Cresud Inc 6-K, filed Jan 5, 2021
Cresud Inc (CRESY)
About this 6-K
Cresud Inc filed this 6-K on January 5, 2021.
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Financial Statements as of September 30, 2020 and for the three-month period ended as of that date, presented comparatively.
1
Legal information
| Denomination: Cresud Sociedad<br>Anónima, Comercial, Inmobiliaria, Financiera y<br>Agropecuaria | ||
|---|---|---|
| Fiscal year N°: 88,<br>beginning on July 1, 2020 | ||
| 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>177,145,564 shares | ||
| Voting stock (direct and indirect equity interest):<br>35.47% (*) | ||
| CAPITAL STATUS | ||
| --- | --- | --- |
| Type of stock | Authorized to be offered publicly (Shares) | Subscribed, Issued and Paid-in (millions of Ps.) |
| Ordinary<br>certified shares of Ps. 1 face value and 1 vote 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. |
2
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 | 9 |
| Note<br>4 - Acquisitions and disposals | 9 |
| Note<br>5 - Financial risk management and fair value estimates | 11 |
| Note<br>6 - Segment information | 11 |
| Note<br>7 - Investments in associates and joint ventures | 16 |
| Note<br>8 - Investment properties | 17 |
| Note<br>9 - Property, plant and equipment | 17 |
| Note<br>10 - Trading properties | 18 |
| Note<br>11 - Intangible assets | 18 |
| Note<br>12 - Right-of-use assets | 18 |
| Note<br>13 - Biological assets | 19 |
| Note<br>14 - Inventories | 19 |
| Note<br>15 - Financial instruments by category | 20 |
| Note<br>16 - Trade and other receivables | 22 |
| Note<br>17 - Cash flow information | 23 |
| Note<br>18 - Trade and other payables | 24 |
| Note<br>19 - Provisions | 24 |
| Note<br>20 - Borrowings | 24 |
| Note<br>21 - Taxation | 25 |
| Note<br>22 - Revenues | 26 |
| Note<br>23 - Costs | 27 |
| Note<br>24 - Expenses by nature | 27 |
| Note<br>25 - Other operating results, net | 27 |
| Note<br>26 - Financial results, net | 27 |
| Note<br>27 - Related parties transactions | 28 |
| Note<br>28 - CNV General Resolution N° 622 | 29 |
| Note<br>29 - Cost of sales and services provided | 29 |
| Note<br>30 - Foreign currency assets and liabilities | 30 |
| Note<br>31 - Groups of assets and liabilities held for sale | 30 |
| Note<br>32 - Result from discontinued operations | 31 |
| Note<br>33 - Other subsequent events of the period | 31 |
| Note<br>34 - Subsequent Events | 34 |
3
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 |
| IBC | Israel Broadband Company |
| IDBD | IDB Development Corporation Ltd. |
| IFISA | Inversiones Financieras del Sur S.A. |
| IASB | International Accounting Standards Board |
| IRSA | IRSA Inversiones y Representaciones S.A. |
| IRSA CP | IRSA Propiedades Comerciales S.A. |
| ISPRO | ISPRO the Israel properties rental Corp. Ltd. |
| Israir | Israir Airlines & Tourism Ltd. |
| LRSA | La Rural S.A. |
| Metropolitan | Metropolitan 885 Third Avenue Leasehold LLC |
| MPIT | Minimum Presummed Income Tax |
| New Lipstick | New Lipstick LLC |
| IAS | International Accounting Standards |
| IFRS | International Financial Reporting 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. |
