bank | 17,203 | - | - | - | 17,203 | - | 17,203 |
| - Short-term<br>investments | 46,962 | 3,501 | - | - | 50,463 | - | 50,463 |
| Total<br>assets | 116,457 | 40,084 | 2,836 | 3,043 | 162,420 | 12,400 | 174,820 |
| Financial liabilities at<br>amortized cost | Financial liabilities at fair<br>value through profit or loss | Subtotal financial<br>liabilities | Non-financial<br>liabilities | Total | |||
| --- | --- | --- | --- | --- | --- | --- | --- |
| Level<br>1 | Level<br>2 | Level<br>3 | |||||
| December 31,<br>2019 | |||||||
| Liabilities as per Statement<br>of Financial Position | |||||||
| Trade and other payables (Note<br>18) | 19,957 | - | - | - | 19,957 | 6,984 | 26,941 |
| Borrowings (excluding finance lease liabilities)<br>(Note 21) | 343,527 | - | - | - | 343,527 | - | 343,527 |
| Derivative financial<br>instruments: | |||||||
| - Crops options<br>contracts | - | 73 | - | - | 73 | - | 73 |
| - Crops futures<br>contracts | - | 77 | - | - | 77 | - | 77 |
| - Foreign-currency options<br>contracts | - | 14 | - | - | 14 | - | 14 |
| - Foreign-currency<br>contracts | - | 1 | 51 | - | 52 | - | 52 |
| - Swaps | - | 78 | 599 | - | 677 | - | 677 |
| - Forwards | - | - | 33 | - | 33 | - | 33 |
| - Others | - | - | - | 67 | 67 | - | 67 |
| Total<br>liabilities | 363,484 | 243 | 683 | 67 | 364,477 | 6,984 | 371,461 |
23
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Financial assets and financial liabilities as of June 30, 2019 were as follows:
| Financial assets at<br>amortized cost (i) | Financial assets at<br>fair value through profit or loss | Subtotal financial<br>assets | Non-financial<br>assets | Total | |||
|---|---|---|---|---|---|---|---|
| Level<br>1 | Level<br>2 | Level<br>3 | |||||
| June 30,<br>2019 | |||||||
| Assets as per Statement of<br>Financial Position | |||||||
| Trade and other receivables (excluding the<br>allowance for doubtful accounts and other receivables) (Note<br>16) | 43,438 | - | - | - | 43,438 | 11,925 | 55,363 |
| Investment in financial<br>assets: | |||||||
| - Equity securities in public<br>companies | - | 1,203 | 174 | - | 1,377 | - | 1,377 |
| - Equity securities in private<br>companies | - | - | - | 2,297 | 2,297 | - | 2,297 |
| - Deposits | 4,667 | 45 | - | - | 4,712 | - | 4,712 |
| - Bonds | - | 19,746 | 1,336 | 851 | 21,933 | - | 21,933 |
| - Mutual funds | - | 9,058 | - | - | 9,058 | - | 9,058 |
| - Others | - | 3,002 | 549 | 440 | 3,991 | - | 3,991 |
| Derivative financial<br>instruments: | |||||||
| - Crops futures<br>contracts | - | 11 | - | - | 11 | - | 11 |
| - Swaps | - | - | 14 | - | 14 | - | 14 |
| -<br>Warrants | - | - | - | 120 | 120 | - | 120 |
| - Crops options<br>contracts | - | 40 | - | - | 40 | - | 40 |
| - Foreign-currency options<br>contracts | - | 38 | - | - | 38 | - | 38 |
| - Foreign-currency future<br>contracts | - | 2 | 36 | - | 38 | - | 38 |
| - Others | - | - | 15 | - | 15 | - | 15 |
| Restricted assets (ii) | 9,514 | - | - | - | 9,514 | - | 9,514 |
| Financial assets held for<br>sale | |||||||
| - Clal | - | 19,929 | - | - | 19,929 | - | 19,929 |
| Cash and cash equivalents (excluding bank<br>overdrafts): | |||||||
| - Cash on hand and at<br>bank | 8,928 | - | - | - | 8,928 | - | 8,928 |
| - Short-term<br>investments | 65,913 | 3,776 | - | - | 69,689 | - | 69,689 |
| Total<br>assets | 132,460 | 56,850 | 2,124 | 3,708 | 195,142 | 11,925 | 207,067 |
| Financial liabilities at<br>amortized cost | Financial liabilities at fair<br>value through profit or loss | Subtotal financial<br>liabilities | Non-financial<br>liabilities | Total | |||
| --- | --- | --- | --- | --- | --- | --- | --- |
| Level<br>1 | Level<br>2 | Level<br>3 | |||||
| June 30,<br>2019 | |||||||
| Liabilities as per Statement<br>of Financial Position | |||||||
| Trade and other payables (Note<br>18) | 23,279 | - | - | - | 23,279 | 7,646 | 30,925 |
| Borrowings (excluding finance lease liabilities)<br>(Note 21) | 420,622 | - | - | - | 420,622 | - | 420,622 |
| Derivative financial<br>instruments: | |||||||
| - Crops futures<br>contracts | - | 91 | - | - | 91 | - | 91 |
| - Foreign-currency<br>contracts | - | 31 | - | - | 31 | - | 31 |
| - Crops options<br>contracts | - | 78 | - | - | 78 | - | 78 |
| - Swaps | - | - | 169 | - | 169 | - | 169 |
| - Others | - | - | 1,097 | 60 | 1,157 | - | 1,157 |
| Total<br>liabilities | 443,901 | 200 | 1,266 | 60 | 445,427 | 7,646 | 453,073 |
(i)
Corresponds to deposits in guarantee and escrows
The fair value of financial assets and liabilities at their amortized cost does not differ significantly from their book value, except for borrowings (Note 21). The fair value of payables approximates their respective carrying amounts because, due to their short-term nature, the effect of discounting is not considered significant. Fair values are based on discounted cash flows (Level 3).
The valuation models used by the Group for the measurement of Level 2 and Level 3 instruments are no different from those used as of June 30, 2019.
As of December 31, 2019, there have been no changes to the economic or business circumstances affecting the fair value of the financial assets and liabilities of the Group.
V
24
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The Group uses a range of valuation models for the measurement of Level 2 and Level 3 instruments, details of which may be obtained from the following table. When no quoted prices are available in an active market, fair values (particularly with derivatives) are based on recognized valuation methods.
| Description | Pricing<br>model / method | Parameters | Fair<br>value hierarchy | Range |
|---|---|---|---|---|
| Foreign currency<br>put | Theoretical<br>price | Underlying price (Market<br>price) and currency volatility (historical) | Level 2 | - |
| Promissory<br>note | Discounted cash flows -<br>Theoretical price | Underlying asset price<br>(Market price); share price volatility (historical) and market<br>interest rate (Libor rate curve). | Level 3 | Underlying asset price 10.5<br>to 11.5<br><br><br>Share price volatility 58%<br>to 78%<br><br><br>Market<br>interest-rate<br><br><br>1.5% to<br>3% |
| Investments in financial<br>assets - Other private companies’<br>securities | Cash flow / NAV -<br>Theoretical price | Projected revenue discounted at the discount<br>rate /<br><br><br>The value is calculated in accordance with<br>shares in the equity funds on the basis of their Financial<br>Statements, based on fair value or investments<br>assessments. | Level 3 | 1 - 3.5 |
| Investments in financial<br>assets - Others | Discounted cash flow -<br>Theoretical price | Projected revenue discounted at the discount<br>rate /<br><br><br>The value is calculated in accordance with<br>shares in the equity funds on the basis of their Financial<br>Statements, based on fair value or investment<br>assessments. | Level 3 | 1 - 3.5 |
| Derivative financial<br>instruments – Forwards | Theoretical<br>price | Underlying asset price and<br>volatility | Level 2 and 3 | - |
The following table presents the changes in Level 3 instruments as of December 31, 2019 and June 30, 2019:
| Derivative<br>financial instruments – Others | Investments<br>in financial assets - Private companies | Investments<br>in financial assets - Others | Derivative<br>financial instruments – Warrants | Total<br>as of 12.31.19 | Total<br>as of 06.30.19 | |
|---|---|---|---|---|---|---|
| Balances<br>at beginning of the period / year | (60) | 2,297 | 1,291 | 120 | 3,648 | 4,058 |
| Additions and<br>acquisitions | - | 15 | - | - | 15 | 151 |
| Transfer to level<br>1 | - | - | - | (3) | (3) | 52 |
| Currency translation<br>adjustment | (7) | 200 | 61 | (20) | 234 | (67) |
| Write<br>off | - | - | (851) | - | (851) | - |
| Gain / (loss) for the<br>period / year (i) | - | (44) | (8) | (15) | (67) | (546) |
| Balances<br>at the end of the period / year | (67) | 2,468 | 493 | 82 | 2,976 | 3,648 |
(i) Included within “Financial results, net” in the Statements of Income.
16.
Trade and other receivables
Group’s trade and other receivables as of December 31, 2019 and June 30, 2019 are as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Trade, leases and services<br>receivable | 38,553 | 37,673 |
| Less: allowance for doubtful<br>accounts | (2,802) | (2,382) |
| Total trade<br>receivables | 35,751 | 35,291 |
| Prepayments | 7,586 | 7,450 |
| Borrowings, deposits and other debit<br>balances | 4,709 | 3,690 |
| Guarantee deposits | 2 | 3 |
| Tax receivables | 1,485 | 1,437 |
| Others | 5,349 | 5,110 |
| Total other<br>receivables | 19,131 | 17,690 |
| Total trade and other<br>receivables | 54,882 | 52,981 |
| Non-current | 20,908 | 19,130 |
| Current | 33,974 | 33,851 |
| Total | 54,882 | 52,981 |
The fair value of current trade and other receivables approximate their respective carrying amounts due to their short-term nature, as the impact of discounting is not considered significant. Fair values are based on discounted cash flows (Level 3).
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
25
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Movements on the Group’s allowance for doubtful accounts were as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Beginning of the period /<br>year | 2,382 | 1,638 |
| Adjustments previous periods (IFRS<br>9) | - | 171 |
| Additions (i) | 377 | 710 |
| Recoveries (i) | (23) | (82) |
| Currency translation<br>adjustment | 548 | 570 |
| Deconsolidation | (17) | - |
| Receivables written off during the period / year<br>as uncollectable | (352) | (415) |
| Inflation adjustment | (96) | (210) |
| Transfers from / to assets avaliable for<br>sale | (17) | - |
| End of the period /<br>year | 2,802 | 2,382 |
(i)
The creation and release of the allowance for doubtful accounts have been included in “Selling expenses” in the Statement of Income (Note 25).
17.
Cash flow information
Following is a detailed description of cash flows generated by the Group’s operations for the six-month periods ended December 31, 2019 and 2018:
| Note | 12.31.19 | 12.31.18 | |
|---|---|---|---|
| Profit /<br>(Loss) for the period | 1,673 | (8,627) | |
| Profit<br>from discontinued operations | (16,639) | (3,042) | |
| Adjustments<br>for: | |||
| Income<br>tax | 22 | 3,090 | (3,375) |
| Amortization and<br>depreciation | 25 | 6,970 | 4,679 |
| Net (gain) / loss from fair<br>value adjustment of investment properties | (3,623) | 9,186 | |
| Share-based<br>compensation | 58 | 29 | |
| Changes in the fair value<br>of investments in financial assets | (322) | - | |
| Gain from disposal of<br>intangible assets | - | (12) | |
| Gain from disposal of<br>subsidiary and associates | - | (1,069) | |
| Gain from disposal of<br>trading properties | - | (455) | |
| Impairment of other<br>assets | 1,513 | 236 | |
| Impairment in associates<br>and joint ventures | - | 200 | |
| Financial results,<br>net | 20,632 | 8,717 | |
| Provisions and<br>allowances | 343 | 627 | |
| Share of loss / (profit) of<br>associates and joint ventures | 1,502 | 1,230 | |
| Loss from revaluation of<br>receivables arising from the sale of farmland | - | 2 | |
| (Gain) / Loss from<br>repurchase of Non-convertible Notes | 1 | (81) | |
| Changes in net realizable<br>value of agricultural products after harvest | (422) | (52) | |
| Unrealized initial<br>recognition and changes in fair value of biological assets and<br>agricultural products at the point of harvest | (1,405) | (670) | |
| Unrealized gain from<br>derivative financial instruments | (212) | (45) | |
| Other operating<br>results | 23 | 2 | |
| Gain from disposal of<br>farmlands | (299) | (81) | |
| Changes<br>in operating assets and liabilities: | |||
| Decrease in<br>inventories | 1,339 | 505 | |
| Decrease in trading<br>properties | 1,345 | 106 | |
| Decrease / (Increase) in<br>biological assets | 1,038 | (932) | |
| Increase in<br>restricted assets | - | (180) | |
| Decrease in trade and other<br>receivables | 4,090 | 1,144 | |
| Decrease in trade and other<br>payables | (3,072) | (2,185) | |
| Increase / (Decrease) in<br>salaries and social security liabilities | 554 | (447) | |
| Decrease in<br>provisions | (465) | (97) | |
| Increase in lease<br>liabilities | (57) | - | |
| Net variation in derivative<br>financial instruments | 51 | 160 | |
| Net cash<br>generated by continuing operating activities before income tax<br>paid | 17,706 | 5,473 | |
| Net cash<br>generated by discontinued operating activities before income tax<br>paid | 2,105 | 2,931 | |
| Net cash<br>generated by operating activities before income tax<br>paid | 19,811 | 8,404 |
Véase nuestro informe de fecha26
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The following table presents a detail of significant non-cash transactions occurred in the six-month periods ended December 31, 2019 and 2018:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Dividends not<br>collected | (28) | (6) |
| Increase in investment<br>properties through an increase in borrowings | - | 35 |
| Increase in participation<br>in subsidiaries, associates and joint ventures due to transient<br>conversion differences | (623) | (256) |
| Increase in trade and other<br>receivables through a decrease in investments in associates and<br>joint ventures | - | 9 |
| Increase in property, plant<br>and equipment through an increase in trade and other<br>payables | 447 | 465 |
| Increase in investment<br>properties through an increase in trade and other<br>payables | 483 | 6 |
| Increase in investments in<br>associates and joint ventures through a decrease in<br>borrowings | - | 8 |
| Increase in intangible<br>assets through an increase in trade and other<br>payables | - | 270 |
| Increase of properties for<br>sale through an increase in borrowings | 64 | 43 |
| Increase in investment<br>properties through a decrease in trade and other<br>receivables | - | 267 |
| Increase of trading<br>properties for sale through a decrease in investment<br>properties | - | 852 |
| Distribution of dividends<br>at non-controlling interest pending payment | 1,012 | - |
| Increase in investments in<br>associates and joint ventures through a decrease in investments in<br>financial assets | 723 | - |
| Decrease of investment<br>properties through the acquisition of investments in<br>associates | 1,192 | - |
| Increase in investment<br>properties through a decrease in financial<br>assets | 245 | - |
| Increase in intangible<br>assets through an increase in trade and other<br>payables | 511 | - |
| Increase in investments in<br>financial assets through a decrease in investments in associates<br>and joint ventures | 19 | - |
| Decrease in borrowings<br>through a decrease in financial assets | 2,161 | - |
| Increase of rights of use<br>through a decrease of property, plant and<br>equipment | 19 | - |
| Distribution of dividends<br>in shares | 519 | - |
| Increase in investments in<br>associates and joint ventures from an increase in trade and other<br>payables | 61 | - |
18.
Trade and other payables
Group’s trade and other payables as of December 31, 2019 and June 30, 2019 were as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Trade payables | 15,274 | 17,318 |
| Sales, rental and services payments received in<br>advance | 1,931 | 5,641 |
| Construction obligations | 629 | 1,171 |
| Accrued invoices | 1,513 | 1,501 |
| Deferred income | 83 | - |
| Admission fees | 1,077 | - |
| Deposits in guarantee | 157 | - |
| Total trade<br>payables | 20,664 | 25,631 |
| Dividends payable to non-controlling<br>shareholders | 199 | 501 |
| Taxes payable | 961 | 1,193 |
| Construction obligations | 1,015 | 1,277 |
| Others | 4,102 | 2,323 |
| Total other<br>payables | 6,277 | 5,294 |
| Total trade and other<br>payables | 26,941 | 30,925 |
| Non-current | 2,094 | 2,491 |
| Current | 24,847 | 28,434 |
| Total | 26,941 | 30,925 |
19.
Equity
Shareholders’ meeting
On October 30, 2019, the annual meeting of shareholders of Cresud was held, which has approved: (i) absorb accumulated losses as of June 30, 2019 with the special reserve and the special reserve RG 609/12 and (ii) approve the distribution of up to 13,000,000 treasury shares ratably according to the shareholders’ shareholding interests.
On the other hand, resolved among other points, approve:
-
a stock capital increase for up to a par value of Ps.180,000,000, through the issuance of up to 180,000,000 common book-entry shares of Ps.1 par value each and entitled to one vote per share, equivalent to 33.49% of the current stock capital,
-
implementation of incentive plan for employees, management and directors, without issue premium, for up to 1% of the stock capital in effect as of the time of execution of the plan.
- Delegate to the Board the implementation of the measures mentioned above.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
27
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Buyback plan of Cresud shares
On August 21, 2019, the Board of Directors of Cresud approved a new repurchase of the securities issued by the Company and established the terms and conditions for the acquisition of own shares issued by the Company, under the terms of Article 64 of the Law Nº 26,831 and CNV regulations, for up to a maximum amount of Ps. 300 million and up to 10% of the share capital in the form of ordinary shares or ADS, up to a daily limit of up to 25% of the average volume of transactions Daily that the shares of the Company have experienced, jointly in the markets that it quotes, during the previous 90 business days, and a maximum of up to US $ 10.00 per ADS and up to a maximum value in pesos equivalent to the maximum price per ADS divided by 10 and multiplied by the value of the quotation at the buyer's exchange rate of the Banco de la Nación Argentina in force at the time of each purchase. Likewise, the repurchase term was set, up to 120 days, beginning the day following the date of publication of the information in the Daily Bulletin of the Buenos Aires Stock Exchange.
As of the date of issuance of these financial statements, the Company has not repurchased shares through this plan.
20.
Provisions
The table below shows the movements in the Group's provisions categorized by type:
| Legal claims<br>(i) | Investments in<br>associates and joint ventures (ii) | Sited dismantling and<br>remediation | Other<br>provisions | Total as of<br>12.31.19 | Total as of<br>06.30.19 | |
|---|---|---|---|---|---|---|
| Beginning of period /<br>year | 2,139 | 7,623 | 300 | 2,223 | 12,285 | 9,055 |
| Additions | 100 | - | 29 | - | 129 | 834 |
| Transfers | (3) | - | - | - | (3) | - |
| Inflation<br>adjustment | (45) | - | - | - | (45) | (93) |
| Recovery | - | - | - | - | - | (98) |
| Share of loss in associates and joint<br>ventures | - | 372 | - | - | 372 | 3,286 |
| Currency translation<br>adjustment | 179 | 917 | 35 | 41 | 1,172 | (387) |
| Used during the period /<br>year | (206) | - | - | (144) | (350) | (312) |
| End of period /<br>year | 2,164 | 8,912 | 364 | 2,120 | 13,560 | 12,285 |
| Non-current | 11,474 | 10,105 | ||||
| Current | 2,086 | 2,180 | ||||
| Total | 13,560 | 12,285 |
(i)
Additions and recoveries are included in "Other operating results, net".
(ii)
Corresponds to investments in New Lipstick and Puerto Retiro, companies that have negative net worth. The increases and recoveries are included in "Share of profit of associates and joint ventures ".
There were no significant changes to the processes mentioned in Note 20 to the Annual Financial Statements.
21.
Borrowings
The breakdown and fair value of the Group’s borrowings as of December 31, 2019 and June 30, 2019 was as follows:
| Book<br>value | Fair<br>value | |||
|---|---|---|---|---|
| 12.31.19 | 06.30.19 | 12.31.19 | 06.30.19 | |
| NCN | 281,109 | 348,218 | 239,234 | 343,056 |
| Bank loans | 56,531 | 65,268 | 54,160 | 63,945 |
| Bank overdrafts | 4,663 | 1,259 | 4,663 | 1,259 |
| Other borrowings (i) | 1,224 | 5,877 | 1,224 | 8,132 |
| Total borrowings<br>(ii) | 343,527 | 420,622 | 299,281 | 416,392 |
| Non-current | 267,417 | 349,857 | ||
| Current | 76,110 | 70,765 | ||
| Total | 343,527 | 420,622 |
(i)
Includes finance leases in the amount of Ps. 393 as of June 30, 2019.
(ii)
Includes Ps. 286,104 and Ps. 389,956 as of December 31, 2019 and June 30, 2019, respectively, corresponding to the Operations Center in Israel.
V
28
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The following table describes the Group’s issuance of debt during the present period:
| Entity | Class | Issuance<br>/ expansion date | Amount<br>in original currency | Maturity<br>date | Interest<br>rate | Principal<br>payment | Interest<br>payment | |
|---|---|---|---|---|---|---|---|---|
| Cresud | Class<br>XXV | Jul-19 | USD<br>59.5 | 07/03/2021 | 9.00%<br>n.a | At<br>expiration | biannual | |
| IRSA | Class I tranche<br>2 | Aug-19 | USD 85 | 11/15/2020 | 10.00%<br>e.a.. | At<br>expiration | quarterly | (1) |
| IRSA | Class<br>II | Aug-19 | CLP 31<br>(2) | 08/06/2020 | 10.00%<br>e.a.. | At<br>expiration | quarterly | |
| IDBD | Serie<br>15 | Nov-19 | NIS 237 | 06/30/2022 | 4.70%<br>e.a. | 2<br>payments | quarterly |
(1)
Corresponds to an expansion of the series.
(2)
Equivalent to USD 45 as of the issuance date.
22.
Taxation
The details of the Group’s income tax, is as follows:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Current income<br>tax | (240) | (786) |
| Deferred income<br>tax | (2,717) | 4,161 |
| Minimum Presumed Income<br>Tax | (133) | - |
| Income<br>tax from continuing operations | (3,090) | 3,375 |
Below is a reconciliation between income tax recognized and the amount which would result from applying the prevailing tax rate on profit before income tax for the six-month periods ended December 31, 2019 and 2018:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Tax calculated at the tax<br>rates applicable to profits in the respective<br>countries | 3,283 | 4,504 |
| Permanent<br>differences: | ||
| Share of (loss) / profit of<br>joint ventures and associates | (458) | (293) |
| Tax rate<br>differential | 804 | 456 |
| Provision for<br>unrecoverability of tax loss carry-forwards / Unrecognized tax loss<br>carry-forwards | (3,291) | (1,929) |
| Changes in fair value of<br>financial instruments | (626) | 143 |
| Non-taxable profit,<br>non-deductible expenses and others | (1,609) | 124 |
| Tax inflation<br>adjustment | (3,677) | - |
| Fiscal<br>transparency | 86 | (69) |
| Permanent inflation<br>adjustment | 2,398 | 439 |
| Income<br>tax from continuing operations | (3,090) | 3,375 |
The gross movement in the deferred income tax account is as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Beginning<br>of period / year | (49,667) | (50,489) |
| Deconsolidation | 16,447 | - |
| Use of tax<br>losses | (47) | - |
| Currency translation<br>adjustment | (1,767) | 1,652 |
| Revaluation<br>surplus | - | (887) |
| Reserve for changes of<br>non-controlling interest | - | 310 |
| Charged to the Statement of<br>Income | (2,717) | (253) |
| End of<br>the period / year | (37,751) | (49,667) |
| Deferred income tax<br>assets | 623 | 681 |
| Deferred income tax<br>liabilities | (38,374) | (50,348) |
| Deferred<br>income tax liabilities, net | (37,751) | (49,667) |
Tax law modifications in Argentina
Law No. 27,541 of social solidarity and productive recovery, published on December 23, 2019 introduced certain amendments to different taxes and the creation of the Tax for an Inclusive and Selfless Argentina (PAIS).