| TASE | Bolsa de Comercio de Tel Aviv |
4
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Financial Position
as of September 30, 2020 and June 30, 2020
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.20 | 06.30.20 | |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Investment<br>properties | 8 | 169,290 | 247,786 |
| Property,<br>plant and equipment | 9 | 26,331 | 64,546 |
| Trading<br>properties | 10 | 1,329 | 5,228 |
| Intangible<br>assets | 11 | 1,622 | 30,350 |
| Right-of-use<br>assets | 12 | 3,379 | 23,607 |
| Biological<br>assets | 13 | 1,981 | 1,894 |
| Other<br>assets | - | - | |
| Investment<br>in associates and joint ventures | 7 | 13,449 | 80,879 |
| Deferred<br>income tax assets | 21 | 949 | 998 |
| Income<br>tax and MPIT credits | 64 | 66 | |
| Restricted<br>assets | 15 | 69 | 2,084 |
| Trade<br>and other receivables | 16 | 7,323 | 29,418 |
| Investment<br>in financial assets | 15 | 508 | 3,784 |
| Financial<br>assets held for sale | 15 | - | - |
| Derivative<br>financial instruments | 15 | 10 | 177 |
| Total non-current assets | 226,304 | 490,817 | |
| Current assets | |||
| Trading<br>properties | 10 | 218 | 2,493 |
| Biological<br>assets | 13 | 2,434 | 2,985 |
| Inventories | 14 | 4,514 | 9,764 |
| Restricted<br>assets | 15 | 8 | 6,684 |
| Income<br>tax and MPIT credits | 104 | 329 | |
| Group<br>of assets held for sale | 31 | 1,984 | 47,170 |
| Trade<br>and other receivables | 16 | 15,091 | 47,064 |
| Investment<br>in financial assets | 15 | 2,947 | 19,585 |
| Financial<br>assets held for sale | 15 | - | 3,636 |
| Derivative<br>financial instruments | 15 | 67 | 346 |
| Cash<br>and cash equivalents | 15 | 13,223 | 108,652 |
| Total current assets | 40,590 | 248,708 | |
| TOTAL ASSETS | 266,894 | 739,525 | |
| SHAREHOLDERS’ EQUITY | |||
| Shareholders'<br>equity (according to corresponding statement) | 31,475 | 27,086 | |
| Non-controlling<br>interest | 61,207 | 104,419 | |
| TOTAL SHAREHOLDERS' EQUITY | 92,682 | 131,505 | |
| LIABILITIES | |||
| Non-current liabilities | |||
| Borrowings | 20 | 52,255 | 344,946 |
| Deferred<br>income tax liabilities | 21 | 48,510 | 53,256 |
| Trade<br>and other payables | 18 | 2,759 | 3,215 |
| Provisions | 20 | 175 | 3,328 |
| Employee<br>benefits | - | 480 | |
| Income<br>tax and MPIT liabilities | 3 | - | |
| Derivative<br>financial instruments | 15 | 156 | 80 |
| Lease<br>liabilities | 2,908 | 16,357 | |
| Payroll<br>and social security liabilities | 84 | 266 | |
| Total non-current liabilities | 106,850 | 421,928 | |
| Current liabilities | |||
| Trade<br>and other payables | 18 | 13,720 | 38,565 |
| Borrowings | 21 | 47,535 | 105,921 |
| Provisions | 20 | 111 | 2,630 |
| Group<br>of liabilities held for sale | 32 | 1,584 | 25,459 |
| Payroll<br>and social security liabilities | 763 | 5,043 | |
| Income<br>tax and MPIT liabilities | 248 | 887 | |
| Lease<br>liabilities | 1,324 | 6,094 | |
| Derivative<br>financial instruments | 15 | 2,077 | 1,493 |
| Total Current liabilities | 67,362 | 186,092 | |
| TOTAL LIABILITIES | 174,212 | 608,020 | |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 266,894 | 739,525 |
The accompanying notes are an integral part of these Financial Statements.
| 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<br>II acting<br><br><br>as<br>President |
|---|
5
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Income and Other Comprehensive Income
for the nine and three-month periods ended September 30, 2020 and 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.20 | 09.30.19 | |
|---|---|---|---|
| Revenues | 22 | 9,676 | 13,082 |
| Costs | 23 | (7,984) | (9,090) |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural products at the point of harvest | 679 | 511 | |
| Changes<br>in the net realizable value of agricultural products after<br>harvest | 528 | 531 | |
| Gross profit | 2,899 | 5,034 | |
| Net<br>gain from fair value adjustment of investment<br>properties | 23,676 | 12,121 | |
| Gain<br>from disposal of farmlands | 81 | 290 | |
| General<br>and administrative expenses | 24 | (979) | (1,032) |
| Selling expenses | 24 | (1,213) | (1,091) |
| Other<br>operating results, net | 25 | 275 | 383 |
| Management<br>fees | (470) | - | |
| Profit from operations | 24,269 | 15,705 | |
| Share<br>of profit of associates and joint ventures | 7 | 134 | 870 |
| Profit before financial results and income tax | 24,403 | 16,575 | |
| Finance<br>income | 26 | 216 | 99 |
| Finance<br>cost | 26 | (2,887) | (2,908) |
| Other<br>financial results | 26 | (10) | (15,027) |
| Inflation<br>adjustment | 26 | 177 | (415) |
| Financial<br>results, net | 26 | (2,504) | (18,251) |
| Profit / (loss) before income tax | 21,899 | (1,676) | |
| Income<br>tax | 21 | (7,977) | (2,719) |
| Profit / (loss) for the period from continuing<br>operations | 13,922 | (4,395) | |
| (Loss)<br>/ Profit for the period from discontinued operations | 32 | (6,396) | 13,887 |
| Profit for the period | 7,526 | 9,492 | |
| Other<br>comprehensive income / (loss): | |||
| Items that may be reclassified subsequently to profit or<br>loss: | |||
| Currency translation adjustment<br><br>and other comprehensive income from<br>subsidiaries | (3,932) | 4,487 | |
| Items that may not be reclassified subsequently to profit or loss: | |||
| Revaluation<br>of fixed assets transferred to investment properties | 353 | - | |
| Actuarial<br>loss from defined benefit plans | - | (11) | |
| Other comprehensive (loss) / income for the period from continuing<br>operations | (3,579) | 4,476 | |
| Other comprehensive income for the period<br>from discontinued<br>operations | (4,794) | 14,057 | |
| Total other comprehensive<br>(loss) / income for the<br>period | (8,373) | 18,533 | |
| Total comprehensive (loss) / income for the period | (847) | 28,025 | |
| Total<br>comprehensive income from continuing operations | 10,343 | 156 | |
| Total comprehensive (loss) / income from discontinued operations | (11,190) | 27,869 | |
| Total comprehensive (loss) / income from<br>the period | (847) | 28,025 | |
| Profit for the period attributable to: | |||
| Equity<br>holders of the parent | 2,893 | (3,193) | |
| Non-controlling<br>interest | 4,633 | 12,685 | |
| Loss from continuing operations attributable to: | |||
| Equity<br>holders of the parent | 6,047 | (5,856) | |
| Non-controlling<br>interest | 7,875 | 1,461 | |
| Total comprehensive income attributable to: | |||
| Equity<br>holders of the parent | 692 | (2,363) | |
| Non-controlling interest | (1,539) | 30,388 | |
| Loss for the period per share attributable to equity holders of the<br>parent: | |||
| Basic | 5.79 | (6.57) | |
| Diluted | 5.62 | (6.57) | |
| Loss per share<br>from continuing operations attributable to equity holders of the<br>parent: | |||
| Basic | 12.11 | (12.04) | |
| Diluted | 11.75 | (12.04) |
The accompanying notes are an integral part of these Financial Statements.