The main modifications affecting the Group in relation to income tax are the following:
1)
In the first and second fiscal year beginning after January 1, 2018 (namely, for the Group’s fiscal years beginning on July 1, 2019 and 2020), the gain or loss resulting from tax inflation adjustment will be charged by one sixth in the determination exercise and the remaining five sixths in the following fiscal years;
2)
The tax rate applicable to companies for the third fiscal year beginning after January 1, 2018 was increased from 25% to 30% (namely, for the Group’s fiscal years beginning on July 1, 2019)
29
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
23.
Revenues
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Beef | 3,136 | 2,504 |
| Crops | 5,289 | 2,451 |
| Sugarcane | 2,180 | 1,672 |
| Cattle | 493 | 256 |
| Supplies | 603 | 355 |
| Consignment | 194 | 442 |
| Advertising and brokerage<br>fees | 315 | 243 |
| Agricultural rental and<br>other services | 77 | 64 |
| Other | 98 | 89 |
| Income<br>from sales and services from agricultural<br>business | 12,385 | 8,076 |
| Trading properties and<br>developments | 3,190 | 3,541 |
| Communication<br>services | 20,831 | 18,330 |
| Sale of communication<br>equipment | 6,763 | 5,688 |
| Rental and<br>services | 9,826 | 10,277 |
| Hotel operations, tourism<br>services and others | 2,163 | 1,883 |
| Income<br>from sales and services from urban properties and investment<br>business | 42,773 | 39,719 |
| Total<br>revenues | 55,158 | 47,795 |
24.
Costs
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Other operative<br>costs | 12 | 15 |
| Cost of<br>property operations | 12 | 15 |
| Beef | 2,512 | 2,170 |
| Crops | 4,348 | 2,305 |
| Sugarcane | 2,039 | 1,356 |
| Cattle | 654 | 339 |
| Supplies | 505 | 276 |
| Consignment | 91 | 45 |
| Advertising and brokerage<br>fees | 186 | 166 |
| Agricultural rental and<br>other services | 222 | 58 |
| Others | - | 111 |
| Cost of<br>sales and services from agricultural business | 10,557 | 6,826 |
| Trading properties and<br>developments | 2,420 | 2,838 |
| Communication<br>services | 14,908 | 13,427 |
| Sale of communication<br>equipment | 4,976 | 4,063 |
| Rental and<br>services | 3,203 | 3,343 |
| Hotel operations, tourism<br>services and others | 956 | 1,112 |
| Cost of<br>sales and services from sales and services from urban properties<br>and investment business | 26,463 | 24,783 |
| Total<br>costs | 37,032 | 31,624 |
25.
Expenses by nature
The Group discloses expenses in the statements of income by function as part of the line items “Costs”, “General and administrative expenses” and “Selling expenses”. The following table provides additional disclosures regarding expenses by nature and their relationship to the function within the Group.
| Production<br>costs | Costs<br>(i) | General and<br>administrative expenses | Selling<br>expenses | Total as of<br>12.31.19 | Total as of<br>12.31.18 | |
|---|---|---|---|---|---|---|
| Cost of sale of goods and<br>services | - | 7,627 | - | - | 7,627 | 7,021 |
| Supplies and labors | 3,796 | 2,698 | 1 | 32 | 6,527 | 5,972 |
| Change in agricultural products and biological<br>assets | - | 5,677 | - | - | 5,677 | 3,268 |
| Salaries, social security costs and other<br>personnel expenses | 269 | 3,150 | 2,124 | 2,357 | 7,900 | 8,217 |
| Depreciation and<br>amortization | 547 | 4,443 | 1,151 | 1,376 | 7,517 | 4,923 |
| Fees and payments for<br>services | 13 | 2,485 | 874 | 59 | 3,431 | 4,195 |
| Maintenance, security, cleaning, repairs and<br>others | 35 | 2,027 | 292 | 182 | 2,536 | 2,532 |
| Advertising and other selling<br>expenses | - | 295 | 6 | 1,092 | 1,393 | 1,362 |
| Taxes, rates and<br>contributions | 21 | 312 | 60 | 621 | 1,014 | 947 |
| Interaction and roaming<br>expenses | - | 2,950 | - | - | 2,950 | 2,572 |
| Fees to other operators | - | 4,274 | - | - | 4,274 | 3,578 |
| Director's fees | - | - | 411 | - | 411 | 478 |
| Leases and service charges | 3 | 72 | 15 | 10 | 100 | 267 |
| Allowance for doubtful accounts,<br>net | - | 5 | - | 354 | 359 | 396 |
| Freights | 38 | 39 | - | 630 | 707 | 293 |
| Bank expenses | - | 3 | 47 | 1 | 51 | 92 |
| Conditioning and clearance | - | - | - | 106 | 106 | 54 |
| Travel, library expenses and<br>stationery | 19 | 27 | 39 | 14 | 99 | 38 |
| Other expenses | 480 | 948 | 281 | 231 | 1,940 | 2,199 |
| Total as of<br>12.31.19 | 5,221 | 37,032 | 5,301 | 7,065 | 54,619 | |
| Total as of<br>12.31.18 | 5,407 | 31,624 | 5,331 | 6,042 | - | 48,404 |
(i)
Includes Ps. 12 and Ps. 15 of other agricultural operating costs as of December 31, 2019 and 2018, respectively.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
30
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
26.
Other operating results, net
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Gain from commodity<br>derivative financial instruments | 107 | 270 |
| Gain from disposal of<br>subsidiaries and associates (i) | (6) | 1,069 |
| Impairment of associates<br>and joint ventures | (1,621) | (200) |
| Donations | (96) | (64) |
| Lawsuits and other<br>contingencies | (67) | (38) |
| Interest earned on<br>operating assets | 403 | 402 |
| Others<br>(ii) | (1,122) | (221) |
| Total<br>other operating results, net | (2,402) | 1,218 |
(i)
As of December 31, 2019 and 2018 includes the result from the sale of the Group’s equity interest in Cyber Secdo and Rimon, respectively.
(ii)
As of December 31, 2019, includes Ps. 970 of the Cellcom voluntary retirement plan
27.
Financial results, net
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Financial<br>income | ||
| Interest<br>income | 466 | 473 |
| Dividends<br>income | 75 | 66 |
| Other financial<br>income | 17 | 226 |
| Total<br>financial income | 558 | 765 |
| Financial<br>costs | ||
| Interest<br>expenses | (11,416) | (10,792) |
| Result for debt<br>swap | (4) | - |
| Other financial<br>costs | (679) | (454) |
| Total<br>financial costs | (12,099) | (11,246) |
| Capitalized finance<br>costs | 64 | 84 |
| Total<br>finance costs | (12,035) | (11,162) |
| Other<br>financial results: | ||
| Foreign exchange,<br>net | (7,681) | (2,859) |
| Fair value gains of<br>financial assets and liabilities at fair value through profit or<br>loss | (2,703) | 1,533 |
| Gain / (Loss) from<br>repurchase of Non-convertible notes | 2,505 | 81 |
| (Loss) / Gain from<br>derivative financial instruments (except<br>commodities) | (93) | 338 |
| Total<br>other financial results | (7,972) | (907) |
| Inflation<br>adjustment | 124 | (181) |
| Total<br>financial results, net | (19,325) | (11,485) |
28.
Related party transactions
The following is a summary of the balances with related parties as of December 31, 2019 and June 30, 2019:
| Item | 12.31.19 | 06.30.19 |
|---|---|---|
| Trade and other<br>receivables | 1,778 | 1,531 |
| Investments in financial<br>assets | - | 209 |
| Trade and other<br>payables | (185) | (308) |
| Borrowings | (73) | (65) |
| Total | 1,520 | 1,367 |
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
31
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
| Related<br>party | 12.31.19 | 06.30.19 | Description<br>of transaction | Rubro |
|---|---|---|---|---|
| Agro Uranga<br>S.A. | 4 | 11 | Sale of goods and / or<br>services receivable | Trade and other<br>receivables |
| Condor | - | 209 | Public companies'<br>securities | Investments in financial<br>assets |
| - | 19 | Dividends<br>receivable | Trade and other<br>receivables | |
| Cresca<br>S.A. | (20) | - | Other<br>liabilities | Trade and other<br>payables |
| New Lipstick<br>LLC | 14 | 13 | Reimbursement of expenses<br>receivable | Trade and other<br>receivables |
| (64) | (55) | Loans<br>payable | Borrowings | |
| 1,253 | 1,107 | Loans<br>granted | Trade and other<br>receivables | |
| Other associates and joint<br>ventures (i) | 11 | 14 | Leases and/or rights of use<br>receivable | Trade and other<br>receivables |
| 204 | - | Dividends<br>receivables | Trade and other<br>receivables | |
| 5 | - | Management fees<br>receivable | Trade and other<br>receivables | |
| (20) | - | Purchase of goods and / or<br>services payable | Trade and other<br>payables | |
| - | 1 | Shared-based compensation<br>receivable | Trade and other<br>receivables | |
| - | 1 | Loans<br>granted | Trade and other<br>receivables | |
| (9) | (10) | Loans<br>payable | Borrowings | |
| - | 10 | Reimbursement of expenses<br>receivable | Trade and other<br>receivables | |
| (2) | (5) | Reimbursement of expenses<br>payable | Trade and other<br>payables | |
| Total<br>associates and joint ventures | 1,376 | 1,315 | ||
| CAMSA and its<br>subsidiaries | 1 | 38 | Reimbursement of<br>expenses<br>receivable | Trade and other<br>payables |
| Taaman | - | (15) | Leases and/or rights of use<br>receivable | Trade and other<br>payables |
| Other related parties<br>(ii) | - | (81) | Other<br>liabilities | Trade and other<br>payables |
| - | 3 | Other<br>receivables | Trade and other<br>receivables | |
| - | 30 | Leases and/or rights of use<br>receivable | Trade and other<br>receivables | |
| - | 321 | Dividends<br>receivable | Trade and other<br>receivables | |
| 82 | - | Loans<br>granted | Trade and other<br>receivables | |
| (8) | - | Reimbursement of expenses<br>payable | Trade and other<br>payables | |
| 109 | 1 | Reimbursement of expenses<br>receivable | Trade and other<br>receivables | |
| (1) | (3) | Legal services<br>payable | Trade and other<br>payables | |
| 96 | - | Leases and/or rights of use<br>receivable | Trade and other<br>receivables | |
| Total<br>other related parties | 279 | 294 | ||
| Directors and Senior<br>Management | (135) | (242) | Fees for services<br>received | Trade and other<br>payables |
| Total<br>Directors and Senior Management | (135) | (242) | ||
| Total | 1,520 | 1,367 |
(i)
Includes Agrofy Global, Lipstick Management LLC, Mehadrin, Banco Hipotecario S.A., Tarshop S.A., BACS, Puerto Retiro S.A., Austral Gold Ltd., Cyrsa S.A., Nuevo Puerto Santa Fe S.A.and Quality Invest S.A.
(ii)
Includes Estudio Zang, Bergel & Viñes, Museo de los Niños, Hamonet S.A., CAM Communication L.P., Gary Goldstein, Fundación IRSA, Lartiyrigoyen and SAMSA.
The following is a summary of the results with related parties for the six-month periods ended December 31, 2019 and 2018:
| Related<br>party | 12.31.19 | 12.31.18 | Description<br>of transaction |
|---|---|---|---|
| Agrofy<br>S.A. | - | 3 | Management fees /<br>Directory |
| 3 | - | Financial<br>operations | |
| BACS | 26 | 25 | Leases and/or rights of<br>use |
| Other associates and joint<br>ventures | 13 | 34 | Leases and/or rights of<br>use |
| 13 | 40 | Corporate<br>services | |
| - | 2 | Comissions | |
| (4) | 11 | Financial<br>operations | |
| Total<br>associates and joint ventures | 51 | 115 | |
| Other related parties<br>(i) | 2 | 32 | Leases and/or rights of<br>use |
| (17) | (11) | Fees and<br>remunerations | |
| - | 5 | Corporate<br>services | |
| 2 | (2) | Legal<br>services | |
| (117) | 8 | Financial<br>operations | |
| - | 2 | Comissions | |
| (13) | (12) | Donations | |
| Total<br>other related parties | (143) | 22 | |
| IFISA | 2 | - | Financial<br>operations |
| Total<br>Parent Company | 2 | - | |
| Directors | - | (20) | Compensation of Directors<br>and senior management |
| (227) | (392) | Fees and<br>remunerations | |
| Senior<br>Management | 12 | (21) | Compensation of Directors<br>and senior management |
| Total<br>Directors and Senior Management | (215) | (433) | |
| Total | (305) | (296) |
(i)
Includes Estudio Zang, Bergel & Viñes, Fundación IRSA, Ramat Hanassi, Austral Gold Argentina S.A., Isaac Elsztain e Hijos, Hamonet S.A., LRSA, New Lipstick, BHN Vida S.A, TGLT S.A. and BHSA.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
32
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The following is a summary of the transactions with related parties for the six-month periods ended December 31, 2019 and 2018:
| Related<br>party | 12.31.19 | 12.31.18 | Description<br>of transaction |
|---|---|---|---|
| Agrofy<br>Global | 194 | - | Irrevocable<br>contributions |
| Uranga Trading<br>S.A. | - | 35 | Irrevocable<br>contributions |
| Quality | 26 | 29 | Irrevocable<br>contributions |
| Manibil | 77 | - | Irrevocable<br>contributions |
| Others | 77 | - | Irrevocable<br>contributions |
| Total<br>contributions | 374 | 64 | |
| Agro-Uranga<br>S.A. | 23 | 20 | Dividends<br>received |
| Condor | 26 | 58 | Dividends<br>received |
| Emco | 15 | 12 | Dividends<br>received |
| Manaman | - | 35 | Dividends<br>received |
| Mehadrin | - | 83 | Dividends<br>received |
| Nuevo Puerto Santa Fe<br>S.A. | 25 | 14 | Dividends<br>received |
| Nave by the<br>sea | - | 43 | Dividends<br>received |
| Total<br>dividends received | 89 | 265 | |
| Inversiones Financieras del<br>Sur S.A. | 3,107 | - | Buy and change of<br>shares |
| Total<br>other transactions | 3,107 | - |
Stock loan granted
On October 18, 2019, the Board of Directors of Cresud approved the granting of a loan of 3,235,000 American Depositary Receipts ("ADRs") from IRSA Inversiones y Representaciones Sociedad Anónima, owned by the Company to Inversiones Financieras del Sur S.A., Company controlled by the president of our Company. The loan has been guaranteed by Inversiones Financieras del Sur S.A. with stocks of equivalent value.
29.
CNV General Resolution N° 622
As required by Section 1°, Chapter III, Title IV of CNV General Resolution N° 622, below there is a detail of the notes to this Financial Statements that disclose the information required by the Resolution in Exhibits.
| Exhibit A - Property, plant<br>and equipment | Note 8 - Investment<br>properties |
|---|---|
| Note 9 - Property, plant<br>and equipment | |
| Exhibit B - Intangible<br>assets | Note 11 - Intangible<br>assets |
| Exhibit C - Equity<br>investments | Note 7 - Investments in<br>associates and joint ventures |
| Exhibit D - Other<br>investments | Note 15 - Financial<br>instruments by category |
| Exhibit E -<br>Provisions | Note 20 -<br>Provisions |
| Exhibit F - Cost of sales<br>and services provided | Note 30 - Cost of sales and<br>services provided |
| Exhibit G - Foreign<br>currency assets and liabilities | Note 31 - Foreign currency<br>assets and liabilities |
30.
Cost of goods sold and services provided
| Description | Cost of<br>sales and services from agricultural business<br>(i) | Cost of<br>sales and services from sales and services from urban properties<br>and investment business (ii) (iii) | Total as<br>of 12.31.19 | Total as<br>of 12.31.18 |
|---|---|---|---|---|
| Inventories<br>at the beginning of the period / year | 6,307 | 8,818 | 15,125 | 26,080 |
| Adjustment previous periods (IFRS<br>15 and 9) | - | - | - | (7,377) |
| Initial recognition and<br>changes in the fair value of biological assets and agricultural<br>products at the point of harvest | 660 | - | 660 | 35 |
| Changes in the net<br>realizable value of agricultural products after<br>harvest | 422 | - | 422 | (86) |
| Capitalized finance<br>costs | - | 64 | 64 | 43 |
| Currency translation<br>adjustment | (48) | 3,890 | 3,842 | (1,354) |
| Transfers | - | - | - | 852 |
| Harvest | 3,684 | - | 3,684 | 2,489 |
| Acquisitions and<br>classifications | 4,482 | 23,627 | 28,109 | 38,731 |
| Consume | (1,234) | - | (1,234) | (1,735) |
| Disposals due to<br>sales | - | (2,459) | (2,459) | - |
| Disposals due to work<br>in progress | - | - | - | (212) |
| Deconsolidation | - | (136) | (136) | - |
| Expenses<br>incurred | 1,380 | 19 | 1,399 | 1,052 |
| Inventories<br>at the end of the period / year | (5,096) | (7,577) | (12,673) | (17,303) |
| Cost as<br>of 12.31.19 | 10,557 | 26,246 | 36,803 | - |
| Cost as<br>of 12.31.18 | 6,826 | 34,389 | - | 41,215 |
(i)
Includes biological assets (see Note 13).
(ii)
Includes trading properties (see Note 10).
(i)
As of December 31, 2018 includes the cost of selling goods sold from Gav-Yam which was reclassified to discontinued.
33
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
31.
Foreign currency assets and liabilities
Book amounts of foreign currency assets and liabilities are as follows:
| Item (3)<br>/ Currency | Amount<br>of foreign currency (2) | Prevailing<br>exchange rate (1) | Total<br>as of 12.31.19 | Total<br>as of 06.30.19 |
|---|---|---|---|---|
| Assets | ||||
| Trade<br>and other receivables | ||||
| US<br>Dollar | 72 | 59.69 | 4,283 | 4,035 |
| Euros | 1 | 66.85 | 36 | 172 |
| Trade<br>and other receivables related parties | ||||
| US<br>Dollar | 4 | 59.69 | 220 | 191 |
| Total<br>Trade and other receivables | 4,539 | 4,398 | ||
| Investment<br>in financial assets | ||||
| US<br>Dollar | 21 | 59.69 | 1,244 | 4,779 |
| Pounds | - | - | - | 60 |
| Total<br>Investment in financial assets | 1,244 | 4,839 | ||
| Derivative<br>financial instruments | ||||
| US<br>Dollar | 1 | 59.69 | 71 | 54 |
| Total<br>Derivative financial instruments | 71 | 54 | ||
| Cash and<br>cash equivalents | ||||
| US<br>Dollar | 90 | 59.69 | 5,353 | 15,022 |
| Euros | - | 66.85 | 1 | 91 |
| Brazilian<br>Reais | - | 13.80 | 3 | - |
| Chilean<br>Pesos | - | - | - | 1 |
| Total<br>Cash and cash equivalents | 5,357 | 15,114 | ||
| Total<br>Assets | 11,211 | 24,405 | ||
| Liabilities | ||||
| Trade<br>and other payables | ||||
| US<br>Dollar | 26 | 59.89 | 1,544 | 9,923 |
| Euros | - | 67.23 | 3 | 45 |
| Total<br>Trade and other payables | 1,547 | 9,968 | ||
| Borrowings | ||||
| US<br>Dollar | 958 | 59.89 | 57,401 | 69,950 |
| Borrowings<br>with related parties | ||||
| US<br>Dollar | 1 | 59.89 | 64 | - |
| Total<br>Borrowings | 57,465 | 69,950 | ||
| Derivative<br>financial instruments | ||||
| US<br>Dollar | 1 | 59.89 | 78 | 84 |
| Total<br>Derivative financial instruments | 78 | 84 | ||
| Total<br>Liabilities | 59,090 | 80,002 |
(1)
Exchange rates as of December 31, 2019 and June 30, 2019, respectively according to Banco Nación Argentina.
(2)
Considering foreign currencies those that differ from each Group’s subsidiaries functional currency at each period/year-end.
(3)
The Company uses derivative instruments as a complement in order to reduce its exposure to exchange rate movements (Note 14).
32.
Groups of assets and liabilities held for sale
As mentioned in Note 4 to the Annual Financial Statements, the Group has certain assets and liabilities classified as held for sale. The following table shows the main ones:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Property, plant and<br>equipment | 10,370 | 5,571 |
| Intangible<br>assets | 629 | 120 |
| Investments in<br>associates | 149 | 526 |
| Deferred income tax<br>assets | 348 | 255 |
| Investment<br>properties | 20,056 | 106 |
| Income tax<br>credit | 66 | - |
| Trade and other<br>receivables | 3,362 | 2,643 |
| Cash and cash<br>equivalents | 1,508 | 901 |
| Total<br>group of assets held for sale | 36,488 | 10,122 |
| Trade and other<br>payables | 10,020 | 4,266 |
| Employee<br>benefits | 331 | 254 |
| Deferred and current income<br>tax liability | 1,640 | 45 |
| Borrowings | 7,735 | 2,598 |
| Total<br>group of liabilities held for sale | 19,726 | 7,163 |
| Total<br>net financial assets held for sale | 16,762 | 2,959 |
34
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
33.
Results from discontinued operations
The results from operations of Gav-Yam for the period ended December 31, 2019 and the results from Israir and IDB Tourism for both periods; have been reclassified in the Statements of Income under discontinued operations.