| 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<br>II acting<br><br><br>as<br>President |
|---|
6
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
for the three-month period ended September 30, 2020
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Share<br>capital | Treasury<br>shares | Inflation<br>adjustment of share capital and treasury shares (i) | Share<br>premium | Additional<br>paid-in capital from treasury shares | Legal<br>reserve | Special<br>reserve (ii) | Other<br>reserves (iii) | Retained<br>earnings | Subtotal | Non-controlling<br>interest | Total<br>Shareholders' equity | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Adjusted balance as of June 30, 2019 | 499 | 3 | 10,572 | 11,403 | 97 | 402 | 829 | 1,084 | 2,197 | 27,086 | 104,419 | 131,505 |
| Profit<br>for the period | - | - | - | - | - | - | - | - | 2,893 | 2,893 | 4,633 | 7,526 |
| Other<br>comprehensive loss for the period | - | - | - | - | - | - | - | (2,201) | - | (2,201) | (6,172) | (8,373) |
| Total comprehensive profit / (loss) for the period | - | - | - | - | - | - | - | (2,201) | 2,893 | 692 | (1,539) | (847) |
| Changes<br>in non-controlling interest | - | - | - | - | - | - | - | 11 | - | 11 | (46) | (35) |
| Other<br>changes in equity | - | - | - | - | - | - | - | 3,686 | - | 3,686 | 3,199 | 6,885 |
| Capitalisation<br>of irrevocable contributions | - | - | - | - | - | - | - | - | - | - | 4 | 4 |
| Dividend<br>distribution | - | - | - | - | - | - | - | - | - | - | (20) | (20) |
| Decrease<br>due to loss of control | - | - | - | - | - | - | - | - | - | - | (44,810) | (44,810) |
| Balance as of September 30, 2020 | 499 | 3 | 10,572 | 11,403 | 97 | 402 | 829 | 2,580 | 5,090 | 31,475 | 61,207 | 92,682 |
(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 September 30, 2020 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 | (161) | (3,546) | 1,387 | 3,212 | 532 | - | (506) | 72 | 94 | 1,084 |
| Other<br>comprehensive loss for the period | - | - | - | (2,183) | - | - | (18) | - | - | (2,201) |
| Total comprehensive loss for the period | - | - | - | (2,183) | - | - | (18) | - | - | (2,201) |
| Changes<br>in non-controlling interest | - | 11 | - | - | - | - | - | - | - | 11 |
| Other<br>changes in equity | - | (32) | - | 3,135 | - | - | 655 | (72) | - | 3,686 |
| Balance as of September 30, 2020 | (161) | (3,567) | 1,387 | 4,164 | 532 | - | 131 | - | 94 | 2,580 |
The accompanying notes are an integral part of these Financial Statements.
| 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<br>II acting<br><br><br>as<br>President |
|---|
7
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
for the three-month period ended September 30, 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Share<br>capital | Treasury<br>shares | Inflation<br>adjustment of share capital and treasury shares (i) | Share<br>premium | Additional<br>paid-in capital from treasury shares | Legal<br>reserve | Special<br>reserve (ii) | Other<br>reserves (iii) | Retained<br>earnings | Subtotal | Non-controlling<br>interest | Total<br>Shareholders' equity | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as of June 30, 2019 | 486 | 16 | 10,573 | 11,403 | 98 | 402 | 5,576 | 39,224 | (41,897) | 25,881 | 111,058 | 136,939 |
| Adjustments<br>previous periods (IFRS 9 and 15) (Note 2.2) | - | - | - | - | - | - | - | - | (778) | (778) | (1,396) | (2,174) |
| Adjusted balance as of June 30, 2019 | 486 | 16 | 10,573 | 11,403 | 98 | 402 | 5,576 | 39,224 | (42,675) | 25,103 | 109,662 | 134,765 |
| (Loss)<br>/ profit for the period | - | - | - | - | - | - | - | - | (3,193) | (3,193) | 12,685 | 9,492 |
| Other<br>comprehensive income for the period | - | - | - | - | - | - | - | 830 | - | 830 | 17,703 | 18,533 |
| Total comprehensive (loss) / profit for the period | - | - | - | - | - | - | - | 830 | (3,193) | (2,363) | 30,388 | 28,025 |
| Reserve<br>for share-based payments | - | - | - | - | - | - | - | 12 | - | 12 | - | 12 |
| Changes<br>in non-controlling interest | - | - | - | - | - | - | - | (119) | - | (119) | (141) | (260) |
| Dividend<br>distribution | - | - | - | - | - | - | - | - | - | - | (18) | (18) |
| Decrease<br>due to loss of control | - | - | - | - | - | - | - | 15 | - | 15 | (46,419) | (46,404) |
| Other<br>changes in equity | - | - | - | - | - | - | - | - | - | - | 18 | 18 |
| Capitalisation<br>of irrevocable contributions | - | - | - | - | - | - | - | - | - | - | 11 | 11 |
| Balance as of September 30, 2019 | 486 | 16 | 10,573 | 11,403 | 98 | 402 | 5,576 | 39,962 | (45,868) | 22,648 | 93,501 | 116,149 |
(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 September 30, 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 | |
|---|---|---|---|---|---|---|---|---|---|---|
| Adjusted balance as of June 30, 2019 | (1,791) | (2,988) | 176 | 4,897 | 520 | 37,675 | 622 | 10 | 103 | 39,224 |
| Other<br>comprehensive income for the period | - | - | - | 878 | - | - | (48) | - | - | 830 |
| Total comprehensive profit for the period | - | - | - | 878 | - | - | (48) | - | - | 830 |
| Reserve<br>for share-based payments | - | - | - | - | - | - | - | 12 | - | 12 |
| Other<br>changes in equity | - | - | - | - | - | - | 15 | - | - | 15 |
| Changes<br>in non-controlling interest | - | (119) | - | - | - | - | - | - | - | (119) |
| Balance as of September 30, 2019 | (1,791) | (3,107) | 176 | 5,775 | 520 | 37,675 | 589 | 22 | 103 | 39,962 |
The accompanying notes are an integral part of these Financial Statements.
| 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<br>II acting<br><br><br>as<br>President |
|---|
8
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Consolidated Statements of Cash Flows
for the three-month periods ended September 30, 2020 and 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.20 | 09.30.19 | |
|---|---|---|---|
| Operating activities: | |||
| Net<br>cash generated from operating activities before income tax<br>paid | 17 | 2,113 | 4,360 |
| Income<br>tax paid | (3) | (197) | |
| Net cash generated from continuing operating<br>activities | 2,110 | 4,163 | |
| Net cash generated from discontinued operating<br>activities | 2,227 | 7,738 | |
| Net cash generated from operating activities | 4,337 | 11,901 | |
| Investing activities: | |||
| Capital<br>contributions to associates and joint ventures | (8) | (150) | |
| Acquisition<br>and improvement of investment properties | (719) | (829) | |
| Proceeds<br>from sales of investment properties | 9,682 | 49 | |
| Acquisitions<br>and improvements of property, plant and equipment | (331) | (362) | |
| Financial<br>advances | (3) | (5) | |
| Acquisition<br>of intangible assets | (15) | (26) | |
| Proceeds<br>from sales of property, plant and equipment | 3 | 8 | |
| Dividends<br>collected from associates and joint ventures | 15 | 74 | |
| Proceeds<br>from loans granted | - | 45 | |
| Acquisitions<br>of investments in financial assets | (5,934) | (11,398) | |
| Proceeds<br>from disposal of investments in financial assets | 5,909 | 15,034 | |
| Interest<br>charged on financial assets | 111 | 201 | |
| Dividends<br>received from financial assets | - | (14) | |
| Loans<br>granted | - | (639) | |
| Increase<br>in securities | - | (226) | |
| Net cash generated from continuing investing<br>activities | 8,710 | 1,762 | |
| Net<br>cash generated from discontinued investing activities | 31,830 | 1,500 | |
| Net cash generated from investing activities | 40,540 | 3,262 | |
| Financing activities: | |||
| Borrowings<br>and issuance of non-convertible notes | 5,455 | 18,860 | |
| Payment<br>of borrowings and non-convertible notes | (21,423) | (18,702) | |
| Obtaining<br>of short term loans, net | 2,073 | 718 | |
| Interest<br>paid | (3,606) | (2,908) | |
| Repurchase<br>of non-convertible notes | (66) | (2,588) | |
| Acquisition<br>of non-controlling interest in subsidiaries | (53) | (246) | |
| Proceeds<br>from sales of non-controlling interest in subsidiaries | 525 | - | |
| Proceeds<br>from derivative financial instruments, net | (126) | 231 | |
| Net cash used in continuing financing activities | (17,221) | (4,635) | |
| Net<br>cash used in discontinued financing activities | (13,019) | (31,325) | |
| Net cash used in financing activities | (30,240) | (35,960) | |
| Net<br>(decrease) / increase in cash and cash equivalents from continuing<br>activities | (6,401) | 1,290 | |
| Net<br>increase / (decrease) in cash and cash equivalents from<br>discontinued activities | 21,038 | (22,087) | |
| Net Increase / (Decrease) in cash and cash equivalents | 14,637 | (20,797) | |
| Cash<br>and cash equivalents at beginning of the period | 15 | 108,652 | 96,140 |
| Cash<br>and cash equivalents reclassified to held for sale | - | 36 | |
| Foreign<br>exchange gain on cash and changes in fair value of cash<br>equivalents | (5,902) | 14,304 | |
| Deconsolidation | (104,164) | - | |
| Cash and cash equivalents at the end of the period | 13,223 | 89,683 |
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<br>II acting<br><br><br>as<br>President |
9
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 November 19, 2020.