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Revenues | 11,817 | 13,848 |
| Costs | (8,714) | (9,606) |
| Gross<br>profit | 3,103 | 4,242 |
| Net gain from fair value<br>adjustment of investment properties | - | 711 |
| General and administrative<br>expenses | (526) | (545) |
| Selling<br>expenses | (396) | (456) |
| Other operating results,<br>net (i) | 15,414 | 451 |
| (Loss) /<br>Profit from operations | 17,595 | 4,403 |
| Share of profit of joint<br>ventures and associates | 116 | 170 |
| (Loss) /<br>Profit from operations before financing and<br>taxation | 17,711 | 4,573 |
| Financial<br>income | 73 | 154 |
| Finance<br>costs | (1,212) | (1,301) |
| Other financial<br>results | 100 | 40 |
| Financial<br>results, net | (1,039) | (1,107) |
| (Loss) /<br>Profit before income tax | 16,672 | 3,466 |
| Income<br>tax | (33) | (424) |
| (Loss) /<br>Profit for the period from discontinued<br>operations | 16,639 | 3,042 |
| (Loss) /<br>Profit for the period from discontinued operations attributable<br>to: | ||
| Equity holders of the<br>parent | 5,539 | 1,036 |
| Non-controlling<br>interest | 11,100 | 2,006 |
| (Loss) /<br>Profit per share from discontinued operations attributable to<br>equity holders of the parent: | ||
| Basic | 11.310 | 2.132 |
| Diluted | 10.831 | 2.049 |
(i) Includes the fair value remediation of residual ownership in Gav-Yam.
As of December 31, 2019 and 2018, Ps. 3,019 and Ps. 1,971 of the total revenues from discontinued operations and Ps. 16,678 and Ps.1,939 of the total profit from discontinued operations correspond to Gav-Yam.
34.
Other relevant events of the period
Economic context in which the company operates
The Company operates in a complex economic context, whose main economic variables have recently had strong volatility, both nationally and internationally.
At a local level, the following was observed:
●
Year-on-year inflation as of December 31, 2019, was 53.8%, and projected inflation for the next 12 months has been estimated at 42.2% according to the survey on market expectations made by the Argentine Central Bank for 2020.
●
After the outcome of the 2019 primary elections, concerns have been raised in the international markets regarding the sustainability of the Argentine debt. For such reason, country-risk indicators reached 2,200 points, resulting in a depreciation of sovereign bonds. This trend has continued even after the general elections of October 2019. It should be noted that from January to December 2019, the Peso depreciated 59% vis-à-vis the U.S. Dollar, according to the average wholesale exchange rate quoted by Banco de la Nación Argentina.
●
Pursuant to the report filed by the Argentine Central Bank at the end of 2019, entitled “Objectives and plans for the development of the currency, foreign exchange, financial, and credit policies for 2020”, Argentina ended 2019 with a drop in activity levels in the whereabouts of 3%, and an annual inflation rate in excess of 50%, the highest one in the past 28 years. In terms of foreign exchange flows, in 2019 the capital and financial account deficit exceeded U.S. Dollars 35,000 million. Capital inflows, which had been driven by high domestic interest rates and were not backed by productive investments, were withdrawn when not even the soaring domestic interest rates were able to offset the growing devaluation expectation. Once again, Argentina experienced a high level of external debt, which accounted for 40.1% of the GDP in the second quarter of 2019, as compared to 13.9% of the GDP at the end of 2015.
35
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
●
In this scenario, the Government decided to implement various measures, including emergency executive decree No. 609/2019, which imposed several foreign exchange restrictions, and Law No. 27,541 on Social Solidarity and Productive Recovery in the Public Emergency Framework (the “Solidarity Law”), promulgated on December 23, 2019, which among other issues, seeks to create the conditions required for the fiscal accounts and debt to be sustainable, with a solidary approach that includes the imposition of progressive tax schemes. In addition, it aims to promote the reactivation of the economy by strengthening the income of the more vulnerable sectors, increasing their consumption levels and alleviating the tax debts of small and medium sized companies in an attempt to facilitate business continuity.
●
Below is a description of the principal measures adopted:
-
Foreign exchange market restrictions: The scope of Emergency Executive Decree No. 609/2019, published in the Official Gazette on September 1, 2019, which had reinstated restrictions on the foreign exchange market, was ratified and broadened. Some of these restrictions include:
o
specific terms and conditions for settling export proceeds were established by the Argentine Central Bank;
o
new financial indebtedness with foreign creditors disbursed from September 1, 2019 onwards must be settled in the local foreign exchange market, and deposited in a local bank account;
o
the Argentine Central Bank’s prior consent is required for the repayment of debts for imports of goods and services;
o
the Argentine Central Bank’s consent is required for Argentine companies to remit profits or pay dividends;
o
repayment of loans abroad may be settled through the local foreign exchange market on their maturity dates, subject to (i) the previous settlement of the funds; and (ii) the previous satisfaction of certain reporting obligations imposed by the Argentine Central Bank;
-
the Argentine Central Bank’s previous consent is required for the payment of debts to offshore related companies. To access the foreign exchange market, residents are required to submit documents evidencing the validity of the transactions in respect of which foreign currency is being purchased to remit funds abroad;
-
swap and arbitrage transactions may be made by customers without the Argentine Central Bank’s previous consent, always provided that they are implemented as individual transactions in Argentine Pesos;
-
cash withdrawals may be made abroad by debiting local bank accounts, always provided that the relevant foreign currency has been already deposited in the referred account;
-
payment of certain public debt instruments was deferred;
-
fuel price controls were established.
-
Severance payment duplication: On December 13, 2019, under Executive Decree 34/2019, an occupational public emergency was declared for a term of six months, and the obligation to pay twice the applicable severance payment in case of no-cause dismissal was established for a term of 180 days.
-
Corporations: The application of paragraph 5), Article 94 of the Argentine Companies Law, which established that the loss of capital qualified as a mandatory corporate dissolution event, was suspended until December 31, 2020, as was also Article 206, which required corporations to reduce their stock capital when losses had depleted the amount of reserves and 50% of their stock capital.
-
Declaration of public emergency: The Solidarity Law declared the public emergency in economic, financial, tax, administrative, social security, public utility, energy, health, and social matters, and the Argentine Executive Branch was delegated several powers under the scope of the Solidarity Law.
-
Sovereign debt sustainability: The Argentine Executive Branch has been empowered to take all such actions as necessary to recover and ensure the sustainability of the Argentine sovereign debt.
-
Energy system: The Argentine Executive Branch has been empowered to freeze electricity and natural gas utility rates under federal jurisdiction and to start a renegotiation process under the current comprehensive tariff review scheme, or to implement a new extraordinary review, from the effective date of this law for a term of up to one hundred and eighty (180) days, aimed at achieving a reduction in the actual tariff burden on households, stores, and industries for 2020.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
36
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
-
Employer contributions: The differential contribution scheme for SMEs (18%) vs. large corporations (20.40%) has been reinstated, as well as the possibility to consider the applicable percentages according to the employer’s jurisdiction as VAT fiscal credit, and Executive Decree 814/2001 was repealed. The current employer contribution deduction continues in effect.
-
Tax inflation adjustment: The positive or negative inflation adjustment for the first and second fiscal years starting on January 1, 2019, calculated pursuant to current regulations, shall be allocated as follows: one-sixth in such fiscal period, and the remaining five-sixths, in equal parts, over the immediately following 5 fiscal periods.
-
Personal Assets: Tax rates were increased, and the tax thresholds were not modified. A higher rate was imposed on assets located abroad, and a tax benefit was established for repatriated assets.
-
Tax on Financial Income: Interest accrued on fixed term deposits in domestic currency, and third-party deposits or other methods for raising capitals from the public, as determined by the Central Bank, were exempted from this tax for fiscal period 2019. The tax on financial income for fiscal period 2020 was repealed.
-
Income Tax. Tax rate on corporations and dividends: The changes in tax rates were suspended until the fiscal year starting on January 1, 2021; therefore, the following tax rates have been maintained in effect: Legal entities’ income: 30%; and dividends: 7%.
-
Tax for an Inclusive and Selfless Argentina: For a term of 5 years, foreign currency purchase transactions made for no specific purpose, including purchases of banknotes and purchases made through wire transfers, are subject to a 30% tax rate, and this tax may not be credited against other tax liabilities.
-
Tax on debits and credits on bank accounts: Cash withdraws from bank accounts are subject to twice the tax rate previously in effect. This increase shall not apply to accounts held by individuals or legal entities evidencing their condition as small or medium-sized companies.
-
Employment benefits: The Argentine Executive Branch is empowered to: a) require private employers to pay minimum salary rises to their workers; b) temporarily release them from the obligation to pay dues and contributions to the Argentine Social Security System (SIPA) on the salary rises resulting from the enforcement these powers or collective bargaining; and c) reduce dues and/or contributions to the SIPA for certain specific jurisdictions and industries or in critical situations.
-
Minimum general salary rise: On January 2020, under Executive Decree 14/2020, the Argentine Executive Branch approved a salary rise for private employees of Ps. 3,000, effective as of January 2020. From February 2020 onwards, an additional sum of Ps.1,000 will apply.
The volatility and uncertainty scenario described above subsists as of the date of these financial statements.
The Company’s Management continuously monitors the development of the variables that affect its business, to define its course of action and identify potential impacts on its equity and financial condition. The Company’s financial statements should be read in light of these circumstances.
35.
Subsequent events
Loss of control of Gav-Yam
On January 12, 2019, PBC received a letter from the Ministry of Justice of Israel, in which it questioned that PBC no longer holds control of Gav Yam. Therefore, the Ministry of Justice believes that PBC may be considered as breaching the provisions of the Concentration Law.
The management of PBC sustains its position that as of September 30, 2019 it no longer holds control of Gav Yam, considering the facts and circumstances described in Note 4 to theses financial statements. Currently PBC is preparing a response to the Ministry of Justice of Israel
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
37
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Sale of Brasilagro shares and merger
On January 20, Cresud sold on the market the amount of 3,400,000 ordinary shares of its subsidiary Brasilagro representing 5.98% of its share capital for an amount of US$ 15.6.
On January 27, 2020, the suspensive conditions set forth in the Merger Agreement were consummated and entered into force, so that Agrifirma Holding merged with Brasilagro and was extinguished for all legal purposes. Brasilagro became the owner of 100% of Agrifirma's share capital and now controls it.
The merger was carried out through the exchange of shares, through the issuance of new common shares of Brasilagro, registered, accounting and without nominal value, which were subscribed and paid by the shareholders of Agrifirma Holding.
As a result of the sale and merger, mentioned previously, the company reduced its shareholding in Brasilagro to 33.62% of the share capital.
Agreement for the sale of ISPRO
On January 27, 2020, PBC signed an agreement to sell all its equity interest in Ispro for an amount of NIS 885. Such agreement is expected to finalize in March 2020. This transaction is subject to the approval of the Competence Regulatory Agency in accordance to the Economic Competence Act, which will have to rule within 150 days of the agreement date. Therefore, the assets and liabilities of Ispro were classified as available for sale.
Cresud – Non-convertible notes
On January 30, 2020, Cresud issued the fifteenth series of non-convertible notes for an equivalent amount of US$ 51.4, which consisted of three classes:
●
Non-convertible notes Class XXVI for an amount of nominal value Ps. 1,095.2 (equivalent to US$ 18.2, calculated at an exchange rate of Ps. / US$ 60.1025) maturing 12 months from the issuance date, which accrue a variable rate (private BADLAR + 6.5%) with interest payable quarterly. The capital will be amortized in a principal installment at maturity. The issuance price was 100.0% face value.
●
Non-convertible notes Class XXVII for an amount of nominal value US$ 5,7 maturing 18 months from the issuance date which accrue a fixed interest of 7.45% per annum, with interest payable quarterly. The capital will be amortized in a principal installment at maturity. The issuance price was 100.0% face value.
●
Non-convertible notes Class XXVII for an amount of nominal value US$ 27,5 maturing 15 months from the issuance date which accrue a fixed interest of 9.00% per annum, with interest payable quarterly. The capital will be amortized in a principal installment at maturity. The issuance price was 100.0% face value.
Dolphin Netherland guarantee to IDBD
On February 4, 2020 after approval received from IDBD’s Audit Committee and Board of Directors, Dolphin Netherlands, committed towards the Company to provide to the financing entities through whom swap transactions were performed by the Company in connection with shares of Clal in August 2018 and in November 2018, autonomous and unconditional guarantees in a cumulative total of approximately NIS 11, which will constitute a part of the pledged deposits which IDBD undertook as part of the terms of the aforementioned swap transactions.
It is noted that the banks will be entitled to forfeit the guarantees only in case any of the swap transactions have concluded (in accordance with its terms, including in case of early termination), and on the aforementioned termination date, there is a deficit in the amount of the pledged deposits which were provided by the Company to the banks.
Regarding the commitment of Dolphin Netherlands to inject capital into IDBD in equal annual payments of NIS 70 million each on September 2, of the years 2019, 2020 and 2021, which was reported in Note 4 of the annual consolidated financial statements, in case any of the swap transactions has concluded before the deadline for execution of the second payment, on September 2, 2020, the unrealized parts of the guarantees will be returned to Dolphin Netherlands, while each part of the guarantees exercised until September 2, 2020, will be considered as part of the second payment, whereby the balance of the second payment will be transferred by Dolphin Netherlands to IDBD. As long as the swap transactions are still in effect on September 2, 2020, Dolphin Netherlands will make the second payment to IDBD, in accordance with and subject to the terms of the aforementioned commitment, and the guarantees will be returned to Dolphin Netherlands.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
38
Free translation from the original prepared in Spanish for publication in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
To the Shareholders, President and Directors of
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Legal address: Moreno 877 – 23°floor
Autonomous City Buenos Aires
Tax Code No. 30-50930070-0
Introduction
We have reviewed the unaudited condensed interim consolidated financial statements of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria and its subsidiaries (hereinafter “the Company”) which included the unaudited condensed interim consolidated statements of financial position as of December 31, 2019 and the unaudited condensed interim consolidated statements of income and other comprehensive income for the six and three-month period ended December 31, 2019, the unaudited condensed interim consolidated statements of changes in shareholders’ equity and the unaudited condensed interim consolidated statements of cash flows for the six-month period then ended and selected explanatory notes.
The balances and other information corresponding to the fiscal year ended June 30, 2019 and the interim periods within that fiscal year are an integral part of these financial statements and, therefore, they should be considered in relation to those financial statements.
Management responsibility
The Board of Directors of the Company is responsible for the preparation and presentation of these unaudited condensed interim consolidated financial statements in accordance with the accounting framework established by the National Securities Commission (CNV). As indicated in Note 2.1 to the accompanying financial statements, such accounting framework is based in the application of International Financial Reporting Standards (IFRS) and, in particular, of International Accounting Standard No 34 "Interim Financial Reporting" (IAS 34). Those standards have been adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE), and were used for the preparation of these unaudited condensed interim consolidated financial statements.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
Free translation from the original prepared in Spanish for publication in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Scope of our review
Our review was limited to the application of the procedures established in the International Standard on Review Engagements ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity", which was adopted as a review standard in Argentina in Technical Resolution No. 33 of the FACPCE, without modification as approved by the International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists of making inquiries of persons responsible for the preparation of the information included in the unaudited condensed interim consolidated financial statements, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the consolidated statements of financial position, the consolidated statements of income and other comprehensive income and the consolidated statements of cash flows of the Company.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying unaudited condensed interim consolidated financial information is not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim financial reporting'.
Emphasis of paragraph
Without qualifying our conclusion, we draw attention to Note 1 to these unaudited condensed interim consolidated financial statements.
Report on compliance with current regulations
In accordance with current regulations, we report about Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria that:
a) the unaudited condensed interim consolidated financial statements of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria are being processed for recording in the "Inventory and Balance Sheet Book", and comply, as regards those matters that are within our competence, with the provisions set forth in the Commercial Companies Law and in the corresponding resolutions of the National Securities Commission;
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
Free translation from the original prepared in Spanish for publication in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Continued)
b) the unaudited condensed interim consolidated financial statements of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria arise from accounting records carried in all formal respects in accordance with applicable legal provisions;
c) we have read the Business Summary (“Reseña Informativa”) on which, as regards those matters that are within our competence, we have no observations to make;
d) at December 31, 2019, the debt of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria owed in favor of the Argentina Integrated Pension System which arises from accounting records amounted to Ps. 19,718,032, which was not claimable at that date.
Autonomous City of Buenos Aires, February 10, 2020.
| PRICE<br>WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br><br><br><br>(Partner)<br><br><br>C.P.C.E.C.A.B.A. Tº 1 Fº 17<br><br><br>Dr. Mariano C. Tomatis<br><br><br>Public Accountant (UBA)<br><br><br>C.P.C.E.C.A.B.A. Tº 241 Fº 118 |
|---|
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Financial Statements as of December 31, 2019 and for the period of six months ending on that date, presented in comparative form.
Véase nuestro informe de fecha 09/11/18
PRICE WATERHOUSE & Co. S.R.L.
C.P.C.E.C.A.B.A. T° 1 F° 17
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Financial Position
as of December 31, 2019 and June 30, 2019
(All amounts in millions of Argentine Pesos, except as otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 12.31.19 | 06.30.19 | |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Investment properties | 7 | 106 | 94 |
| Property, plant and equipment | 8 | 5,338 | 5,273 |
| Intangible assets | 9 | 181 | 184 |
| Right of use assets | 10 | 458 | - |
| Biological assets | 11 | 1,157 | 1,264 |
| Investments in subsidiaries, associates and joint<br>ventures | 6 | 34,377 | 36,066 |
| Income tax and minimum presumed income tax credit | 38 | 49 | |
| Trade and other receivables | 14 | 765 | 700 |
| Total Non-current assets | 42,420 | 43,630 | |
| Current assets | |||
| Biological assets | 11 | 1,351 | 1,675 |
| Inventories | 12 | 1,682 | 2,300 |
| Trade and other receivables | 14 | 2,335 | 1,948 |
| Investment in financial assets | 13 | 23 | 54 |
| Derivative financial instruments | 13 | 52 | - |
| Cash and cash equivalents | 13 | 308 | 128 |
| Total Current assets | 5,751 | 6,105 | |
| TOTAL ASSETS | 48,171 | 49,735 | |
| SHAREHOLDERS’ EQUITY | |||
| Shareholders´ equity (according to corresponding<br>statements) | 14,388 | 20,874 | |
| TOTAL SHAREHOLDERS' EQUITY | 14,388 | 20,874 | |
| LIABILITIES | |||
| Non-current liabilities | |||
| Borrowings | 18 | 11,850 | 12,206 |
| Deferred tax liabilities | 19 | 3,145 | 2,822 |
| Provisions | 17 | 9 | 11 |
| Lease Liabilities | 99 | - | |
| Total Non-current liabilities | 15,103 | 15,039 | |
| Current liabilities | |||
| Trade and other payables | 16 | 1,644 | 1,121 |
| Payroll and social security liabilities | 141 | 267 | |
| Borrowings | 18 | 16,629 | 12,402 |
| Derivative financial instruments | 13 | 9 | 28 |
| Provisions | 17 | 4 | 4 |
| Lease Liabilities | 253 | - | |
| Total Current liabilities | 18,680 | 13,822 | |
| TOTAL LIABILITIES | 33,783 | 28,861 | |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 48,171 | 49,735 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
| Alejandro<br>G. Elsztain<br><br><br>Vice<br>President II<br><br><br>acting<br>as President |
|---|
1
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Income and Other Comprehensive Income
for six and three month periods ended December 31, 2019 and 2018
(All amounts in millions of Argentine Pesos, except as otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Six months | Three months | |||||||
|---|---|---|---|---|---|---|---|---|
| Note | 12.31.19 | 12.31.18 | 12.31.19 | 12.31.18 | ||||
| Revenues | 20 | 4,436 | 1,923 | 1,935 | 1,024 | |||
| Costs | 21 | (3,489) | (1,732) | (1,486) | (964) | |||
| Initial recognition and changes in the fair value of biological<br>assets and agricultural products at the point of<br>harvest | (165) | (147) | 25 | (18) | ||||
| Changes in the net realizable value of agricultural products after<br>harvest | 465 | 89 | 11 | (264) | ||||
| Gross profit / (loss) | 1,247 | 133 | 485 | (222) | ||||
| Net gain from fair value adjustment of investment<br>properties | 12 | 3 | (8) | (23) | ||||
| General and administrative expenses | 22 | (238) | (232) | (136) | (111) | |||
| Selling expenses | 22 | (747) | (319) | (360) | (147) | |||
| Other operating results, net | 23 | 76 | 58 | (4) | (177) | |||
| Management fees | - | - | - | 413 | ||||
| Profit / (Loss) from operations | 350 | (357) | (23) | (267) | ||||
| Share of profit / (loss) of subsidiaries, associates and joint<br>ventures | 6 | 62 | (4,588) | (3,104) | (10,816) | |||
| Profit / (loss) before financing and taxation | 412 | (4,945) | (3,127) | (11,083) | ||||
| Finance income | 24 | 7 | 5 | 4 | 3 | |||
| Finance costs | 24 | (1,411) | (841) | (633) | (470) | |||
| Other financial results | 24 | (3,422) | (977) | 1,971 | 5,150 | |||
| Inflation Adjustment | 24 | (37) | 439 | (39) | 144 | |||
| Financial results, net | 24 | (4,863) | (1,374) | 1,303 | 4,827 | |||
| Loss before income tax | (4,451) | (6,319) | (1,824) | (6,256) | ||||
| Income tax | 19 | (323) | 69 | (336) | (1,012) | |||
| Loss for the period | (4,774) | (6,250) | (2,160) | (7,268) | ||||
| Other comprehensive (loss)<br>/ income: | ||||||||
| Items that may be reclassified subsequently to profit or<br>loss: | ||||||||
| Currency translation adjustment from subsidiaries and<br>associates | (624) | 256 | (1,341) | (4,495) | ||||
| Participation in other comprehensive results of subsidiaries and<br>associates | (89) | 513 | (50) | (32) | ||||
| Other comprehensive income for the period | (713) | 769 | (1,391) | (4,527) | ||||
| (Loss) / Income and Other Comprehensive (Loss) / Income for the<br>period | (5,487) | (5,481) | (3,551) | (11,795) | ||||
| (Loss) / Profit per share attributable to equity holders of the<br>parent during the period: | ||||||||
| Basic | (9.748) | (12.859) | (4.412) | (14.956) | ||||
| Diluted | (9.748) | (i) | (12.859) | (4.412) | (i) | (14.956) | (i) |
(i) Since the result of the period showed loss, there is no dilutive effect of said result.