As of September 30, 2020, 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, and as explained below, the Group has lost control of the Israel Operations Center and it has been deconsolidated as of September 30, 2020. 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
As stated in Note 1 to the consolidated financial statements as of June 30, 2020, on September 25, 2020 the Court decreed the insolvency and liquidation of IDBD and appointed a trustee for its shares along with a custodian over DIC and Clal shares. After this decision, the Board of Directors of IDBD was removed from its functions, therefore, the Group lost control as of that date. For comparability purposes, the results of the Israel Operations Center for the three-month periods ended September 30 have been reclassified to discontinued operations.
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, 2020 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 three months ended September 30, 2020 and 2019 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 approximates or exceed 100%. Accumulated inflation in Argentina in three years is over 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 is determined based on the Wholesale Price Index (IPIM) until 2016, considering the average variation of the Consumer Price Index (CPI) of the Autonomous City of Buenos Aires for the months of November and December 2015, because during those two months there were no national IPIM measurements. Then, from January 2017, the National Consumer Price Index (National CPI) is considered. The table below presents the index for the period ended September 30, 2020, according to official statistics (INDEC) and following the guidelines described in Resolution 539/18.
| As of September 30, 2020 (accumulated nine months) | |
|---|---|
| Price<br>variation | 8% |
As a consequence of the aforementioned, these financial statements as of September 30, 2020 were restated in accordance with IAS 29.
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 adopted 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, 2019. Comparative figures were not restated.
2.3
Comparability of information
Balance items as of June 30, 2019 and September 30, 2019 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 IDBD. See Note 1 to these 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
10
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
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, except for those mentioned in Note 34.
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.
4.
Acquisitions and disposals
Significant acquisitions and disposals for the three-month period ended September 30, 2020 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 Bananal Farm
BrasilAgro concluded the sale of 2,160 hectares (1,714 useful hectares) of Bananal Farm (Magalhães municipality - BA). The farm was included in the Group of assets held for sale due to a disagreement involving the tenant at the time of sale. The previous conditions recognized in the purchase agreement were fully met on July 31, 2020 after receipt of R$ 5.5 (equivalent to Ps. 85). The face value of the sale is R$ 28 (equivalent to Ps. 396), of which the Company has already received R$ 7.5 (equivalent to Ps. 113). For this operation, the company will not recognize results since the asset was recorded at its fair value.
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
Urban properties and investments business
Operations Center Argentina
Sale of floors from Boston Tower
On July 15, 2020, IRSA CP entered into a preliminary sale agreement (with delivery of possession) with respect to a medium-height floor from Boston tower located at Della Paolera 265, Catalinas district, City of Buenos Aires, covering a total area of approximately 1,063 sq. meters and 5 parking lots located in the building. The price of the transaction was Ps. 477.7 (US$ 6.7), which has been paid in full.