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
| ) |
|---|
| Alejandro<br>G. Elsztain<br><br><br>Vice<br>President II<br><br><br>acting<br>as President |
2
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Changes in Shareholders’ Equity
for the six-month period ended December 31, 2019
(All amounts in millions, except as otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Share capital | Treasury shares | Inflation adjustment of share capital and treasury<br>shares (i) | Share premium | Additional paid-in capital from treasury shares | Legal reserve | Special reserve RG 609/12 (ii) | Other reserves (iii) | Retained earnings | Total Shareholders' equity | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of June 30, 2019 | 486 | 16 | 8,555 | 9,324 | 81 | 327 | 5,191 | 31,585 | (34,691) | 20,874 |
| Adjustments previous periods (NIIF 16) (Note 2.2) | - | - | - | - | - | - | - | - | (637) | (637) |
| Adjusted balance as of June 30, 2019 | 486 | 16 | 8,555 | 9,324 | 81 | 327 | 5,191 | 31,585 | (35,328) | 20,237 |
| Loss for the period | - | - | - | - | - | - | - | - | (4,774) | (4,774) |
| Other comprehensive income for the period | - | - | - | - | - | - | - | (713) | - | (713) |
| Total comprehensive loss for the period | - | - | - | - | - | - | - | (713) | (4,774) | (5,487) |
| As provided by Ordinary and Extraordinary Shareholders´<br>Meeting held on October 30, 2019: | ||||||||||
| - Absorption of losses | - | - | - | - | - | - | (3,882) | (30,808) | 34,690 | - |
| - Treasury shares distribution | 13 | (13) | - | - | - | - | - | 1,331 | (1,331) | - |
| Reserve for share-based payments | - | - | - | - | - | - | - | (2) | - | (2) |
| Acquisition of treasury stock | - | - | - | - | - | - | - | - | 12 | 12 |
| Changes in non-controlling interest | - | - | - | - | - | - | - | (372) | - | (372) |
| Balance as of December 31, 2019 | 499 | 3 | 8,555 | 9,324 | 81 | 327 | 1,309 | 1,021 | (6,731) | 14,388 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
(i)
Includes Ps. 1 and Ps. 1 of inflation adjustment of Treasury shares as of December 31, 2019 and June 30, 2019, respectively.
(ii) Corresponding to General Resolution 609/12 of the National Securities Commission.
(iii) Group’s Other reserves at December 31, 2019 are comprised as:
| Cost of treasury shares | Changes in non-controlling interest | Reserve for currency translation adjustment | Other comprehensive income / (loss) | Reserve for share-based payments | Special reserves | Other subsidiary reserves | Reserve for the acquisition of securities issued by the<br>Company | Total Other reserves | |
|---|---|---|---|---|---|---|---|---|---|
| Balance as of June 30, 2019 | (1,465) | (2,953) | 4,025 | 652 | 423 | 30,808 | 8 | 87 | 31,585 |
| Other comprehensive income for the period | - | - | (624) | (89) | - | - | - | - | (713) |
| Total comprehensive income for the period | - | - | (624) | (89) | - | - | - | - | (713) |
| As provided by Ordinary and Extraordinary Shareholders´<br>Meeting held on October 30, 2019: | |||||||||
| - Absorption of losses | - | - | - | - | - | (30,808) | - | - | (30,808) |
| - Treasury shares distribution | 1,331 | - | - | - | - | - | - | - | 1,331 |
| Reserve for share-based payments | - | - | - | - | - | - | (2) | - | (2) |
| Changes in non-controlling interest | - | (372) | - | - | - | - | - | - | (372) |
| Balance as of December 31, 2019 | (134) | (3,325) | 3,401 | 563 | 423 | - | 6 | 87 | 1,021 |
| ) | |||||||||
| --- | |||||||||
| Alejandro<br>G. Elsztain<br><br><br>Vice<br>President II<br><br><br>acting<br>as President |
3
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Changes in Shareholders’ Equity
for the six-month period ended December 31, 2018
(All amounts in millions, except as otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Share capital | Treasury shares | Inflation adjustment of share capital and treasury<br>shares (i) | Share premium | Additional paid-in capital from treasury shares | Legal reserve | Special reserve RG 609/12 (ii) | Other reserves (iii) | Retained earnings | Total Shareholders' equity | |
|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of June 30, 2018 | 482 | 20 | 8,555 | 9,324 | 81 | 327 | 5,191 | 5,044 | 17,852 | 46,876 |
| Adjustments previous periods (NIIF 9 y 15) | - | - | - | - | - | - | - | - | (186) | (186) |
| Adjusted balance as of June 30, 2018 | 482 | 20 | 8,555 | 9,324 | 81 | 327 | 5,191 | 5,044 | 17,666 | 46,690 |
| Loss for the period | - | - | - | - | - | - | - | - | (6,250) | (6,250) |
| Other comprehensive loss for the period | - | - | - | - | - | - | - | 769 | - | 769 |
| Total comprehensive (loss) income for the period | - | - | - | - | - | - | - | 769 | (6,250) | (5,481) |
| As provided by Ordinary Shareholders’ Meeting held and<br>Extraordinary Shareholders’ Meeting held on October 29,<br>2018: | ||||||||||
| - Results distribution | - | - | - | - | - | - | - | 28,638 | (28,638) | - |
| - Treasury shares distribution | 21 | (21) | - | - | - | - | - | - | - | - |
| Reversal by sale of investment properties | - | - | - | - | - | - | - | (32) | 32 | - |
| Reserve for share-based payments | - | - | - | - | - | - | - | 6 | - | 6 |
| Changes in non-controlling interest | - | - | - | - | - | - | - | (779) | - | (779) |
| Changes in interest in subsidiaries | (6) | 6 | - | - | - | - | - | (435) | - | (435) |
| Balance as of December 31, 2018 | 497 | 5 | 8,555 | 9,324 | 81 | 327 | 5,191 | 33,211 | (17,190) | 40,001 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
(i)
Includes Ps. 1 and Ps. 1 of inflation adjustment of Treasury shares as of December 31 and June 30, 2018, respectively.
(ii) Corresponding to General Resolution 609/12 of the National Securities Commission.
(iii)
Group’s Other reserves at December 31, 2018 are comprised as:
| Cost of treasury shares | Changes in non-controlling interest | Reserve for currency translation adjustment | Other comprehensive income / (loss) | Reserve for share-based payments | Special reserves | Other subsidiary reserves | Reserve for the acquisition of securities issued by the<br>Company | Total Other reserves | |
|---|---|---|---|---|---|---|---|---|---|
| Balance as of June 30, 2018 | (1,687) | (2,194) | 4,843 | 107 | 412 | 3,475 | 11 | 77 | 5,044 |
| Adjustments previous periods (NIIF 9 y 15) | - | - | - | - | - | - | - | - | - |
| Adjusted balance as of June 30, 2018 | (1,687) | (2,194) | 4,843 | 107 | 412 | 3,475 | 11 | 77 | 5,044 |
| Other comprehensive loss for the period | - | - | 256 | 513 | - | - | - | - | 769 |
| Total comprehensive loss for the period | - | - | 256 | 513 | - | - | - | - | 769 |
| As provided by Ordinary Shareholders’ Meeting held and<br>Extraordinary Shareholders’ Meeting held on October 29,<br>2018: | |||||||||
| - Results distribution | - | - | - | - | - | 28,638 | - | - | 28,638 |
| - Treasury shares distribution | 1,304 | - | - | - | - | (1,304) | - | - | - |
| Reversal by sale of investment properties | - | - | - | (32) | - | - | - | - | (32) |
| Reserve for share-based payments | - | - | - | - | - | - | 6 | - | 6 |
| Changes in non-controlling interest | - | (779) | - | - | - | - | - | - | (779) |
| Changes in interest in subsidiaries | (435) | - | - | - | - | - | - | - | (435) |
| Balance as of December 31, 2018 | (818) | (2,973) | 5,099 | 588 | 412 | 30,809 | 17 | 77 | 33,211 |
| ) | |||||||||
| --- | |||||||||
| Alejandro<br>G. Elsztain<br><br><br>Vice<br>President II<br><br><br>acting<br>as President |
4
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Cash Flows
for the six-month periods ended December 31, 2019 and 2018
(All amounts in millions of Argentine Pesos, except as otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 12.31.19 | 12.31.18 | |
|---|---|---|---|
| Operating activities: | |||
| Cash generated from / (used in) operations | 15 | 1,421 | (2,844) |
| Net cash generated from / (used in) operating<br>activities | 1,421 | (2,844) | |
| Investing activities: | |||
| Capital contribution to subsidiaries, associates and joint<br>ventures | 6 | (167) | (94) |
| Acquisition of property, plant and equipment | 8 | (133) | (111) |
| Proceeds from sale of property, plant and equipment | 4 | 3 | |
| Acquisition of Intangible assets | 9 | (4) | - |
| Acquisition of investment in financial assets | (304) | (5,766) | |
| Proceeds from disposals of investment in financial<br>assets | 334 | 5,562 | |
| Loans granted to subsidiaries, associates and joint<br>ventures | (411) | - | |
| Advance payments | (20) | (32) | |
| Dividends received | 206 | 304 | |
| Net cash used in investing activities | (495) | (134) | |
| Financing activities: | |||
| Repurchase of non-convertible notes | (505) | (806) | |
| Borrowings and issue ON | 1,883 | 3,598 | |
| Payment of borrowings and ON | (360) | (1,549) | |
| Obtaining of short term loans, net | (1,303) | 2,994 | |
| Payments from derivative financial instruments | 47 | (72) | |
| Purchase of treasury stock | - | (435) | |
| Payment of seller financing | - | (3) | |
| Interest paid | (598) | (324) | |
| Net cash (used in) / generated from financing<br>activities | (836) | 3,403 | |
| Net increase / (decrease) in cash and cash equivalents | 90 | 425 | |
| Cash and cash equivalents at beginning of the period | 128 | 376 | |
| Result from exposure to inflation on cash and cash<br>equivalents | 3 | 2 | |
| Currency translation adjustment on cash and cash<br>equivalents | 87 | 6 | |
| Cash and cash equivalents at the end of the period | 308 | 809 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
| ) |
|---|
| Alejandro<br>G. Elsztain<br><br><br>Vice<br>President II<br><br><br>acting<br>as President |
5
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
1.
General information
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria (“Cresud” or the “Company”) was founded in 1936 as a subsidiary of Credit Foncier, a Belgian company primarily engaged in providing rural and urban loans in Argentina and administering real estate holdings foreclosed by Credit Foncier. Credit Foncier was liquidated in 1959, and as part of such liquidation, the shares of Cresud were distributed to Credit Foncier’s shareholders. From the 1960s through the end of the 1970s, the business of Cresud shifted exclusively to agricultural activities.
Cresud is a company organized and domiciled in the Republic of Argentina. The address of its registered office is Moreno 877, 23rd Floor, Buenos Aires, Argentina.
These Unaudited Condensed Interim Separate Financial Statements have been approved for issue by the Board of Directors on February 10, 2020.
2.
Basis of preparation of the Unaudited Condensed Interim Separate Financial Statements
2.1.
Basis of preparation
The National Securities Commission (CNV), in Title IV "Periodic Information Regime" - Chapter III "Rules relating to the presentation and valuation of financial statements" - Article 1, of its standards, has established the application of the Technical Resolution No. 26 (RT 26) of the FACPCE and its amendments, which adopt FRS, issued by the IASB, for certain companies included in the public offering regime of Law No. 26,831, either because of its stock or its non-convertible notes, or that have requested authorization to be included in the aforementioned regime.
For the preparation of these solo financial statements, the Company has use the option provided in IAS 34, and has prepared them in condensed form. Therefore, these financial statements do not include all the information required in a complete set of annual financial statements and, consequently, their reading is recommended together with the annual financial statements as of June 30, 2019.
In view of what has been mentioned in the preceding paragraphs, the management of the Company has prepared these financial statements in accordance with the accounting principles established by the CNV, which is based on the application of IFRS, in particular of IAS 34.
Additionally, the information required by the CNV indicated in article 1, Chapter III, Title IV of RG N ° 622/13 has been included. This information is included in a note to these solo financial statements.
IAS 29 "Financial Reporting in Hyperinflationary Economies" requires that the financial statements of an entity whose functional currency is one of a hyperinflationary economy be expressed in terms of the current unit of measurement at the closing date of the reporting period, regardless of whether they are based on the historical cost method or the current cost method. To do so, in general terms, the inflation produced from the date of acquisition or from the revaluation date, as applicable, must be calculated in the non-monetary items. This requirement also includes the comparative information of the financial statements.
In order to conclude on whether an economy is categorized as high inflation in the terms of IAS 29, the standard details a series of factors to be considered, including the existence of an accumulated inflation rate in three years that is Approximate or exceed 100%. Accumulated inflation in three years is over 100%. It is for this reason that, in accordance with IAS 29, the Argentine economy must be considered as high inflation starting July 1, 2018.
6
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
In addition, Law No. 27,468 (published in the Official Gazette on December 4, 2018), amended Section 10 of Law No. 23,928, as amended, and established that the derogation of all the laws or regulations imposing or authorizing price indexation, monetary restatement, cost variation or any other method for strengthening debts, taxes, prices or rates of goods, works or services, does not extend to financial statements, as to which the provisions of Section 62 in fine of the General Companies Law No. 19,550 (1984 revision), as amended, shall continue to apply. Moreover, the referred law repealed Decree No. 1269/2002 dated July 16, 2002, as amended, and delegated to the Argentine Executive Branch the power to establish, through its controlling agencies, the effective date of the referred provisions in connection with the financial statements filed with it. Therefore, under General Resolution 777/2018 (published in the Official Gazette on December 28, 2018) the Argentine Securities Commission (CNV) ordered that issuers subject to its supervision shall apply the inflation adjustment to reflect the financial statements in terms of the current measuring unit set forth in IAS 29 in their annual, interim and special financial statements closed on or after December 31, 2018.
Pursuant to IAS 29, the financial statements of an entity whose functional currency is that of a high inflationary economy should be reported in terms of the measuring unit current as of the date of the financial statements. All the amounts included in the statement of financial position which are not stated in terms of the measuring unit current as of the date of the financial statements should be restated applying the general price index. All items in the statement of income should be stated in terms of the measuring unit current as of the date of the financial statements, applying the changes in the general price index occurred from the date on which the revenues and expenses were originally recognized in the financial statements.
Adjustment for inflation in the initial balances has been calculated considering the indexes reported by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) based on the price indexes published by the Argentine Institute of Statistics and Census (INDEC).
The principal inflation adjustment procedures are the following:
Monetary assets and liabilities that are recorded in the current currency as of the balance sheet’s closing date are not restated because they are already stated in terms of the currency unit current as of the date of the financial statements.
Non-monetary assets and liabilities are recorded at cost as of the balance sheet date, and equity components are restated applying the relevant adjustment ratios.
All items in the statement of income are restated applying the relevant conversion factors.
The effect of inflation in the Company’s net monetary position is included in the statement of income under Financial results, net, in the item “Income / (loss) from exposure to changes in the currency’s purchasing power”.
Comparative figures have been adjusted for inflation following the procedure explained in the previous paragraphs.
Upon initially applying inflation adjustment, the equity accounts were restated as follows:
Capital was restated as from the date of subscription or the date of the most recent inflation adjustment for accounting purposes, whichever is later.
The resulting amount was included in the “Capital adjustment” account.
The conversion difference was restated in real terms (as applicable).
Other comprehensive income / (loss) was restated as from each accounting allocation.
The other reserves in the statement of income were not restated as of the initial application date, i.e., June 30, 2016.
7
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
2.2.
Accounting policies
The accounting policies applied in the preparation of these Unaudited Condensed Interim Financial Statements are consistent with those applied in the Annual Financial Statements as of June 30, 2019, except as mentioned below:
As described in Note 2.2 to the annual financial statements, the Company has adapted IFRS 16: Leases and Modification to IAS 28 “Investment in associates and joint ventures” in the current year applying the cumulative effect approach, therefore, accumulated impact was recognized in retained earnings as of July 1, 2018. Comparative figures were not restated.
The main changes were as follow:
IFRS 16: Leases
The standard establishes the criteria for recognition and valuation of leases for lessees and lessors. The changes incorporated mainly impact the tenant's accounting. IFRS 16 provides that the lessee recognizes an asset for the right of use and a liability at present value with respect to those contracts that meet the definition of lease agreements according to IFRS 16. In accordance with the standard, a lease agreement is one that provides the right to control the use of an identified asset for a specific period. In order for a company to have control over the use of an identified asset: a) it must have the right to obtain substantially all the economic benefits of the identified asset and b) it must have the right to direct the use of the identified asset.
The standard allows to exclude the short-term contracts (under 12 months) and those in which the underlying asset has low value.
The impact of the implementation of this standard as of July 1, 2019 is an increase in non-current assets due to the recognition of the right to use assets and lease liabilities for Ps. 279 and a decrease in investment in subsidiaries, associates and joint ventures of Ps. 4 , due to the impact of the application of said standard on our subsidiary IRSA Inversiones y Representaciones S.A.
Modification to IAS 28 “Investment in associates and joint ventures”
In accordance with the amendment to IAS 28, an entity shall implement the provisions of IFRS 9 to Long-term Investments that are essentially part of the entity's net investment in the associate or in the joint venture according to the definitions of said standard. The provisions of IFRS 9 shall apply to such investments with respect to the participation in the losses of an associate or a joint venture, as well as with respect to the recognition of the impairment of an investment in an associate or joint venture. In addition, when applying IFRS 9 to such long-term investments, the entity will make it prior to the adjustments made to the carrying amount of the investment in accordance with IAS 28.
Additionally, the Company opt for an accounting policy where the currency translation adjustments arising from these loans will be recorded as part of other comprehensive income.
2.3.
Comparative information
The balances as of June 30, 2019 and December 31, 2018, which are disclosed for comparative purposes, arise from the financial statements at such dates restated in accordance with IAS 29.
8
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
2.4.
Use of estimates
The preparation of financial statements at a certain date requires the Management to make estimations and evaluations affecting the amount of assets and liabilities recorded and contingent assets and liabilities disclosed at such date, as well as income and expenses recorded during the period. Future results might differ from the estimates and evaluations made at the date of preparation of these Unaudited Condensed Interim Separate Financial Statements.
In the preparation of these Unaudited Condensed Interim Separate Financial Statements, the significant judgments made by Management in applying the Company’s accounting policies and the main sources of uncertainty were the same applied by the Company in the preparation of the Separate Financial Statements for the fiscal year ended June 30, 2019, described in Note 3 to them.
3.
Seasonal effects on operations
The operations of the Company are also subject to seasonal effects. The harvests and sale of grains (corn, soybean and sunflower) generally take place between January and September every year. Wheat is generally harvested between November and February every year. However, milk production is generally larger during the second quarter, when conditions are more favorable. As a result, there may be material fluctuations in the agricultural business results each quarter.
4.
Acquisitions and disposals
See summary of acquisitions and additional disposals of the Company for the six-month period ended December 31, 2019 in Note 4 to Unaudited Condensed Interim Consolidated Financial Statements.
5.
Financial risk management and fair value estimates
5.1.
Financial risk
The Company’s activities are exposed to several financial risks, market risk (including exchange rate risk, interest rate risk and price risk), credit risk, liquidity risk and capital risk.
The Unaudited Condensed Interim Separate Financial Statements do not include all the information and disclosures of the risk management, so they should be read together with the Annual Separate Financial Statements as of June 30, 2019. There have been no significant changes in the risk management or risk management policies applied by the Company since the fiscal year.
5.2.
Fair value estimates
Since June 30, 2019, to the balance sheet date, there have been no significant changes in business or economic circumstances affecting the fair value of the Company's financial assets, liabilities or biological assets (either measured at fair value or amortized cost). Nor there have been transfers between the several hierarchies used in estimating the fair value of the Company’s financial instruments, or reclassifications among their respective categories.
9
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
6.
Information about principal subsidiaries and associates
The Company conducts its business through several subsidiaries and associates.
As stated in Note 1 to these consolidated condensed interim financial statements, the Company indirectly participates through Tyrus in IDBD and DIC. These companies have certain restrictions and financial agreements in relation to their financial debt, including their debentures and loans with banks and financial institutions. Although the commitments and other restrictions resulting from the indebtedness of IDBD and DIC do not have recursive effects against our subsidiary IRSA, nor has IRSA guaranteed it with its assets, except for commitments of capital contributions described in said note; IRSA's financial risk related to this investment (IDBD and DIC) is limited to the aforementioned capital contribution commitments and the equity risk as of December 31, 2019, as a result of the pledges granted on the shares of DIC, is limited to the amount of the investment in said subsidiaries which amounts to Ps. 6,069 as of December 31, 2019.
Set out below are the changes in Company’s investment in subsidiaries and associates for the six-month period ended December 31, 2019 and for the fiscal year ended June 30, 2019:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Beginning of the period / year | 36,066 | 58,906 |
| Dividends in shares received from subsidiaries | 301 | 1,448 |
| Changes in non-controlling interest (i) | - | (759) |
| Capital contribution | 167 | 94 |
| Disposal of interest in subsidiaries | - | (1,653) |
| Share of profit of subsidiaries and associates | 62 | (19,765) |
| Foreign exchange gains | (624) | (817) |
| Others changes in subsidiaries’ and associates´<br>equity | 36 | 22 |
| Adjustments previous periods (IFRS 16 y IAS 28) | (637) | (179) |
| Other comprehensive loss | (89) | - |
| Share of changes in subsidiaries’ and associates´<br>equity | (372) | 567 |
| Reserve for share-based payments | (2) | 11 |
| Dividends distributed | (531) | (1,809) |
| End of the period / year | 34,377 | 36,066 |
(i) Includes the effect of changes in subsidiaries as consequence of repurchase of equity interes.
See changes in Company’s investment in associates and joint ventures for the six-month period ended December 31, 2019 in Note 7 to the Unaudited Condensed Interim Consolidated Financial Statements and for the year ended June 30, 2019 in Note 8 to the Annual Consolidated Financial Statements.
10
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
| % of ownership interest | Registered value | Entity's interest in comprehensive income / (loss) | Last financial statement issued | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of the entity | 12.31.19 | 06.30.19 | 12.31.19 | 06.30.19 | 12.31.19 | 12.31.18 | Market value as of 12.31.19 | Place of business / country of incorporation | Main activity | Amount of common shares 1 vote | Common shares (nominal value) | Income /(loss) for the period | Shareholders' equity |
| Subsidiaries | |||||||||||||
| Brasilagro Companhia Brasileira de Propriedades<br>Agrícolas | 43.17% | 43.29% | 7,748 | 6,824 | 979 | 1,293 | 19.02 | Brazil | Agricultural | 23,291,500 | 875 | 812 | 14,239 |
| Agropecuaria Santa Cruz de la Sierra S.A. (formerly Doneldon<br>S.A.) | 100.00% | 100.00% | 1,440 | 1,267 | 169 | 89 | Not publicly traded | Uruguay | Investment | 269,729,872 | 270 | 14 | 1,440 |
| Futuros y Opciones.Com S.A. | 50.10% | 50.10% | 364 | 321 | 168 | 120 | Not publicly traded | Argentina | Brokerage | 817,683 | 2 | 339 | 727 |
| Amauta Agro S.A. (formerly FyO Trading S.A.) | 2.20% | 2.20% | 2 | 1 | 1 | - | Not publicly traded | Argentina | Brokerage | 11,264 | 1 | 27 | 88 |
| FyO Acopio S.A. (formerly Granos Olavarría S.A.) | 2.20% | 2.20% | 7 | 5 | 2 | 2 | Not publicly traded | Argentina | Warehousing and Brokerage | 506,440 | 23 | 104 | 311 |
| Helmir S.A. | 100.00% | 100.00% | 1,915 | 1,441 | 292 | 14 | Not publicly traded | Uruguay | Investment | 229,368,798 | 229 | 241 | 1,915 |
| Sociedad Anómina Carnes Pampeanas S.A. | 99.70% | 99.70% | 335 | 325 | 10 | (41) | Not publicly traded | Argentina | Agroindustrial | 496,050,301 | 498 | 10 | 336 |
| IRSA Inversiones y Representaciones Sociedad<br>Anónima | 61.95% | 61.97% | 21,536 | 25,130 | (2,281) | (5,292) | 50.80 | Argentina | Real Estate | 356,913,429 | 576 | (1,421) | 34,339 |
| IRSA Propiedades Comerciales S.A. | 2.62% | 1.47% | 680 | 407 | (19) | - | 287.50 | Argentina | Real Estate | 3,304,975 | 126 | (382) | 47,282 |
| Total Subsidiaries | 34,027 | 35,721 | (679) | (3,815) | |||||||||
| Associates | |||||||||||||
| Agrouranga S.A. | 35.72% | 35.72% | 281 | 285 | 20 | 1 | Not publicly traded | Argentina | Agricultural | 2,595,247 | 7 | 56 | 249 |
| Uranga Trading S.A. | 35.72% | 35.72% | 69 | 60 | 8 | (5) | Not publicly traded | Argentina | Marketing, warehousing and processing | 653,369 | 2 | 23 | 193 |
| Total Associates | 350 | 345 | 28 | (4) | |||||||||
| Total Investments in subsidiaries, associates and join<br>ventures | 34,377 | 36,066 | (651) | (3,819) |
11
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
7.
Investment properties
Changes in Company’s investment properties for the six-month period ended December 31, 2019 and for the fiscal year ended June 30, 2019 were as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Beginning of the period / year | 94 | 99 |
| Changes in fair value | 12 | (5) |
| End of the period / year | 106 | 94 |
During the period ended December 31, 2019 and for the year ended June 30, 2019, there were no financial costs activated as there have been no assets that qualify for capitalization. No investment property of the Company has been mortgaged to guarantee some of the Company´s loans.
The amounts recognized in the statement of income and other comprehensive income are not material for any of the exercises analyzed.
As described in Note 2.7 to the consolidated financial statements, the Group uses the valuation made by qualified external appraisers to determine the fair value of its investment properties. Fair values are based on comparable values (Level 2 of the fair value hierarchy). The sales prices of comparable land are adjusted taking into account the specific aspects of each land, the most important used premise being the price per hectare.
8.
Property, plant and equipment
Changes in Company’s property, plant and equipment for the six-month period ended December 31, 2019 and for the fiscal year ended June 30, 2019 were as follows:
| Owner occupied farmland (ii) | Others | Total as of 12.31.19 | Total as of 06.30.19 | |
|---|---|---|---|---|
| Costs | 5,831 | 314 | 6,145 | 5,830 |
| Accumulated depreciation | (698) | (174) | (872) | (761) |
| Net book amount at the beginning of the period / year | 5,133 | 140 | 5,273 | 5,069 |
| Adjustments previous periods (AREA) | - | (6) | (6) | - |
| Additions | 119 | 14 | 133 | 335 |
| Disposals | (2) | (2) | (4) | (6) |
| Depreciation charge (i) | (40) | (18) | (58) | (125) |
| Balances at the end of the period / year | 5,210 | 128 | 5,338 | 5,273 |
| Costs | 5,959 | 306 | 6,265 | 6,145 |
| Accumulated depreciation | (749) | (178) | (927) | (872) |
| Net book amount at the end of the period / year | 5,210 | 128 | 5,338 | 5,273 |
(i)
For the fiscal years ended December 31, 2019 and June 30, 2019, the depreciation expense of property, plant and equipment has been charged as follows: Ps. 7 and Ps. 16 in "Costs"; Ps. 4 and Ps. 21 in “General and administrative expenses” and Ps. - and Ps. 1 in “Selling expenses” in “the Statement of Income and Other Comprehensive Income"; Ps. 82 and Ps. 98 were capitalized as part of the biological assets costs.
(ii) Includes farms, buildings and facilities of farmlands properties.
12
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
9.
Intangible assets
Changes in Company’s intangible assets for the six-month period ended as of December 31, 2019 and for the fiscal year ended as of June 30, 2019 were as follows:
| Computer software | Rights of use | Total as of 12.31.19 | Total as of 06.30.19 | |
|---|---|---|---|---|
| Costs | 14 | 290 | 304 | 301 |
| Accumulated amortization | (9) | (111) | (120) | (107) |
| Net book amount at the beginning of the period / year | 5 | 179 | 184 | 194 |
| Additions | 4 | - | 4 | 3 |
| Amortization charges (i) | (2) | (5) | (7) | (13) |
| Balances at the end of the period / year | 7 | 174 | 181 | 184 |
| Costs | 18 | 290 | 308 | 304 |
| Accumulated amortization | (11) | (116) | (127) | (120) |
| Net book amount at the end of the period / year | 7 | 174 | 181 | 184 |
(i)
Amortization charges are included in “General and administrative expenses” in the Statement of Income and Other Comprehensive Income. There are no impairment charges for any of the years presented.
10.
Right of use assets
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Non Current | ||
| Owner occupied farmland | 454 | - |
| Machines and equipment | 4 | - |
| Total Right-of-use assets | 458 | - |
The amortization charge of the right-of-use assets is detailed below:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Owner occupied farmland | 33 | - |
| Machines and equipment | 1 | - |
| Total amortization of Right-of-use assets | 34 | - |
11.
Biological assets
Changes in the Company’s biological assets for the six-month period ended as of December 31, 2019 and for the fiscal year ended as of June 30, 2019 were as follows:
| Sown land-crops | Breeding cattle | Other cattle | Others | Total as of 12.31.19 | Total as of 06.30.19 | ||
|---|---|---|---|---|---|---|---|
| Level 1 | Level 3 | Level 2 | Level 2 | Level 1 | |||
| Net book amount at the beginning of the period / year | 83 | 1,231 | 1,568 | 27 | 30 | 2,939 | 2,018 |
| Purchases | - | - | 6 | - | - | 6 | 8 |
| Changes by transformation | (52) | 52 | - | - | - | - | - |
| Initial recognition and changes in the fair value of biological<br>assets | - | (99) | (74) | (1) | - | (174) | 882 |
| Decrease due to harvest | - | (1,755) | - | - | - | (1,755) | (3,313) |
| Sales | - | - | (446) | (1) | - | (447) | (369) |
| Consumes | - | - | (2) | - | (3) | (5) | (7) |
| Costs for the period | 876 | 672 | 394 | - | 2 | 1,944 | 3,720 |
| Balances at the end of the period / year | 907 | 101 | 1,446 | 25 | 29 | 2,508 | 2,939 |
| Non-current (production) | - | - | 1,108 | 20 | 29 | 1,157 | 1,264 |
| Current (consumable) | 907 | 101 | 338 | 5 | - | 1,351 | 1,675 |
| Net book amount at the end of the period / year | 907 | 101 | 1,446 | 25 | 29 | 2,508 | 2,939 |
13
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
During the t six-month period ended December 31, 2019 and the year ended June 30, 2019 there have been no transfers between the several tiers used in estimating the fair value of the Company’s biological assets, or reclassifications among their respective categories.
See information on valuation processes used by the entity in Note 13 to the Consolidated Financial Statements as of June 30, 2019.
As of December 31, 2019 and June 30, 2019, the better and maximum use of biological assets shall not significantly differ from the current use.
12.
Inventories
Breakdown of Company’s inventories as of December 31, 2019 and June 30, 2019 are as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Current | ||
| Crops | 551 | 1,492 |
| Materials and supplies | 9 | 4 |
| Seeds and fodders | 1,122 | 804 |
| Total inventories | 1,682 | 2,300 |
As of December 31, 2019 and June 30, 2019 the cost of inventories recognized as expense amounted to Ps. 2,979 and Ps. 2,876, respectively and they have been included in “Costs” in the Unaudited Condensed Interim Separate Statement of Income and Other Comprehensive Income.
13.
Financial instruments by category
Determining fair values
See determination of the fair value of the Company's financial instruments in Note 15 to the Annual Consolidated Financial Statements as of June 30, 2019.
The following tables present the Company’s financial assets and financial liabilities that are measured at fair value as of December 31, 2019 and June 30, 2019 and their allocation to the fair value hierarchy:
| Financial assets at amortized cost | Financial assets at fair value through profit or<br>loss | Subtotal financial assets | Non-financial assets | Total | ||
|---|---|---|---|---|---|---|
| December 31, 2019 | Level 1 | Level 2 | ||||
| Assets as per statement of financial position | ||||||
| Trade<br>and other receivables (excluding the allowance for doubtful<br>accounts and other receivables) (Note 14) | 2,454 | - | - | 2,454 | 654 | 3,108 |
| Investment<br>in financial assets | ||||||
| -<br>Mutual funds | - | 23 | - | 23 | - | 23 |
| Derivative<br>financial instruments | ||||||
| -<br>Crops future contracts | - | 9 | - | 9 | - | 9 |
| -<br>Foreign-currency futures contracts | - | 7 | 36 | 43 | - | 43 |
| Cash<br>and cash equivalents | ||||||
| -<br>Cash on hand and at bank | 270 | - | - | 270 | - | 270 |
| -<br>Short-term investments | 7 | 31 | - | 38 | - | 38 |
| Total assets | 2,731 | 70 | 36 | 2,837 | 654 | 3,491 |
14
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
| Financial liabilities at amortized cost | Financial liabilities at fair value | Subtotal financial liabilities | Non-financial liabilities | Total | |
|---|---|---|---|---|---|
| Level 1 | |||||
| Liabilities as per statement of financial position | |||||
| Trade<br>and other payables (Note 16) | 1,444 | - | 1,444 | 200 | 1,644 |
| Borrowings<br>(Note 18) | 28,479 | - | 28,479 | - | 28,479 |
| Derivative<br>financial instruments | |||||
| - Crops future contracts | - | 9 | 9 | - | 9 |
| Total liabilities | 29,923 | 9 | 29,932 | 200 | 30,132 |
| Financial assets at amortized cost | Financial assets at fair value through profit or<br>loss | Subtotal financial assets | Non-financial assets | Total | |
| --- | --- | --- | --- | --- | --- |
| June 30, 2019 | Level 1 | ||||
| Assets as per statement of financial position | |||||
| Trade<br>and other receivables (excluding the allowance for doubtful<br>accounts and other receivables) (Note 13) | 2,008 | - | 2,008 | 649 | 2,657 |
| Investment<br>in financial assets | |||||
| -<br>Mutual funds | - | 54 | 54 | - | 54 |
| Cash<br>and cash equivalents | |||||
| -<br>Cash on hand and at bank | 44 | - | 44 | - | 44 |
| -<br>Short-term investments | - | 84 | 84 | - | 84 |
| Total assets | 2,052 | 138 | 2,190 | 649 | 2,839 |
| Financial liabilities at amortized cost | Financial liabilities at fair value | Subtotal financial liabilities | Non-financial liabilities | Total | |
| --- | --- | --- | --- | --- | --- |
| Level 1 | |||||
| Liabilities as per statement of financial position | |||||
| Trade<br>and other payables (Note 16) | 1,001 | - | 1,001 | 120 | 1,121 |
| Borrowings<br>(excluding finance lease liabilities) (Note 18) | 24,602 | - | 24,602 | - | 24,602 |
| Finance<br>lease obligations (Note 18) | 6 | - | 6 | - | 6 |
| Derivative<br>financial instruments | |||||
| - Foreign-currency futures contracts | - | 5 | 5 | - | 5 |
| - Crops future contracts | - | 23 | 23 | - | 23 |
| Total liabilities | 25,609 | 28 | 25,637 | 120 | 25,757 |
14.
Trade and other receivables
Breakdown of the Company’s trade and other receivables as of December 31, 2019 and June 30, 2019 are as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Receivables from sale of properties (i) | 923 | 809 |
| Receivables from sale of agricultural products and<br>services | 423 | 405 |
| Debtors under legal proceedings | 7 | 9 |
| Less: allowance for doubtful accounts | (8) | (9) |
| Total trade receivables | 1,345 | 1,214 |
| Prepayments | 332 | 418 |
| Tax credits | 269 | 218 |
| Loans | 20 | 25 |
| Advance payments | 32 | 15 |
| Expenses to recover | 8 | 8 |
| Others | 88 | 54 |
| Total other receivables | 749 | 738 |
| Related parties (Note 24) | 1,006 | 696 |
| Total trade and other receivables | 3,100 | 2,648 |
| Non-current | 765 | 700 |
| Current | 2,335 | 1,948 |
| Total trade and other receivables | 3,100 | 2,648 |
(i) Net of implicit interests
15
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The fair value of current trade and other receivables approximate their respective carrying amounts because, due to their short-term nature, as the impact of discounting is not considered significant. Fair values are based on discounted cash flows (Level 2 of fair value hierarchy).
The carrying amounts of the Company’s trade and other receivables denominated in foreign currencies are detailed in Note 28.
Trade receivables are generally presented in the statement of financial position net of allowances for doubtful receivables. Impairment policies and procedures by type of receivables are discussed in detail in Note 2.16 to the Consolidated Financial Statements as of June 30, 2019.
Movements on the Company’s allowance for doubtful accounts are as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Beginning of the period / year | 9 | 18 |
| Recovered | - | (4) |
| Inflation Adjustment | (1) | (5) |
| End of the period / year | 8 | 9 |
The addition and release of allowance for doubtful accounts have been included in “Selling expenses” in the Unaudited Condensed Interim Separate Statement of Income and Other Comprehensive Income (Note 22). Amounts charged to the provision account are generally written off when there is no expectation of recovering additional cash.
15.
Cash flow information
Following is a detailed description of cash flows used in the Company’s operations for the six-month periods ended as of December 31, 2019 and 2018:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Loss for the period | (4,774) | (6,250) |
| Adjustments for: | ||
| Income tax | 323 | (69) |
| Depreciation and amortization | 17 | 23 |
| Impairment of interest in subsidiaries | - | 218 |
| Unrealized (gain) / loss from derivative financial instruments of<br>commodities | (139) | (167) |
| Loss from derivative financial instruments (except<br>commodities) | - | 37 |
| Changes in fair value of financial assets at fair value through<br>profit or loss | (6) | 5 |
| Accrued interest, net | 4,652 | (661) |
| Unrealized initial recognition and changes in the fair value of<br>biological assets | (218) | (88) |
| Changes in net realizable value of agricultural products after<br>harvest | (465) | (89) |
| Provisions | 75 | (52) |
| Gain from repurchase of Non-convertible Notes | 1 | (2) |
| Share of profit in subsidiaries, associates and joint<br>ventures | (62) | 4,588 |
| Changes in fair value of investment properties | (12) | (3) |
| Changes in operating assets and liabilities: | ||
| Decrease / (Increase) in biological assets | 731 | (450) |
| Decrease in inventories | 1,083 | 306 |
| (Decrease) / Increase in trade and other receivables | 19 | (284) |
| Increase in restricted assets | (147) | - |
| Decrease / (Increase) in derivative financial<br>instruments | 29 | (3) |
| Decrease in provisions | (3) | - |
| Increase in trade and other payables | 445 | 221 |
| Decrease in payroll and social security liabilities | (128) | (124) |
| Net cash generated from / (used in) operating activities before<br>income tax paid | 1,421 | (2,844) |
16
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The following table shows a detail of non-cash transactions occurred in the six-month periods ended as of December 31, 2019 and 2018:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Non-cash activities | ||
| Dividends not collected | (28) | (6) |
| (Decrease) / increase of interest in subsidiaries, associates and<br>joint venture by exchange differences on translating foreign<br>operations | (623) | (256) |
| Increase of interest in subsidiaries, associates and joint ventures<br>by a decrease in trade and other receivables | - | (8) |
| Increase / (decrease) of interest in subsidiaries, associates and<br>joint ventures through reserve for share-based<br>compensation | (3) | 6 |
| Increase of interest in subsidiaries, associates and joint ventures<br>by a decrease in trade and other receivables | 2 | - |
16.
Trade and other payables
The detail of the Company’s trade and other payables as of December 31, 2019 and June 30, 2019 are as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Trade payables | 359 | 347 |
| Provisions | 878 | 586 |
| Sales, rent and services payments received in advance | 181 | 96 |
| Total trade payables | 1,418 | 1,029 |
| Taxes payable | 19 | 24 |
| Others | - | 3 |
| Total other payables | 19 | 27 |
| Related parties (Note 25) | 207 | 65 |
| Total trade and other payables | 1,644 | 1,121 |
| Current | 1,644 | 1,121 |
| Total trade and other payables | 1,644 | 1,121 |
The fair value of trade and other payables approximate their respective carrying amounts due to their short-term nature, as the impact of discounting is considered as not significant. Fair values are based on discounted cash flows (Level 2 of fair value hierarchy).
Book value of trade and other payables denominated in foreign currencies are detailed in Note 28.
17.
Provisions
The table below shows the movements in Company's provisions categorized by type of provision:
| Labor and tax claims and other claims | Total as of 12.31.19 | Total as of 06.30.19 | |
|---|---|---|---|
| Beginning of period / year | 15 | 15 | 23 |
| Additions | 1 | 1 | 1 |
| Inflation Adjustment | (3) | (3) | (9) |
| End of period / year | 13 | 13 | 15 |
| Non-current | 9 | 11 | |
| Current | 4 | 4 | |
| Total | 13 | 15 |
17
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
18. Borrowings
The detail of the Company’s borrowings as of December 31, 2019 and June 30, 2019 is as follows:
| Book value | Fair Value | |||
|---|---|---|---|---|
| 12.31.19 | 06.30.19 | 12.31.19 | 06.30.19 | |
| Non-convertible notes | 13,629 | 10,125 | 11,097 | 9,444 |
| Bank loans and others | 9,443 | 11,467 | 9,429 | 11,471 |
| Related parties (Note 25) | 2,335 | 2,236 | 2,106 | 2,252 |
| Finance leases obligations | - | 6 | - | 6 |
| Bank overdrafts | 3,072 | 774 | 3,072 | 774 |
| Total borrowings | 28,479 | 24,608 | 25,704 | 23,947 |
| Non-current | 11,850 | 12,206 | ||
| Current | 16,629 | 12,402 | ||
| Total borrowings | 28,479 | 24,608 |
19. Taxation
The detail of the provision for the Company’s income tax is as follows:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Deferred income tax | (323) | 69 |
| Income tax | (323) | 69 |
The gross movements on the deferred income tax account were as follows:
| 12.31.19 | 06.30.19 | |
|---|---|---|
| Beginning of the period / year | (2,822) | 1,258 |
| Charged to the Statement of Comprehensive Income | (323) | (4,080) |
| End of the period / year | (3,145) | (2,822) |
The Company´s income tax expense charge differs from the theoretical amount that would arise using the weighted average tax rate applicable to Company´s profit before income tax as follows:
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Tax calculated at the tax applicable tax rate in effect<br>(i) | 1,335 | 1,896 |
| Permanent differences: | ||
| Share of profit of subsidiaries, associates and joint<br>ventures | 19 | (1,480) |
| Income tax rate change (*) | (224) | (210) |
| Provision for unrecoverability of tax loss<br>carry-forwards | (1,609) | (642) |
| Tax Transparency | (2) | (48) |
| Low of interest in subsidiaries | - | (64) |
| Non-taxable results, non-deductible expenses and<br>others | (5) | 15 |
| Inflation adjustment for tax purposes | (1,179) | |
| Inflation Adjustment | 1,342 | 602 |
| Income tax | (323) | 69 |
(*) Each period corresponds to the effect of applying to the deferred tax items the changes in the applicable tax rates.
(i)
The Income Tax rate in effect in Argentina as of December 31, 2019 and 2018 was 30%. See Note 22 to the Annual Consolidated Financial Statements.
18
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
20.
Revenues
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Crops | 3,834 | 1,571 |
| Cattle | 559 | 273 |
| Supplies | - | 17 |
| Leases and agricultural services | 43 | 62 |
| Total revenues | 4,436 | 1,923 |
21.
Costs
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Crops | 2,979 | 1,427 |
| Cattle | 447 | 217 |
| Supplies | - | 12 |
| Leases and agricultural services | 51 | 58 |
| Other costs | 12 | 18 |
| Total costs | 3,489 | 1,732 |
22.
Expenses by nature
| Costs (i) | Cost of Production | General and administrative expenses | Selling expenses | Total as of 12.31.19 | Total as of 12.31.18 | |
|---|---|---|---|---|---|---|
| Supplies and labors | 33 | 1,612 | - | - | 1,645 | 1,643 |
| Leases and expenses | - | 2 | 12 | 1 | 15 | 12 |
| Amortization and depreciation | 7 | 82 | 10 | - | 99 | 69 |
| Doubtful accounts (charge and recovery) | - | - | - | - | - | (2) |
| Cost of sale of agricultural products and biological<br>assets | 3,427 | - | - | - | 3,427 | 1,655 |
| Advertising, publicity and other selling expenses | - | - | - | 2 | 2 | 3 |
| Maintenance and repairs | 3 | 30 | 19 | 1 | 53 | 49 |
| Payroll and social security liabilities | 12 | 133 | 122 | 15 | 282 | 289 |
| Fees and payments for services | 2 | 12 | 16 | 22 | 52 | 43 |
| Freights | 2 | 37 | - | 526 | 565 | 217 |
| Bank commissions and expenses | - | - | 19 | - | 19 | 11 |
| Travel expenses and stationery | 2 | 15 | 9 | 1 | 27 | 35 |
| Conditioning and clearance | - | - | - | 113 | 113 | 54 |
| Director’s fees | - | - | 31 | - | 31 | 18 |
| Taxes, rates and contributions | 1 | 19 | - | 66 | 86 | 80 |
| Others | - | - | - | - | - | 7 |
| Total expenses by nature as of 12.31.19 | 3,489 | 1,942 | 238 | 747 | 6,416 | - |
| Total expenses by nature as of 12.31.18 | 1,732 | 1,900 | 232 | 319 | 4,183 |
(i)
Include Ps. 12 and Ps. 18 of other agricultural operating costs as of December 31, 2019 and 2018, respectively.
19
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
23.
Other operating results, net
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Gain from commodity derivative financial instruments | 26 | 236 |
| Interests from operating assets | 40 | 45 |
| Gain from disposal of associates, subsidiaries and/or joint<br>ventures | - | (275) |
| Others | 10 | 52 |
| Total other operating results, net | 76 | 58 |
24.
Financial results, net
| 12.31.19 | 12.31.18 | |
|---|---|---|
| Financial income: | ||
| Interest income | 7 | 5 |
| Total financial income | 7 | 5 |
| Financial costs: | ||
| Interest expenses | (1,311) | (751) |
| Other financial costs | (100) | (90) |
| Total financial costs | (1,411) | (841) |
| Other financial results: | ||
| Exchange rate difference, net | (3,602) | (798) |
| Fair value gains of financial assets at fair value through profit<br>or loss | 61 | 14 |
| Loss from derivative financial instruments (except<br>commodities) | 120 | (195) |
| Gain from repurchase of NCN | (1) | 2 |
| Total other financial results | (3,422) | (977) |
| Inflation Adjustment | (37) | 439 |
| Total financial results, net | (4,863) | (1,374) |
20
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
25.