On August 26, 2020, IRSA CP executed a preliminary sale agreement (with delivery of possession) with respect to 5 floors from Boston tower located at Della Paolera 265, Catalinas district, City of Buenos Aires, covering a total area of approximately 6,235 sq. meters and 25 parking lots located in the building. The price of the transaction was Ps. 2,562 million (US$ 34.7 million), which has been paid in full.
Bouchard sale
On July 30, 2020, IRSA CP sold the entire “Bouchard 710” building, located in the Plaza Roma district of the City of Buenos Aires. The tower has a gross leasable area of 15,014 sq. meters divided into 12 floors for office use and 116 parking lots. The price of the transaction was approximately Ps. 6,300 million (US$ 87 million), which has been paid in full.
Lipstick Building, New York, United States
On August 7, 2020, Metropolitan signed an agreement with the owner of the Ground Lease in which it terminated the relationship, leaving the administration of the building. For this reason, Metropolitan stopped recognizing the liabilities associated with the ground lease, as well as all the assets and liabilities associated with the building and the administration of the building; and made an agreement with the owner of the Ground Lease that states that Metropolitan is completely released from responsibilities, except for (i) claims for liabilities prior to June 1, 2020 from people who have performed work or provided services in the Building or to Metropolitan and (ii) claims from people who have had an accident on the property dated after August 7, 2020. This situation had an impact on the consolidated Financial Statements as of June 30, 2020.
Condor Merger Agreement
On July 19, 2019, Condor entered into a merger agreement with Nextponint Hospitality Trust. In accordance with the contractual terms, each Condor common share, with a par value of USD 0.01 per share, was canceled prior to the merger and became the right to receive a cash amount equivalent to USD 11.10 per share. ordinary action. Additionally, in accordance with the terms and conditions of the merger agreement, each Class E convertible share was automatically canceled and became the right to receive a cash amount equivalent to USD 10.00 per share.
The closing of the transaction, which had been scheduled for March 23, 2020, did not occur.
On October 14, 2020, Condor entered into an agreement with Nextponint Hospitality Trust and some of its affiliates ("NHT Parties") to resolve any and all claims between them related to the aforementioned merger agreement.
Under the agreement with NHT, the Parties will make three payments to Condor in three installments, with the last payment maturing on December 30, 2020 and for a total of USD 7.0 million.
As of the date of presentation of these financial statements, the Company has 2,245,100 ordinary shares and 325,752 Series E shares of Condor.
Operations Center Israel
Loss of control of IDBD
As described in Note 1. to these financial statements, at the end of September 2020, the Group has lost control of IDBD, deconsolidating the related assets and liabilities and reclassifying the operations from this operations center to discontinued operations.
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
12
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The following table details the net assets disposed:
| 09.30.2020 | |
|---|---|
| ASSETS | |
| Investment<br>properties | 84,251 |
| Property,<br>plant and equipment | 34,396 |
| Trading<br>properties | 5,512 |
| Intangible<br>assets | 26,194 |
| Right-of-use<br>assets | 18,530 |
| Investments<br>in associates and joint ventures | 34,721 |
| Deferred<br>income tax assets | 407 |
| Income<br>tax credit | 305 |
| Restricted<br>assets | 6,021 |
| Trade<br>and other receivables | 50,669 |
| Investments<br>in financial assets | 22,680 |
| Derivative<br>financial instruments | 264 |
| Inventories | 3,377 |
| Group<br>of assets held for sale | 39,441 |
| Cash<br>and cash equivalents | 104,164 |
| TOTAL ASSETS | 430,932 |
| Borrowings | 305,434 |
| Lease<br>liabilities | 16,984 |
| Deferred<br>income tax liabilities | 11,655 |
| Trade<br>and other payables | 22,782 |
| Income<br>tax liabilities | 427 |
| Provisions | 5,085 |
| Employee<br>benefits | 447 |
| Derivative<br>financial instruments | 447 |
| Salaries<br>and social security liabilities | 3,173 |
| Group<br>of liabilities held for sale | 20,646 |
| TOTAL LIABILITIES | 387,080 |
| TOTAL NET ASSETS | 44,580 |
| Non-controlling<br>interest | (44,810) |
| Result for loss of control | 230 |
| Recycling<br>of currency translation adjustment and other reserves | (2,026) |
| Total result for loss of control (*) | (1,795) |
(*) included within discontinued operations.