Related party transactions
See description of the main transactions conducted with related parties in Note 31 to the Consolidated Financial Statements as of June 30, 2019.
The following is a summary of the balances with related parties as of December 31, 2019 and June 30, 2019:
| Items | 12.31.19 | 06.30.19 | ||
|---|---|---|---|---|
| Trade and other payables | (207) | (65) | ||
| Borrowings | (2,335) | (2,236) | ||
| Trade and other receivables | 1,006 | 696 | ||
| Total | (1,536) | (1,605) | ||
| Related party | 12.31.19 | 06.30.19 | Description of transaction | Item |
| --- | --- | --- | --- | --- |
| IRSA Inversiones y Representaciones Sociedad<br>Anónima | 49 | 31 | Corporate services receivable | Trade and other receivables |
| (4) | (10) | Leases payable | Trade and other payables | |
| 5 | 14 | Reimbursement of expenses receivable | Trade and other receivables | |
| 1 | 1 | Share based payments | Trade and other receivables | |
| 1 | 1 | Administration fees | Trade and other receivables | |
| Brasilagro Companhia Brasileira de Propriedades<br>Agrícolas | (3) | (1) | Reimbursement of expenses payable | Trade and other payables |
| - | 267 | Dividends receivables | Trade and other receivables | |
| 8 | 6 | Reimbursement of expenses receivable | Trade and other receivables | |
| Sociedad Anónima Carnes Pampeanas S.A. (formerly<br>EAASA) | 179 | 28 | Sale of goods and/or services | Trade and other receivables |
| 2 | 1 | Reimbursement of expenses receivable | Trade and other receivables | |
| Helmir S.A. | (556) | (482) | Borrowings | Borrowings |
| 393 | - | Trade and other receivables | ||
| Ombú Agropecuaria S.A. | 2 | 4 | Administration fees | Trade and other receivables |
| (5) | (6) | Reimbursement of expenses payable | Trade and other payables | |
| Agropecuaria Acres del Sud S.A. | 2 | 4 | Administration fees | Trade and other receivables |
| 1 | - | Reimbursement of expenses | Trade and other receivables | |
| Yatay Agropecuaria S.A. | 2 | 3 | Administration fees | Trade and other receivables |
| (340) | (296) | Borrowings | Borrowings | |
| Yuchán Agropecuaria S.A. | 2 | 3 | Administration fees | Trade and other receivables |
| Futuros y Opciones.Com S.A. | 278 | 174 | Brokerage operations receivable | Trade and other receivables |
| 1 | - | Reimbursement of expenses receivable | Trade and other receivables | |
| - | 1 | Administration fees | Trade and other receivables | |
| (90) | (16) | MAT operations | Trade and other payables | |
| Total Subsidiaries | (72) | (273) | ||
| Agro-Uranga S.A. | - | 1 | Dividends receivables | Trade and other receivables |
| - | 9 | Reimbursement of expenses receivable | Trade and other receivables | |
| Total Associates | - | 10 | ||
| IRSA Propiedades Comerciales S.A. | 13 | 34 | Reimbursement of expenses receivable | Trade and other receivables |
| 4 | 4 | Share based payments | Trade and other receivables | |
| (1,407) | (1,429) | Non-convertible notes | Borrowings | |
| 58 | 108 | Corporate services | Trade and other receivables | |
| Panamerican Mall S.A. | (32) | (29) | Non-convertible notes | Borrowings |
| Amauta Agro S.A. (formerly FyO Trading S.A.) | (71) | - | Purchase of goods and/or services | Trade and other payables |
| FyO Acopio S.A. (formerly Granos Olavarría S.A.) | 2 | - | Reimbursement of expenses payable | Trade and other receivables |
| FyO Acopio S.A. (continuadora de Granos Olavarría<br>S.A.) | (14) | (1) | Sale of goods and/or services | Trade and other payables |
| Total Subsidiaries of the subsidiaries | (1,447) | (1,313) | ||
| CAMSA and its subsidiaries | 1 | 2 | Management fees | Trade and other receivables |
| Estudio Zang, Bergel & Viñes | (2) | (1) | Legal services | Trade and other payables |
| Other Related parties | (1) | 1 | ||
| Inversiones Financieras del Sur S.A. (1) | 2 | - | Loans granted | Trade and other receivables |
| Total Parent Company | 2 | - | ||
| Directors and Senior Management | (18) | (30) | Director's fees | Trade and other payables |
| Total Directors and Senior Management | (18) | (30) | ||
| Total | (1,536) | (1,605) |
21
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The following is a summary of the results with related parties for the six-month period ended as of December 31, 2019 and 2018:
| Related party | 12.31.19 | 12.31.18 | Description of transaction |
|---|---|---|---|
| IRSA Inversiones y Representaciones Sociedad<br>Anónima | (3) | (6) | Leases and/or rights of use |
| 59 | 57 | Corporate services | |
| Futuros y Opciones.Com S.A. | (11) | (6) | Purchase of goods and/or services |
| 1 | 2 | Management fees | |
| Sociedad Anónima Carnes Pampeanas S.A. (formerly<br>EAASA) | 312 | 177 | Sale of goods and/or services |
| Helmir S.A. | (87) | (121) | Financial operations |
| Total subsidiaries | 271 | 103 | |
| Panamerican Mall S.A. | (5) | (3) | Financial operations |
| Yatay Agropecuaria S.A. | (8) | (6) | Financial operations |
| IRSA Propiedades Comerciales S.A. | (5) | (3) | Leases and/or rights of use |
| 189 | 167 | Corporate services | |
| (241) | (48) | Financial operations | |
| Amauta Agro S.A. (formerly FyO Trading S.A.) | (71) | (75) | Sale of goods and/or services |
| FyO Acopio S.A. | - | 94 | Sale of goods and/or services |
| - | 14 | Management fees | |
| (44) | (48) | Purchase of goods and/or services | |
| Total Subsidiaries of the subsidiaries | (185) | 92 | |
| Estudio Zang, Bergel & Viñes | (2) | (2) | Legal services |
| Hamonet S.A. | (1) | - | Leases and/or rights of use |
| San Bernardo de Córdoba S.A. | (1) | - | Leases and/or rights of use |
| Isaac Elsztain e Hijos S.C.A. | (1) | (2) | Leases and/or rights of use |
| Other Related parties | (5) | (4) | |
| Inversiones Financieras del Sur S.A. | 2 | - | Financial operations |
| Total Parent Company | 2 | - | |
| Directores | (31) | (18) | Compensation of Directors |
| Senior Management | (12) | (6) | Compensation of Senior Management |
| Total Directors and Senior Management | (43) | (24) | |
| Total | 40 | 167 |
The following is a summary of the transactions with related parties for the six-month period ended as of December 31, 2019 and 2018:
| Related party | 12.31.19 | 12.31.18 | Description of transaction |
|---|---|---|---|
| Agropecuarias Santa Cruz de la Sierra S.A. | 3 | 3 | Additional paid-in capital |
| Helmir S.A. | 164 | - | Additional paid-in capital |
| Sociedad Anónima Carnes Pampeanas S.A. | - | 57 | Additional paid-in capital |
| - | 8 | Capitalization of credits | |
| Agropecuarias Santa Cruz de la Sierra S.A. | - | 35 | Additional paid-in capital |
| Total subsidiary contributions | 167 | 103 | |
| IRSA Inversiones y Representaciones Sociedad<br>Anónima | 322 | 1,448 | Dividends received |
| IRSA Propiedades Comerciales S.A. | 9 | - | Dividends received |
| Brasilagro Companhia Brasileira de Propriedades Agrícolas<br>(“Brasilagro”) | 52 | 71 | Dividends received |
| Agro-Uranga S.A. | 23 | 19 | Dividends received |
| Futuros y Opciones.Com S.A. | 125 | 31 | Dividends received |
| Total dividends received | 531 | 1,569 |
Stock loan granted
On October 18, 2019, the Board of Directors of Cresud approved the granting of a loan of 3,235,000 American Depositary Receipts ("ADRs") from IRSA Inversiones y Representaciones Sociedad Anónima, owned by the Company to Inversiones Financieras del Sur S.A., Company controlled by the president of our Company. The loan has been guaranteed by Inversiones Financieras del Sur S.A. with stocks of equivalent value.
22
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
26.
CNV General Resolution N° 622/13
As required by Section 1°, Chapter III, Title IV of CNV General Resolution N° 622/13, below there is a detail of the notes to the Unaudited Condensed Interim Separate Financial Statements that disclosure the information required by the Resolution in Exhibits.
| Exhibit A - Property, plant and equipment | Note 7 – Investment properties |
|---|---|
| Note 8 – Property, plant and equipment | |
| Exhibit B - Intangible assets | Note 9 – Intangible assets |
| Exhibit C - Equity investments | Note 6 - Investments in subsidiaries, associates and joint<br>ventures |
| Exhibit D - Other investments | Note 13 – Financial instruments by category |
| Exhibit E - Provisions | Note 14 – Trade and other receivables |
| Note 17 – Provisions | |
| Exhibit F - Cost of sales and services | Note 27 – Cost of sales and services provided |
| Exhibit G - Foreign currency assets and liabilities | Note 28 – Foreign currency assets and<br>liabilities |
| Exhibit H - Exhibit of expenses | Note 22 – Expenses by nature |
27.
Cost of sales and services provided
| Description | Biological assets (1) | Agricultural stock | Services and other operating costs | Total as of 12.31.19 | Total as of 12.31.18 |
|---|---|---|---|---|---|
| Beginning of the period / year | 1,595 | 2,300 | - | 3,895 | 3,466 |
| Initial recognition and changes in the fair value of biological<br>assets and agricultural products at the point of<br>harvest | (75) | - | - | (75) | (255) |
| Changes in the net realizable value of agricultural products after<br>harvest | - | 465 | - | 465 | 89 |
| Increase due to harvest | - | 1,766 | - | 1,766 | 954 |
| Acquisitions and classifications | 6 | 1,251 | - | 1,257 | 1,276 |
| Consume | (2) | (1,121) | - | (1,123) | (1,095) |
| Expenses incurred | 394 | - | 51 | 445 | 401 |
| Inventories | (1,471) | (1,682) | - | (3,153) | (3,123) |
| Cost as of 12.31.19 | 447 | 2,979 | 51 | 3,477 | - |
| Cost as of 12.31.18 | 217 | 1,439 | 57 | - | 1,713 |
(1)
Corresponds to breeding cattle movements and other cattle.
23
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
28.
Foreign currency assets and liabilities
Book amounts of foreign currency assets and liabilities as of December 31, 2019 and June 30, 2019 are as follows:
| Items | Amount of foreign currency | Prevailing exchange rate (1) | Total as of 12.31.19 | Total as of 06.30.19 |
|---|---|---|---|---|
| Assets | ||||
| Trade and other receivables | ||||
| US Dollar | 17 | 59.690 | 1,016 | 932 |
| Receivables with related parties: | ||||
| US Dollar | 7 | 59.890 | 401 | 5 |
| Brazilian Reais | - | - | - | 265 |
| Total trade and other receivables | 1,417 | 1,202 | ||
| Cash and cash equivalents | ||||
| US Dollar | 5 | 59.690 | 295 | 124 |
| Brazilian Reais | - | - | - | 1 |
| Total Cash and cash equivalents | 295 | 125 | ||
| Liabilities | ||||
| Trade and other payables | ||||
| US Dollar | 2 | 59.890 | 136 | 170 |
| Payables with related parties: | ||||
| US Dollar | 1 | 59.890 | 77 | - |
| Brazilian Reais | - | 16.100 | 3 | 1 |
| Bolivian Pesos | 30 | 0.168 | 5 | 4 |
| Total trade and other payables | 221 | 175 | ||
| Derivative financial instruments | ||||
| US Dollar | - | 59.890 | 9 | 23 |
| Total derivative instruments | 9 | 23 | ||
| Lease Liabilities | ||||
| US Dollar | - | 59.890 | 4 | - |
| Total Lease Liabilities | 4 | - | ||
| Borrowings | ||||
| US Dollar | 424 | 59.890 | 25,423 | 23,901 |
| Total Borrowings | 25,423 | 23,901 |
(1)
Exchange rate as of December 31, 2019 according to Banco Nación Argentina records.
29.
CNV General Ruling N° 629/14 – Storage of documentation
On August 14, 2014, the CNV issued General Ruling N° 629 whereby it introduced amendments to rules related to storage and conservation of corporate books, accounting books and commercial documentation. In this sense, it should be noted that the Company has entrusted the storage of certain non-sensitive and old information to the following providers:
| Documentation storage provider | Location |
|---|---|
| Bank S.A. | Ruta Panamericana Km 37,5, Garín, Province of Buenos<br>Aires |
| Av. Fleming 2190, Munro, Province of Buenos Aires | |
| Carlos Pellegrini 1401, Avellaneda, Province of Buenos<br>Aires | |
| Iron Mountain Argentina S.A. | Av. Amancio Alcorta 2482, Autonomous City of Buenos<br>Aires |
| Pedro de Mendoza 2143, Autonomous City of Buenos Aires | |
| Saraza 6135, Autonomous City of Buenos Aires | |
| Azara 1245, Autonomous City of Buenos Aires | |
| Polígono industrial Spegazzini, Autopista Ezeiza Km 45,<br>Cañuelas, Province of Buenos Aires | |
| Cañada de Gomez 3825, Autonomous City of Buenos<br>Aires |
24
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
It is further noted that a detailed list of all documentation held in custody by providers, as well as documentation required in section 5 a.3) of section I, Chapter V, Title II of the RULES (N.T. 2013 as amended) are available at the registered office.
On February 5, 2014 there was a widely known fire in Iron Mountain’s warehouse, which is a supplier of the Company and where Company’s documentation was being kept. Based on the internal review carried out by the Company, duly reported to CNV on February 12, 2014, the information kept at the Iron Mountain premises that were on fire do not appear to be sensitive or capable of affecting normal operations.
30.
Negative working capital
At the end of the period, the Company carried a working capital deficit of Ps. 12,929. The Company has issued during the current fiscal year and after December 31, 2019 NCN for a total of US$ 111 million. Also, within the framework of what was approved by the Shareholders' Meeting held on October 30, 2019, the Company is analyzing different financing alternatives to reduce its negative working capital, either through the issuance of debt, equity and / or from the sale of selected assets.
31.
Subsequent events
See others subsequent events in Note 35 to the Unaudited Condensed Interim Consolidated Financial Statements.
25
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Information required by Section 68 of the Buenos Aires Stock Exchange Regulations
and Section 12, Chapter III, Title IV of Resolution 622/13
Unaudited Condensed Interim Separate Statement of Financial Position as of December 31, 2019
Stated in millions of Argentine pesos
Free translation from the original prepared in Spanish for publication in Argentina
1. Specific and significant legal systems that imply contingent lapsing or rebirth of benefits envisaged by such provisions.
None.
2. Significant changes in the Company´s activities or other similar circumstances that occurred during the fiscal years included in the financial statements, which affect their comparison with financial statements filed in previous fiscal years, or that could affect those to be filed in future fiscal years.
Are detailed in the Business Review.
3. Receivables and liabilities by maturity date.
| Past due (Point 3 a.) | Without maturity (Point 3.b.) | Without maturity (Point 3.b.) | To be due (Point 3.c.) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Items | 12.31.19 | Current | Non-current | Up to 3 months | From 3 to 6 month | From 6 to 9 months | From 9 to 12 months | From 1 to 2 years | From 2 to 3 years | From 3 to 4 years | Total | |
| Accounts receivables | Trade and other receivables | - | 254 | - | 1,877 | 203 | 1 | - | 341 | 253 | 171 | 3,100 |
| Income tax and minimum presumed income tax and deferred income<br>tax | - | - | 38 | - | - | - | - | - | - | - | 38 | |
| Total | - | 254 | 38 | 1,877 | 203 | 1 | - | 341 | 253 | 171 | 3,138 | |
| Liabilities | Trade and other payables | - | 82 | - | 1,562 | - | - | - | - | - | - | 1,644 |
| Borrowings | - | - | - | 7,782 | 2,753 | 1,412 | 4,682 | 4,652 | 434 | 6,764 | 28,479 | |
| Lease liabilities | - | - | - | 33 | 115 | 50 | 55 | 99 | - | - | 352 | |
| Payroll and social security liabilities | - | - | - | 62 | - | 79 | - | - | - | - | 141 | |
| Provisions | - | - | - | - | - | 4 | - | 9 | - | - | 13 | |
| Deferred income tax liabilities | - | - | 3,145 | - | - | - | - | - | - | - | 3,145 | |
| Total | - | 82 | 3,145 | 9,439 | 2,868 | 1,545 | 4,737 | 4,760 | 434 | 6,764 | 33,774 |
26
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Information required by Section 68 of the Buenos Aires Stock Exchange Regulations
and Section 12, Chapter III, Title IV of Resolution 622/13
Unaudited Condensed Interim Separate Statement of Financial Position as of December 31, 2019
Stated in millions of Argentine pesos
Free translation from the original prepared in Spanish for publication in Argentina
4.a. Breakdown of accounts receivable and liabilities by currency and maturity.
| Items | Current | Non-current | Totals | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Local Currency | Foreign Currency | Total | Local Currency | Foreign Currency | Total | Local Currency | Foreign Currency | Total | ||
| Accounts receivables | Trade and other receivables | 1,610 | 725 | 2,335 | 73 | 692 | 765 | 1,683 | 1,417 | 3,100 |
| Income tax and minimum presumed income tax and deferred income<br>tax | - | - | - | 38 | - | 38 | 38 | - | 38 | |
| Total | 1,610 | 725 | 2,335 | 111 | 692 | 803 | 1,721 | 1,417 | 3,138 | |
| Liabilities | Trade and other payables | 1,423 | 221 | 1,644 | - | - | - | 1,423 | 221 | 1,644 |
| Borrowings | 3,118 | 13,511 | 16,629 | - | 11,850 | 11,850 | 3,118 | 25,361 | 28,479 | |
| Lease liabilities | 249 | 4 | 253 | 99 | - | 99 | 348 | 4 | 352 | |
| Payroll and social security liabilities | 141 | - | 141 | - | - | - | 141 | - | 141 | |
| Provisions | 4 | - | 4 | 9 | - | 9 | 13 | - | 13 | |
| Deferred income tax liabilities | - | - | - | 3,145 | - | 3,145 | 3,145 | - | 3,145 | |
| Total | 4,935 | 13,736 | 18,671 | 3,253 | 11,850 | 15,103 | 8,188 | 25,586 | 33,774 |
4.b. Breakdown of accounts receivable and liabilities by adjustment clause.
On December 31, 2019, there are no receivable and liabilities subject to adjustment clause.
27
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Information required by Section 68 of the Buenos Aires Stock Exchange Regulations
and Section 12, Chapter III, Title IV of Resolution 622/13
Unaudited Condensed Interim Separate Statement of Financial Position as of December 31, 2019
Stated in millions of Argentine pesos
Free translation from the original prepared in Spanish for publication in Argentina
4.c. Breakdown of accounts receivable and liabilities by interest accrual.
| Current | Non-Current | Non-accruing interest | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Items | Accruing interest | Non-accruing interest | Accruing interest | Non-accruing interest | Accruing interest | ||||||||
| Fixed | Floating | Subtotal | Fixed | Floating | Subtotal | Fixed | Floating | Total | |||||
| Accounts receivables | Trade and other receivables | 645 | 2 | 1,688 | 2,335 | 692 | - | 73 | 765 | 1,337 | 2 | 1,761 | 3,100 |
| Income tax and minimum presumed income tax and deferred income<br>tax | - | - | - | - | - | - | 38 | 38 | - | - | 38 | 38 | |
| Total | 645 | 2 | 1,688 | 2,335 | 692 | - | 111 | 803 | 1,337 | 2 | 1,799 | 3,138 | |
| Liabilities | Trade and other payables | - | - | 1,644 | 1,644 | - | - | - | - | - | - | 1,644 | 1,644 |
| Borrowings | 15,688 | 476 | 465 | 16,629 | 10,731 | 1,119 | - | 11,850 | 26,419 | 1,595 | 465 | 28,479 | |
| Lease liabilities | 253 | - | - | 253 | 99 | - | - | 99 | 352 | - | - | 352 | |
| Payroll and social security liabilities | - | - | 141 | 141 | - | - | - | - | - | - | 141 | 141 | |
| Provisions | - | - | 4 | 4 | - | - | 9 | 9 | - | - | 13 | 13 | |
| Deferred income tax liabilities | - | - | - | - | - | - | 3,145 | 3,145 | - | - | 3,145 | 3,145 | |
| Total | 15,941 | 476 | 2,254 | 18,671 | 10,830 | 1,119 | 3,154 | 15,103 | 26,771 | 1,595 | 5,408 | 33,774 |
28
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Information required by Section 68 of the Buenos Aires Stock Exchange Regulations
and Section 12, Chapter III, Title IV of Resolution 622/13
Unaudited Condensed Interim Separate Statement of Financial Position as of December 31, 2019
Stated in millions of Argentine pesos
Free translation from the original prepared in Spanish for publication in Argentina
5.
Companies under section 33 of law N°. 19,550 and other related parties.
a.
Interest in companies under section 33 of law N° 19,550. See Note 6.
b.
Companies under section 33 of law N° 19,550 and other related parties debit / credit balances. See Note 25.
6.
Loans to directors.
See Note 25.
7.
Inventories.
The Company conducts physical inventories once a fiscal year in its most significant properties, covering all the assets they possess. There is no relevant immobilization of inventory.
8.
Current values.
See Note 2 to the Consolidated Financial Statements as of June 30, 2019 and 2018.
9. Appraisal revaluation of property, plant and equipment.
None.
10. Obsolete unused property, plant and equipment.
None.
11.
Equity interest in other companies in excess of that permitted by section 31 of law N°. 19,550.
None.
12. Recovery values.
See Note 2 to the Consolidated Financial Statements as of June 30, 2019 and 2018.
29
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
13. Insurances.
The types of insurance used by the company were the following:
| Insured<br>property | Risk<br>covered | Amount<br>insured<br><br><br>Ps. | Book<br>value<br><br><br>Ps. |
|---|---|---|---|
| Buildings,<br>machinery, silos, installation and furniture and<br>equipment | Theft,<br>fire and technical insurance | 2,624 | 4,714 |
| Vehicles | Third<br>parties, theft, fire and civil liability | 53 | 42 |
14.
Allowances and provisions that, taken individually or as a whole, exceed 2% of the shareholder´s equity.
None.
15.
Contingent situations at the date of the financial statements which probabilities are not remote and the effects on the Company´s financial position have not been recognized.
Not applicable.
16. Status of the proceedings leading to the capitalization of irrevocable contributions towards future subscriptions.
Not applicable.
- Unpaid accumulated dividends on preferred shares.
None.
18. Restrictions on distributions of profits.
According to the Argentine laws, 5% of the profit of the year is separated to constitute legal reserves until they reach legal capped amounts (20% of total capital). These legal reserves are not available for dividend distribution.
30
Free Translation from the original prepared in Spanish for publication in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM SEPARATE FINANCIAL STATEMENTS
To the Shareholders, President and Directors of
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Legal address: Moreno 877 – 23°floor
Autonomous City Buenos Aires
Tax Code No. 30-50930070-0
Introduction
We have reviewed the unaudited condensed interim separate financial statements of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria (hereinafter “the Company”) which included the unaudited condensed interim separate statements of financial position as of December 31, 2019, and the unaudited condensed interim separate statements of income and other comprehensive income for the six and three-month period ended December 31, 2019, the unaudited condensed interim separate statements of changes in shareholders’ equity and the unaudited condensed interim separate statements of cash flows for the six-month period then ended and selected explanatory notes.
The balances and other information corresponding to the fiscal year ended June 30, 2019 and the interim periods within that fiscal year are an integral part of these financial statements and, therefore, they should be considered in relation to those financial statements.
Management responsibility
The Board of Directors of the Company is responsible for the preparation and presentation of these unaudited condensed interim separate financial statements in accordance with the accounting framework established by the National Securities Commission (CNV). As indicated in Note 2.1 to the accompanying financial statements, such accounting framework is based in the application of International Financial Reporting Standards (IFRS) and, in particular, of International Accounting Standard No 34 "Interim Financial Reporting" (IAS 34). Those standards have been adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE), and were used for the preparation of these unaudited condensed interim separate financial statements.
Free Translation from the original prepared in Spanish for publication in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM SEPARATE FINANCIAL STATEMENTS (Continued)
Scope of our review
Our review was limited to the application of the procedures established in the International Standard on Review Engagements ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity", which was adopted as a review standard in Argentina in Technical Resolution No. 33 of the FACPCE, without modification as approved by the International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists of making inquiries of persons responsible for the preparation of the information included in the unaudited condensed interim separate financial statements, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the separate statements of financial position, the separate statements of income and other comprehensive income and the separate statement of cash flows of the Company.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying unaudited condensed interim separate financial information is not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim financial reporting'.
Emphasis of paragraph
Without qualifying our conclusion, we draw attention to Note 6 to these unaudited condensed interim separate financial statements.
Report on compliance with current regulations
In accordance with current regulations, we report about Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria that:
a)
the unaudited condensed interim separate financial statements of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria are recorded in the "Inventory and Balance Sheet Book", and comply, as regards those matters that are within our competence, with the provisions set forth in the Commercial Companies Law and in the corresponding resolutions of the National Securities Commission;
Free Translation from the original prepared in Spanish for publication in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM SEPARATE FINANCIAL STATEMENTS (Continued)
b)
the unaudited condensed interim separate financial statements of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria arise from accounting records carried in all formal respects in accordance with applicable legal provisions;
c)
we have read the additional information to the notes to the unaudited condensed interim separate statements required by section 12 of Chapter III Title IV of the text of the National Securities Commission, on which, as regards those matters that are within our competence, we have no observations to make;
d)
at December 31, 2019, the debt of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria owed in favor of the Argentina Integrated Pension System which arises from accounting records amounted to Ps. 19,718,032, which was not claimable at that date.
Autonomous City of Buenos Aires, February 10, 2020.
| PRICE WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br><br><br><br><br><br><br>(Partner) |
|---|
| C.P.C.E.C.A.B.A. Tº 1 Fº 17<br><br><br>Dr. Mariano C. Tomatis<br><br><br>Public<br>Accountant (UBA)<br><br><br>C.P.C.E.C.A.B.A. Tº 241<br>Fº 118 |
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
I. Brief comment on the Company’s activities during the period, including references to significant events occurred after the end of the period.
Consolidated Results
| (In ARS<br>million) | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| Revenues | 55,158 | 47,795 | 15.4% |
| Costs | -37,032 | -31,624 | 17.1% |
| Initial recognition<br>and changes in the fair value of biological assets and agricultural<br>produce at the point of harvest | 1,249 | 708 | 76.4% |
| Changes in the net<br>realizable value of agricultural produce after<br>harvest | 422 | 52 | 711.5% |
| Gross<br>profit | 19,797 | 16,931 | 16.9% |
| Net gain from fair<br>value adjustment on investment properties | 3,623 | -9,186 | - |
| Gain from disposal<br>of farmlands | 299 | 81 | 269.1% |
| General and<br>administrative expenses | -5,301 | -5,331 | -0.6% |
| Selling<br>expenses | -7,065 | -6,042 | 16.9% |
| Other operating<br>results, net | -2,402 | 1,218 | -297.2% |
| Result from<br>operations | 8,951 | -2,329 | - |
| Depreciation and<br>Amortization | 7,517 | 4,923 | 52.7% |
| EBITDA<br>(unaudited) | 16,468 | 2,594 | 534.8% |
| Adjusted EBITDA<br>(unaudited) | 14,227 | 12,733 | 11.7% |
| Loss from joint<br>ventures and associates | -1,502 | -1,230 | 22.1% |
| Result from operations before<br>financing and taxation | 7,449 | -3,559 | - |
| Financial results,<br>net | -19,325 | -11,485 | 68.3% |
| Result before income<br>tax | -11,876 | -15,044 | -21.1% |
| Income tax<br>expense | -3,090 | 3,375 | -191.6% |
| Result for the period from<br>continued operations | -14,966 | -11,669 | 28.3% |
| Result from<br>discontinued operations after income tax | 16,639 | 3,042 | 447.0% |
| Result for the<br>period | 1,673 | -8,627 | - |
| Attributable<br>to | |||
| Equity holder of the<br>parent | -4,746 | -6,027 | -21.3% |
| Non-controlling<br>interest | 6,419 | -2,600 | - |
Consolidated revenues increased by 15.4% in the first half of fiscal year 2020 compared to the same period of 2019, while adjusted EBITDA reached ARS 14,227 million, 11.7% higher than in the same period of fiscal year 2019, of which ARS 2,601 million come from the agricultural business due to higher productive results of sugarcane activity offset by lower results from farmland sales and ARS 11,626 million come from the urban properties and investments business (IRSA).
Net result for the first half of fiscal year 2020 recorded a gain of ARS 1,673 million compared to a loss of ARS 8,627 million in the same period of fiscal year 2019 mainly explained by higher results from changes in the fair value of investment properties in the Argentine business center and the result from the deconsolidation of Gav-Yam, due to the loss of control, in the Israel business center through IRSA, offset among other effects, by the loss from exchange rate differences in Argentina. Net result attributable to the controlling shareholder registered a loss of ARS 4,746 million compared to a loss of ARS 6,027 million in the first half of 2019.
1
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
Description of Operations by Segment
| 6M 2020 | |||||||
|---|---|---|---|---|---|---|---|
| Urban Properties and<br>Investments | Variation | ||||||
| Agribusiness | Argentina | Israel | Subtotal | Total | 6M 20 vs. 6M<br>19 | ||
| Revenues | 12,821 | 6,531 | 34,767 | 41,298 | 54,119 | 16.6% | |
| Costs | -10,841 | -1,378 | -23,498 | -24,876 | -35,717 | 19.2% | |
| Initial recognition<br>and changes in the fair value of biological assets and agricultural<br>produce at the point of harvest | 1,104 | - | - | - | 1,104 | 109.5% | |
| Changes in the net<br>realizable value of agricultural produce after<br>harvest | 422 | - | - | - | 422 | 711.5% | |
| Gross<br>profit | 3,506 | 5,153 | 11,269 | 16,422 | 19,928 | 16.9% | |
| Net gain from fair<br>value adjustment on investment properties | 12 | 4,028 | -164 | 3,864 | 3,876 | - | |
| Gain from disposal<br>of farmlands | 299 | - | - | - | 299 | 269.1% | |
| General and<br>administrative expenses | -671 | -1,133 | -3,528 | -4,661 | -5,332 | -0.5% | |
| Selling<br>expenses | -1,291 | -536 | -5,229 | -5,765 | -7,056 | 16.7% | |
| Other operating<br>results, net | 149 | -42 | -2,594 | -2,636 | -2,487 | -353.5% | |
| Result from<br>operations | 2,004 | 7,470 | -246 | 7,224 | 9,228 | - | |
| Share of profit of<br>associates | 155 | -1,289 | -563 | -1,852 | -1,697 | 63.5% | |
| Segment<br>result | 2,159 | 6,181 | -809 | 5,372 | 7,531 | - | |
| 6M 2019 | |||||||
| --- | --- | --- | --- | --- | --- | ||
| Urban Properties and<br>Investments | |||||||
| Agribusiness | Argentina | Israel | Subtotal | Total | |||
| Revenues | 8,403 | 7,100 | 30,920 | 38,020 | 46,423 | ||
| Costs | -6,978 | -1,235 | -21,744 | -22,979 | -29,957 | ||
| Initial recognition<br>and changes in the fair value of biological assets and agricultural<br>produce at the point of harvest | 527 | - | - | - | 527 | ||
| Changes in the net<br>realizable value of agricultural produce after<br>harvest | 52 | - | - | - | 52 | ||
| Gross<br>profit | 2,004 | 5,865 | 9,176 | 15,041 | 17,045 | ||
| Net gain from fair<br>value adjustment on investment properties | -34 | -9,641 | 487 | -9,154 | -9,188 | ||
| Gain from disposal<br>of farmlands | 81 | - | - | - | 81 | ||
| General and<br>administrative expenses | -616 | -1,311 | -3,430 | -4,741 | -5,357 | ||
| Selling<br>expenses | -749 | -501 | -4,797 | -5,298 | -6,047 | ||
| Other operating<br>results, net | 323 | -308 | 966 | 658 | 981 | ||
| Result from<br>operations | 1,009 | -5,896 | 2,402 | -3,494 | -2,485 | ||
| Share of profit of<br>associates | -20 | -396 | -622 | -1,018 | -1,038 | ||
| Segment<br>result | 989 | -6,292 | 1,780 | -4,512 | -3,523 |
Agricultural Business
Period Summary
The 2020 Campaign is progressing with good weather conditions in the region, with all the crops implanted, average yields and controlled costs can be expected. Regarding commodities’ prices, the market is expectant after the commercial agreement between the US and China, hoping it will materialize in new businesses that define the direction of the market.
Regarding farmland sales, our subsidiary Brasilagro has completed in the first quarter of FY 2020 the sale of a fraction of 1,134 hectares of the “Jatobá” farm located in Jaborandi, State of Bahia, Brazil for an amount of BRL 22.7 million and during the second quarter, it has sold a small fraction of 85 hectares of its “Alto Taquarí” farm, located in the State of Mato Grosso, for BRL 5.5 million.
2
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
Our Portfolio
Our portfolio under management, as of December 31, 2019, was composed of 730,481 hectares, of which 289,538 are in operation and 440,943 are land reserves distributed among the four countries in the region where we operate: Argentina, with a mixed model combining land development and agricultural production; Bolivia, with a productive model in Santa Cruz de la Sierra; and through our subsidiary BrasilAgro, Brazil and Paraguay, where the strategy is mainly focused on the development of lands.
As a subsequent event, BrasilAgro has added 28,930 hectares to its portfolio as a result of the merge with Agrifirma (see “Material events of the quarter and subsequent events”)
Breakdown of Hectares
Own and under Concession (*) (**) (***)
| Productive<br>Lands | Land<br>Reserves | Total | ||||
|---|---|---|---|---|---|---|
| Agricultural | Cattle | Under<br>Development Phase 1 | Under<br>Development Phase 2 | Reserved | ||
| Argentina | 64,780 | 147,657 | 9,170 | 2,946 | 312,040 | 536,593 |
| Brazil | 43,478 | 10,657 | 200 | 4,442 | 65,660 | 124,438 |
| Bolivia | 8,858 | - | - | - | 1,017 | 9,875 |
| Paraguay | 11,907 | 3,064 | 3,000 | - | 41,519 | 59,490 |
| Total | 129,023 | 161,379 | 12,370 | 7,388 | 420,236 | 730,396 |
(*) Includes Brazil, Paraguay, Agro-Uranga S.A. at 35.723% and 132,000 hectares under Concession.
(**) Includes 85,000 hectares intended for sheep breeding
(***) Excludes double crops.
Leased (*)
| Agricultural | Cattle | Other | Total | |
|---|---|---|---|---|
| Argentina | 59,535 | 12,635 | 450 | 72,620 |
| Brazil | 50,878 | - | 2,317 | 53,195 |
| Bolivia | 1,017 | - | - | 1,017 |
| Total | 111,430 | 12,635 | 2,767 | 126,832 |
(*) Excludes double crops.
Segment Income – Agricultural Business
I)
Land Development, Transformation and Sales
We periodically sell properties that have reached a considerable appraisal to reinvest in new farms with higher appreciation potential. We analyze the possibility of selling based on a number of factors, including the expected future yield of the farmland for continued agricultural and livestock exploitation, the availability of other investment opportunities and cyclical factors that have a bearing on the global values of farmlands.
During the first quarter of fiscal year 2020 Brasilagro completed the sale of a fraction of 1,134 hectares of the “Jatobá” farm located in Jaborandi, State of Bahia, Brazil for an amount of BRL 22.7 million (BRL / ha 20,018). The farm was valued in books at BRL 1.7 million and the internal rate of return in dollars reached 7.0%.
In October 2019, it has sold a small fraction of 85 hectares of its “Alto Taquarí” farm, located in the State of Mato Grosso, for BRL 5.5 million. The farm was valued in the books at BRL 1.2 million and the internal rate of return in dollars was 13.0%.
3
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
| in ARS<br>million | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| Revenues | - | - | - |
| Costs | -12 | -15 | -20.0% |
| Gross<br>loss | -12 | -15 | -20.0% |
| Net gain from fair<br>value adjustment on investment properties | 12 | -34 | - |
| Gain from disposal<br>of farmlands | 299 | 81 | 269.1% |
| General and<br>administrative expenses | -1 | -2 | -50.0% |
| Selling<br>expenses | - | -2 | -100.0% |
| Other operating<br>results, net | -49 | 43 | - |
| Profit from<br>operations | 249 | 71 | 252.1% |
| Segment<br>profit | 249 | 71 | 252.1% |
| EBITDA | 252 | 80 | 215.0% |
| Adjusted<br>EBITDA | 239 | 1,468 | -83.7% |
| Area under Development<br>(hectares) | Projected for<br>2019/2020 | ||
| --- | --- | ||
| Argentina | 2,946 | ||
| Brasil | 4,442 | ||
| Paraguay | - | ||
| Total | 7,388 |
During this campaign, we expect to transform 7,388 in the region: 2,946 hectares in Argentina and 4,442 hectares in Brazil.
II)
Agricultural Production
The result of the Farming segment increased by ARS 826 million, from ARS 716 million gain during the first half of fiscal year 2019 to ARS 1,542 million gain during the same period of 2020.
| in ARS<br>million | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| Revenues | 8,347 | 4,739 | 76.1% |
| Costs | -7,102 | -4,057 | 75.1% |
| Initial recognition<br>and changes in the fair value of biological assets and agricultural<br>produce at the point of harvest | 1,085 | 551 | 96.9% |
| Changes in the net<br>realizable value of agricultural produce after<br>harvest | 422 | 52 | 711.5% |
| Gross<br>profit | 2,752 | 1,285 | 114.2% |
| General and<br>administrative expenses | -434 | -381 | 13.9% |
| Selling<br>expenses | -913 | -441 | 107.0% |
| Other operating<br>results, net | 109 | 255 | -57.3% |
| Profit from<br>operations | 1,514 | 718 | 110.9% |
| Profit from<br>associates | 28 | -2 | - |
| Segment<br>profit | 1,542 | 716 | 115.4% |
| EBITDA | 2,083 | 982 | 112.1% |
| Adjusted<br>EBITDA | 2,083 | 982 | 112.1% |
4
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
II.a) Crops and Sugarcane
Crops
| in ARS<br>million | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| Revenues | 5,290 | 2,552 | 107.3% |
| Costs | -4,349 | -2,304 | 88.8% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce at the point of harvest | 88 | 459 | -80.8% |
| Changes<br>in the net realizable value of agricultural produce after<br>harvest | 422 | 52 | 711.5% |
| Gross<br>profit | 1,451 | 759 | 91.2% |
| General<br>and administrative expenses | -254 | -196 | 29.6% |
| Selling<br>expenses | -784 | -338 | 132.0% |
| Other<br>operating results, net | 108 | 262 | -58.8% |
| Profit from<br>operations | 521 | 487 | 7.0% |
| Share of<br>loss of associates | 28 | -2 | - |
| Segment<br>profit | 549 | 485 | 13.2% |
Sugarcane
| in ARS<br>million | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| Revenues | 2,180 | 1,672 | 30.4% |
| Costs | -2,039 | -1,356 | 50.4% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce at the point of harvest | 1,071 | 335 | 219.7% |
| Gross<br>profit | 1,212 | 651 | 86.2% |
| General<br>and administrative expenses | -108 | -112 | -3.6% |
| Selling<br>expenses | -61 | -48 | 27.1% |
| Other<br>operating results, net | -1 | -3 | -66.7% |
| Profit from<br>operations | 1,042 | 488 | 113.5% |
| Segment<br>profit | 1,042 | 488 | 113.5% |
Operations
| Production Volume1) | 6M20 | 6M19 | 6M18 | 6M17 | 6M16 |
|---|---|---|---|---|---|
| Corn | 286,685 | 108,173 | 257,650 | 227,042 | 174,105 |
| Soybean | 14,077 | 13,178 | 11,088 | 4,649 | 12,064 |
| Wheat | 35,590 | 31,074 | 31,193 | 29,360 | 14,798 |
| Sorghum | 3,229 | 1,049 | 606 | 732 | 448 |
| Sunflower | - | 951 | 2,181 | 55 | - |
| Cotton | 3,236 | - | - | - | - |
| Others | 3,840 | 1,947 | 1,171 | 2,150 | 5,284 |
| Total Crops<br>(tons) | 346,657 | 156,372 | 303,889 | 263,988 | 206,699 |
| Sugarcane<br>(tons) | 1,634,521 | 1,431,109 | 911,759 | 554,260 | 877,396 |
(1)
Includes Brasilagro, Acres del Sud, Ombú, Yatay and Yuchán. Excludes Agro-Uranga.
| Volume of | 6M20 | 6M19 | 6M18 | 6M17 | 6M16 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sales (1) | D.M | F.M | Total | D.M | F.M | Total | D.M | F.M | Total | D.M | F.M | Total | D.M | F.M | Total |
| Corn | 238.4 | 54.3 | 292.7 | 113.0 | - | 113.0 | 206.0 | 6.0 | 212.0 | 196.1 | - | 196.1 | 93.7 | 37.9 | 131.6 |
| Soybean | 117.0 | 42.3 | 159.3 | 53.0 | 42.6 | 95.6 | 69.8 | 5.8 | 75.6 | 53.1 | - | 53.1 | 86.9 | 8.5 | 95.4 |
| Wheat | 19.7 | - | 19.7 | 13.4 | - | 13.4 | 23.4 | - | 23.4 | 1.2 | 1.0 | 2.2 | 6.2 | 28.9 | 35.1 |
| Sorghum | - | - | - | 0.2 | - | 0.2 | - | - | - | 0.7 | - | 0.7 | 0.3 | - | 0.3 |
| Sunflower | 5.8 | - | 5.8 | 2.1 | - | 2.1 | 0.5 | - | 0.5 | 0.6 | - | 0.6 | 4.7 | - | 4.7 |
| Cotton | 1.8 | 1.4 | 3.2 | - | - | - | - | - | - | - | - | - | - | - | - |
| Others | 2.1 | - | 2.1 | 0.2 | - | 0.2 | 0.8 | - | 0.8 | 2.1 | - | 2.1 | 2.7 | - | 2.7 |
| Total Crops (thousands of<br>tons) | 384.8 | 98.0 | 482.8 | 181.9 | 42.6 | 224.5 | 300.5 | 11.8 | 312.3 | 253.8 | 1.0 | 254.8 | 194.5 | 75.3 | 269.8 |
| Sugarcane (thousands of<br>tons) | 1,572.8 | - | 1,572.8 | 1,414.6 | - | 1,414.6 | 1,234.8 | - | 1,234.8 | 554,1 | - | 554,1 | 827,3 | - | 827,3 |
D.M.: Domestic market
F.M.: Foreign market
(1) Includes Brasilagro, CRESCA at 50%, Acres del Sud, Ombú, Yatay and Yuchán. Excludes Agro-Uranga.
5
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
The result of the Grains activity decreased ARS 64 million, from ARS 485 million gain during the first half of 2019 to ARS 549 million gain during the same period of 2020, mainly as a result of:
●
Better results in Argentina due to the price increase generated by the peso devaluation, boosted by greater grain stocks from 18-19 campaign, which impacts as a higher gain both in the holding result an in the gross sales margin.
●
The mentioned results are partially offset by lower results obtained in Brazil due to the lower progress in soybean and the increase in administrative expenses assigned to the segment, as well as a negative variation in the productive result from Bolivia, mainly due to lower prices, yields and cultivated hectares of soybean, slightly offset by higher prices and cultivated hectares of corn.
The result of the Sugarcane activity increased ARS 554 million, from a ARS 488 million gain in the first half of 2019 to ARS 1,042 million gain in the same period of 2020. This is mainly due to a higher profit in Brazil as a result of an increase in productive result due to better yields, higher total sugar obtained and better prices.
| Area in Operation (hectares)<br>(1) | As of<br>12/31/19 | As of<br>12/31/18 | YoY Var |
|---|---|---|---|
| Own<br>farms | 103,548 | 97,658 | 6.0% |
| Leased<br>farms | 136,997 | 139,159 | -1.6% |
| Farms under<br>concession | 25,609 | 21,801 | 17.5% |
| Own farms leased to<br>third parties | 13,837 | 14,325 | -3.4% |
| Total Area Assigned to<br>Production | 279,991 | 272,943 | 2.6% |
(1) Includes AgroUranga, Brazil and Paraguay,
The area in operation assigned to the crops and sugarcane activity increased by 2.6% as compared to the same period of the previous fiscal year.
II.b) Cattle Production
| Production Volume (1) | 6M20 | 6M19 | 6M18 | 6M17 | 6M16 |
|---|---|---|---|---|---|
| Cattle herd<br>(tons) | 5,354 | 5,467 | 4,731 | 4,448 | 3,717 |
| Milking cows<br>(tons) | - | - | 186 | 258 | 311 |
| Cattle<br>(tons) | 5,354 | 5,467 | 4,917 | 4,706 | 4,028 |
(1)
Includes Carnes Pampeanas
| Volume of | 6M20 | 6M19 | 6M18 | 6M17 | 6M16 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Sales (1) | D.M | F.M | Total | D.M | F.M | Total | D.M | F.M | Total | D.M | F.M | Total | D.M | F.M | Total |
| Cattle<br>herd | 9.3 | - | 9.3 | 4.9 | - | 4.9 | 5.5 | - | 5.5 | 4.3 | - | 4.3 | 5.7 | - | 5.7 |
| Milking<br>cows(2) | - | - | - | - | - | - | 1.3 | - | 1.3 | 0.7 | - | 0.7 | 0.3 | - | 0.3 |
| Cattle (thousands of<br>tons) | 9.3 | - | 9.3 | 4.9 | - | 4.9 | 6.8 | - | 6.8 | 5.0 | - | 5.0 | 6.0 | - | 6.0 |
D.M.: Domestic market
F.M.: Foreign market
(1)
Includes Carnes Pampeanas
(2) Milk was discontinued on IIQ 2018
6
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
Cattle
| In ARS<br>Million | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| Revenues | 766 | 395 | 93.9% |
| Costs | -654 | -339 | 92.9% |
| Initial recognition<br>and changes in the fair value of biological assets and agricultural<br>produce | -74 | -243 | -69.5% |
| Gross gain /<br>(loss) | 38 | -187 | - |
| General and<br>administrative expenses | -44 | -41 | 7.3% |
| Selling<br>expenses | -56 | -40 | 40.0% |
| Other operating<br>results, net | 2 | -2 | - |
| Loss from<br>operations | -60 | -270 | -77.8% |
| Segment<br>loss | -60 | -270 | -77.8% |
| Area in operation –<br>Cattle (hectares) (1) | As of<br>12/31/19 | As of<br>12/31/18 | YoY Var |
| --- | --- | --- | --- |
| Own<br>farms | 72,061 | 79,071 | -8.9% |
| Leased<br>farms | 12,635 | 14,135 | -10.6% |
| Farms under<br>concession | 2,993 | 2,703 | 10.7% |
| Own farms leased to<br>third parties | 1,775 | 1,775 | - |
| Total Area Assigned to Cattle<br>Production | 89,464 | 97,684 | -8.4% |
(1) Includes AgroUranga, Brazil and Paraguay,
| Stock of Cattle<br>Heard | As of<br>12/31/19 | As of<br>12/31/18 | YoY Var |
|---|---|---|---|
| Breeding<br>stock | 85,423 | 88,755 | -3.8% |
| Winter grazing<br>stock | 16,860 | 18,502 | -8.9% |
| Sheep<br>stock | 11,071 | 10,402 | 6.4% |
| Total Stock<br>(heads) | 113,354 | 117,659 | -3.7% |
The result of the Cattle activity increased by ARS 210 million: from a ARS 270 million loss during the first half of fiscal year 2019 to a ARS 60 million loss in the same period of 2020, as a result of a positive variation in the holding result as well as selling results of live cattle, because prices for this fiscal year raised at a higher pace than inflation.
II.c) Agricultural Rental and Services
| in ARS<br>million | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| Revenues | 111 | 120 | -7.5% |
| Costs | -60 | -58 | 3.4% |
| Gross<br>profit | 51 | 62 | -17.7% |
| General and<br>Administrative expenses | -28 | -32 | -12.5% |
| Selling<br>expenses | -12 | -15 | -20.0% |
| Other operating<br>results, net | - | -2 | -100.0% |
| Profit from<br>operations | 11 | 13 | -15.4% |
| Segment<br>profit | 11 | 13 | -15.4% |
The result of the activity decreased by ARS 2 million, from a ARS 13 million gain in the first half of 2019 to a ARS 11 million gain in the same period of 2020.
III) Other Segments
We include within "Others" the results coming from our Agroindustrial activity, developed in our meatpacking facility in La Pampa and our investment in FyO.
7
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
The result of the segment increased by ARS 158 million, going from an ARS 311 million gain for the first half of fiscal year 2019 to a gain of ARS 469 million for the same period of 2020 mainly due to:
●
A higher gain from the meatpacking facility as a result of the growth of external market sales over total sales (20% in 1H19 vs. 40% in 1H20) along with the positive impact of the exchange rate depreciation, additionally local market sales decreased but their prices remained slightly above inflation. Additionally, during this period, the fattening of own live cattle generated a gain due to the price increase although the volume was lower in number of heads.
●
A positive variation in associates results related to the capital increase in Agrofy S.A.
●
The abovementioned effects are partially offset by a lower profit from FyO grain trading operations due to the fact that in this year lower margins were obtained in the collection positions, although offset by the financial results generated by the effect of exchange rate variations and rates in these positions that are not captured at the level of the operating result. Additionally, sales gross margin of inputs was reduced as a result of the increase in intermediation costs generated by the expansion strategy initiated in December 2018. Likewise, this trend in the operating result was partially offset by better results of the commissions of brokerage of grains, product of the greater volumes transacted.
| In ARS<br>million | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| Revenues | 4,474 | 3,664 | 22.1% |
| Costs | -3,727 | -2,906 | 28.3% |
| Initial recognition<br>and changes in the fair value of biological assets and agricultural<br>produce at the point of harvest | 19 | -24 | - |
| Gross<br>profit | 766 | 734 | 4.4% |
| General and<br>administrative expenses | -135 | -124 | 8.9% |
| Selling<br>expenses | -378 | -306 | 23.5% |
| Other operating<br>results, net | 89 | 25 | 256.0% |
| Profit from<br>operations | 342 | 329 | 4.0% |
| Profit from<br>associates | 127 | -18 | - |
| Segment<br>Profit | 469 | 311 | 50.8% |
| EBITDA | 372 | 352 | 5.7% |
| Adjusted<br>EBITDA | 372 | 352 | 5.7% |
IV) Corporate Segment
The negative result of the segment increased by ARS 7 million, going from a loss of ARS 107 million in the first half of 2019 to a loss of ARS 100 million for the same period of 2020.
| In ARS<br>million | 6M 20 | 6M 19 | YoY Var |
|---|---|---|---|
| General and<br>administrative expenses | -101 | -109 | -7.3% |
| Loss from<br>operations | -101 | -109 | -7.3% |
| Segment<br>loss | -101 | -109 | -7.3% |
| EBITDA | -100 | -107 | -6.5% |
| Adjusted<br>EBITDA | -100 | -107 | -6.5% |
8
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
Urban Properties and Investments Business (through our subsidiary IRSA Inversiones y Representaciones Sociedad Anónima)
We develop our Urban Properties and Investments segment through our subsidiary IRSA. As of December 31, 2019, our direct and indirect equity interest in IRSA was 62.4% over stock capital.
Consolidated Results of our Subsidiary IRSA Inversiones y Representaciones S,A,
| In<br>ARS million | 6M<br>20 | 6M<br>19 | YoY<br>Var |
|---|---|---|---|
| Revenues | 42,773 | 39,719 | 7.7% |
| Profit / (loss) from<br>operations | 6,939 | -3,335 | - |
| EBITDA | 13,854 | 1,303 | 963.2% |
| Adjusted<br>EBITDA | 11,625 | 10,050 | 15.7% |
| Segment<br>Result | 5,372 | -4,512 | - |
Consolidated revenues from sales, rentals and services increased by 7.7% in the first half of fiscal year 2020 compared to the same period in 2019, while adjusted EBITDA, which excludes the effect of the result from changes in the unrealized fair value of investment properties reached ARS 11,625 million, 15.7% higher than the same period of fiscal year 2019.
Argentina Business Center
| In<br>ARS million | 6M<br>20 | 6M<br>19 | YoY<br>Var |
|---|---|---|---|
| Revenues | 8,006 | 8,799 | -9.0% |
| Profit / (loss) from<br>operations | 7,185 | -5,737 | - |
| EBITDA | 7,425 | -5,584 | - |
| Adjusted<br>EBITDA | 3,411 | 3,651 | -6.6% |
Israel Business Center
| In<br>ARS million | 6M<br>20 | 6M<br>19 | YoY<br>Var |
|---|---|---|---|
| Revenues | 34,767 | 30,920 | 12.4% |
| (Loss) / profit from<br>operations | -246 | 2,402 | -110.2% |
| EBITDA | 6,429 | 6,887 | -6.7% |
| Adjusted<br>EBITDA | 8,214 | 6,399 | 28.4% |
Financial Indebtedness and Other
The following tables contain a breakdown of company’s indebtedness:
Agricultural Business
| Description | Currency | Amount (2) | Interest<br>Rate | Maturity |
|---|---|---|---|---|
| Bank<br>overdrafts | ARS | 50.0 | Variable | < 30<br>days |
| Cresud 2020 NCN,<br>Series XXIV | USD | 73.6 | 9.00% | Nov-20 |
| Cresud 2020 NCN,<br>Series XXV | USD | 59.6 | 9.00% | Jul-21 |
| Cresud 2023 NCN,<br>Series XXIII (1) | USD | 113.0 | 6.50% | Feb-23 |
| Other<br>debt | USD | 152.4 | - | - |
| CRESUD’s Total Debt<br>(3) | 448.6 | |||
| Cash and cash equivalents<br>(3) | 5.5 | |||
| Total Net<br>Debt | 443.1 | |||
| Brasilagro’s Total Net<br>Debt | 44.9 |
(1) Net of repurchases
(2) Principal amount stated in USD (million) at an exchange rate of 59.89 ARS/USD and 4.023 BRL/USD, without considering accrued interest or elimination of balances with subsidiaries.
(3) CRESUD stand-alone.
9
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
Urban Properties and Investments Business
Operations Center in Argentina
The following table describes our total debt as of December 31, 2019:
| Description | Currency | Amount (1) | Interest<br>Rate | Maturity |
|---|---|---|---|---|
| Bank<br>overdrafts | ARS | 20.7 | Floating | < 360<br>days |
| Series II<br>Non-Convertible Notes (USD) | USD | 71.4 | 11.50% | Jul-20 |
| Series II<br>Non-Convertible Notes (CLP) | CLP | 42.1 | 10.50% | Aug-20 |
| Series I<br>Non-Convertible Notes | USD | 181.5 | 10.00% | Nov-20 |
| Loan with IRSA<br>CP | USD | 26.5 | - | Nov-22 |
| Other<br>debt | USD | 26.5 | - | Feb-22 |
| IRSA’s Total<br>Debt | 368.7 | |||
| Cash & Cash<br>Equivalents + Investments (3) | USD | 1.2 | ||
| IRSA’s Net<br>Debt | USD | 367.5 | ||
| Bank<br>overdrafts | ARS | 7.9 | - | < 360<br>d |
| IRCP NCN Class<br>IV(2) | USD | 133.9 | 5.0% | Sep-20 |
| PAMSA<br>loan | USD | 35.0 | Fixed | Feb-23 |
| IRSA CP NCN Class<br>II | USD | 360.0 | 8.75% | Mar-23 |
| IRSA CP’s Total<br>Debt | 536.8 | |||
| Cash & Cash<br>Equivalents + Investments (3) | 189.9 | |||
| IRSA CP’S Net<br>Debt | 346.9 |
(1) Principal amount in USD (million) at an exchange rate of Ps. 59.89 ARS /USD, without considering accrued interest or eliminations of balances with subsidiaries.
(2) Net of repurchase.
(3) “Cash & Cash Equivalents plus Investments” includes Cash & Cash Equivalents and Investments in Current Financial Assets.
Israel Business Center
Financial debt as of December 31, 2019:
| Indebtedness(1) | Net<br>(NIS million) |
|---|---|
| IDBD’s Total<br>Debt | 1,817 |
| DIC’s Total<br>Debt | 2,875 |
(1) Cash in IDB includes NIS 192 million as a collateral of Clal swap transaction
Comparative Summary Consolidated Balance Sheet Data
| In ARS<br>million | Dec-19 | Jun-19 |
|---|---|---|
| Current<br>assets | 193,970 | 192,579 |
| Non-current<br>assets | 354,597 | 446,572 |
| Total<br>assets | 548,567 | 639,151 |
| Current<br>liabilities | 132,795 | 112,737 |
| Non-current<br>liabilities | 332,132 | 414,434 |
| Total<br>liabilities | 464,927 | 527,171 |
| Total capital and<br>reserves attributable to the shareholders of the controlling<br>company | 14,951 | 21,163 |
| Minority<br>interests | 68,689 | 90,817 |
| Shareholders’<br>equity | 83,640 | 111,980 |
| Total liabilities<br>plus minority interests plus shareholders’<br>equity | 548,567 | 639,151 |
10
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
Comparative Summary Consolidated Statement of Income Data
| In ARS<br>million | Dec-19 | Dec-18 |
|---|---|---|
| Gross<br>profit | 19,797 | 16,931 |
| Profit from<br>operations | 8,951 | -2,329 |
| Share of profit of<br>associates and joint ventures | -1,502 | -1,230 |
| Profit / (loss) from<br>operations before financing and taxation | 7,449 | -3,559 |
| Financial results,<br>net | -19,325 | -11,485 |
| Loss before income<br>tax | -11,876 | -15,044 |
| Income tax<br>expense | -3,090 | 3,375 |
| Loss of the period<br>of continuous operations | -14,966 | -11,669 |
| Profit of<br>discontinued operations after taxes | 16,639 | 3,042 |
| Profit / (loss) for<br>the period | 1,673 | -8,627 |
| Controlling<br>company’s shareholders | -4,746 | -6,027 |
| Non-controlling<br>interest | 6,419 | -2,600 |
Comparative Summary Consolidated Statement of Cash Flow Data
| In ARS<br>million | Dec-19 | Dec-18 |
|---|---|---|
| Net cash generated<br>by operating activities | 19,465 | 8,077 |
| Net cash generated<br>by / (used in) investment activities | 13,584 | -293 |
| Net cash (used in) /<br>generated by financing activities | -48,086 | 3,986 |
| Total net cash (used in) /<br>generated during the fiscal period | -15,037 | 11,770 |
Ratios
| In ARS<br>million | Dec-19 | Dec-18 |
|---|---|---|
| Liquidity<br>(1) | 1.461 | 1.708 |
| Solvency<br>(2) | 0.180 | 0.212 |
| Restricted capital<br>(3) | 0.646 | 0.699 |
(1) Current Assets / Current Liabilities
(2) Total Shareholders’ Equity/Total Liabilities
(3) Non-current Assets/Total Assets
Material events of the quarter and subsequent events
October 2019: Loan to Inversiones Financieras del Sur S.A.
By letter dated October 18, 2019, the Board of Directors of the company has approved the granting of a loan of 3,235,000 American Depositary Receipts (ADRs) of IRSA Inversiones y Representaciones Sociedad Anónima, held by the Company, to Inversiones Financieras del Sur S.A., a company controlled by the Company’s president. The loan has been guaranteed by Inversiones Financieras del Sur S.A. with shares of equivalent value.
Having consulted the Audit Committee in the terms of Chapter III of the Rules of the National Securities Commission, as well as articles 72 and 110 Inc. h) Section IV of the Capital Market Law Nº26.831, it has issued an opinion without objections to be made regarding the transaction above mentioned. Such opinion is at disposal of the Shareholders in the corporate headquarters.
October 2019: General Ordinary and Extraordinary Shareholders’ Meeting
On October 30, 2019, our General Ordinary and Extraordinary Shareholders’ Meeting was held. The following matters. inter alia, were resolved by majority of votes:
●
Absorb accumulated losses as of June 30, 2019 with the special reserve and the special reserve RG 609/12
●
Distribution of treasury own shares for up to 13.000.000.
●
Designation of board members.
●
Compensations to the Board of Directors for the fiscal year ended June 30, 2019
11
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
●
Capital increase for up to the sum of nominal value ARS 180,000,000, by issuing up to 180,000,000 ordinary shares of ARS 1 Nominal Value each and one vote per share equivalent to 33.49% of the current Capital Stock.
●
Incentive plan for employees. management and directors to be integrated without premium for up to 1% of the Capital Stock.
November 2019: Distribution of treasury shares
On November 14, 2019, the company distributed own treasury shares for a total of 13,000,000 ordinary shares. The distribution constitutes 0.02660982197 shares per ordinary share and 0.2660982197 per ADR, which represents a percentage of 2.591485395% of the stock capital of ARS 501.642.804.- and 2.660982197% of the stock capital net of treasury shares.
January 2020: BrasilAgro’s shares partial sale
As a subsequent event, on January 20, 2020, the Company sold in the market 3,400,000 shares of its subsidiary BrasilAgro representatives of 5.98% of the share capital for an amount of USD 15.6 million.
November 2019 and January 2020: BrasilAgro’s merge with Agrifirma
As a subsequent event, on January 27, 2020, and in accordance with the terms and conditions established in the Merger Agreement signed on November 22, 2019, Agrifirma Holding was merged by BrasilAgro and extinguished for all legal purposes, becoming BrasilAgro the controlling shareholder of Agrifirma Agropecuária owning 100% of the total voting share capital. The capital of BrasilAgro increased by BRL 115,586,579.79 from BRL 584,224,000 to BRL 699,810,579.79, through the issuance of 5,215,385 new common, registered, book-entry shares with no par value, which were subscribed and paid-up by the shareholders of Agrifirma Holding, in such manner that the share capital of BrasilAgro increased to 62,104,301 shares.
A subscription warrant was also issued in favor of AB Holdings, a shareholder of Agrifirma Holding, which will entitle AB Holding (or its permitted successors and assigns) to subscribe up to 654,487 new ordinary shares, registered with no par value of BrasilAgro, subject to the terms and conditions established in the Merger Agreement.
The merger was made upon exchange of shares and the initial exchange rate was BRL 31.50 per share of BrasilAgro based on the net worth of BrasilAgro and Agrifirma Holding, as of June 30, 2019 (taken into consideration, especially, the properties owned by BrasilAgro and Agrifirma Holding) as per the appraisal made by Deloitte Touche Tohmatsu Consultores Ltda., adjusted in view of the negotiations between the parties, in accordance with the Merger Agreement.
As a result of this transaction, Cresud' stake in BrasilAgro, net of treasury shares, was reduced to approximately 33.6%.
January 2020: Notes issuance
As a subsequent event, on January 30, 2020, the Company issued in the local market USD 51.4 million through the following Notes:
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Series XXVI: denominated and payable in ARS for ARS 1,095 million (equivalent to USD 18.2 million) at a variable rate (private BADLAR + 6.5%) with quarterly payments and principal expiring on January 30, 2021.
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Series XXVII: denominated in USD and payable in ARS at the applicable exchange rate for USD 5.7 million at a fixed rate of 7.45%, with quarterly payments and principal expiring on July 30, 2021
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Series XXVIII: denominated and payable in USD for USD 27.5 million at a fixed rate of 9.0%, with quarterly payments and principal expiring on April 30, 2021.
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Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
EBITDA Reconciliation
In this summary report, we present EBITDA and Adjusted EBITDA. We define EBITDA as profit for the period excluding: (i) result of discontinued operations, (ii) income tax expense, (iii) financial results, net iv) results from participation in associates and joint ventures; and (v) depreciation and amortization. We define Adjusted EBITDA as EBITDA minus net profit from changes in the fair value of investment properties, not realized, excluding barter agreement results and devaluation of Mehadrin shares.
EBITDA and Adjusted EBITDA are non-IFRS financial measures that do not have standardized meanings prescribed by IFRS. We present EBITDA and adjusted EBITDA because we believe they provide investors supplemental measures of our financial performance that may facilitate period-to-period comparisons on a consistent basis. Our management also uses EBITDA and Adjusted EBITDA from time to time, among other measures, for internal planning and performance measurement purposes. EBITDA and Adjusted EBITDA should not be construed as an alternative to profit from operations, as an indicator of operating performance or as an alternative to cash flow provided by operating activities, in each case, as determined in accordance with IFRS. EBITDA and Adjusted EBITDA, as calculated by us, may not be comparable to similarly titled measures reported by other companies. The table below presents a reconciliation of profit for the relevant period to EBITDA and Adjusted EBITDA for the periods indicated:
| For<br>the six-month period ended December 31 (in ARS<br>million) | ||
|---|---|---|
| 2019 | 2018 | |
| Result for the<br>period | 1.673 | -8.627 |
| Result from<br>discontinued operations | -16.639 | -3.042 |
| Income tax<br>expense | 3.090 | -3.375 |
| Net financial<br>results | 19.325 | 11.485 |
| Share of profit of<br>associates and joint ventures | 1.502 | 1.230 |
| Depreciation and<br>amortization | 7.517 | 4.923 |
| EBITDA<br>(unaudited) | 16.468 | 2.594 |
| Unrealized loss/gain<br>from fair value of investment properties | -3,623 | 9,186 |
| Realized gain from<br>fair value of investment properties -<br>Agribusiness | - | 1,356 |
| Depreciation of<br>associates and joint ventures | 1,621 | - |
| Barter Agreements<br>result | -239 | -403 |
| Adjusted EBITDA<br>(unaudited) | 14,227 | 12,733 |
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Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of December 31, 2019
Prospects for next quarter
This fiscal year presents challenges in Argentina, the region and the world. The appreciation of international markets with respect to Argentina has become unstable as a result of the country's economic crisis and has influenced development expectations. Globally, we find the existence of trade conflicts between different countries and a slowdown in global growth that also has a negative impact on Latin America. To this is added the situation in the region with some political and economic instability.
Regarding agribusiness, the 2020 Campaign is moving forward with good climatic conditions in the region, finding all the crops planted and expecting a good level of production, average yields and controlled costs. In relation to commodity prices, the market is expectant after the trade agreement reached between the US and China, hoping it will materialize in new businesses that will define the direction of the market. On the other hand, the appearance in China of an infectious focus caused by the Coronavirus virus could impact the demand of that country generating volatility in the markets.
Regarding livestock activity, prices were positively boosted in the second quarter of the year due to the growth of meat exports to the Asian giant. We will continue to focus on improving productivity and controlling costs, working efficiently to achieve the highest possible operating margins. We will continue to concentrate our production in our own fields, mainly in the Northwest of Argentina and consolidating our activity in Brazil.
Regarding Farmland development, we hope to get the permits to increase the area under development and migrate from livestock to agricultural hectares, whose business is mainly for export, with more technology and greater price predictability. Likewise, as part of our business strategy, we will continue selling the farms that have reached their maximum level of appreciation.
In relation to our urban properties and investment segment, we expect that the businesses from our subsidiary IRSA reflect good results in its two operations centers: Argentina and Israel.
On the national and international framework above mentioned, the Board of Directors of the Company will continue evaluating financial, economic and / or corporate tools that allow the Company to improve its position in the market in which it operates and have the necessary liquidity to meet its obligations. Within the framework of this analysis, the indicated tools may be linked to corporate reorganization processes (merger, spin-off or a combination of both), disposal of assets in public and / or private form that may include real estate as well as negotiable securities owned by the Company, incorporation of shareholders through capital increases through the public offering of shares to attract new capital -as it was approved in the Shareholders’ Meeting that took place on October 30, 2019-, repurchase of shares and instruments similar to those described that are useful to the proposed objectives.
We believe that Cresud, owner of a diversified rural and urban real estate portfolio, with a management of many years of experience in the sector and a great track record in accessing to the capital market, will have great possibilities to take advantage of the best opportunities that occur in the market.
Alejandro G. Elsztain
CEO
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