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, 2020 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), except as mentioned in Note 33. 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 33.
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 1, the Group lost control of IDBD and has reclassified its results to discontinued operations. Segment information for the period ended September 30, 2019 has been recast for the purposes of comparability with the present period. Segment information for the period ended September 30, 2019 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 September 30, 2020 and 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
13
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 September 30, 2020:
| 09.30.20 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 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<br>ventures (i) | Adjustments<br>(ii) | Elimination<br>of inter-segment transactions and non-reportable assets /<br>liabilities (iii) | Total<br>Statement of Income / Financial Position | |
| Revenues | 8,355 | 1,219 | - | 1,219 | 9,574 | (8) | 405 | (295) | 9,676 |
| Costs | (7,141) | (651) | - | (651) | (7,792) | 14 | (460) | 254 | (7,984) |
| Initial recognition<br>and changes in the fair value of biological assets and agricultural<br>products at the point of harvest | 662 | - | - | - | 662 | - | - | 17 | 679 |
| Changes in the net<br>realizable value of agricultural products after<br>harvest | 528 | - | - | - | 528 | - | - | - | 528 |
| Gross profit | 2,404 | 568 | - | 568 | 2,972 | 6 | (55) | (24) | 2,899 |
| Gain from disposal<br>of farmlands | 81 | - | - | - | 81 | - | - | - | 81 |
| Net gain from fair<br>value adjustment of investment properties | 46 | 24,467 | - | 24,467 | 24,513 | (837) | - | - | 23,676 |
| General and<br>administrative expenses | (336) | (651) | (5) | (656) | (992) | 1 | - | 12 | (979) |
| Selling<br>expenses | (773) | (452) | - | (452) | (1,225) | 2 | - | 10 | (1,213) |
| Other operating results, net | 288 | (25) | - | (25) | 263 | 1 | 9 | 2 | 275 |
| Management<br>fees | - | - | - | - | - | - | (470) | - | (470) |
| Profit / (Loss) from operations | 1,710 | 23,907 | (5) | 23,902 | 25,612 | (827) | (516) | - | 24,269 |
| Share profit of<br>associates and joint ventures | (12) | (472) | - | (472) | (484) | 618 | - | - | 134 |
| Segment profit /<br>(loss) | 1,698 | 23,435 | (5) | 23,430 | 25,128 | (209) | (516) | - | 24,403 |
| Reportable<br>assets | 39,299 | 185,296 | 1,399 | 186,695 | 225,994 | (932) | - | 41,832 | 266,894 |
| Reportable<br>liabilities | - | - | (2,355) | (2,355) | (2,355) | - | - | (171,857) | (174,212) |
| Net<br>reportable assets | 39,299 | 185,296 | (956) | 184,340 | 223,639 | (932) | - | (130,025) | 92,682 |
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 September 30, 2019:
| 09.30.19 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Urban Properties and Investment business<br>(II) | |||||||||
| Agricultural business (I) | Operations Center in Argentina | Operations Center in Israel | Subtotal | Total segment information | Joint<br>ventures (i) | Adjustments<br>(ii) | Elimination<br>of inter-segment transactions and non-reportable assets /<br>liabilities (iii) | Total<br>Statement of Income / Financial Position | |
| Revenues | 8,777 | 3,613 | - | 3,613 | 12,390 | (26) | 909 | (191) | 13,082 |
| Costs | (7,520) | (744) | - | (744) | (8,264) | 11 | (956) | 119 | (9,090) |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural products at the point of harvest | 466 | - | - | - | 466 | - | - | 45 | 511 |
| Changes<br>in the net realizable value of agricultural products after<br>harvest | 531 | - | - | - | 531 | - | - | - | 531 |
| Gross profit | 2,254 | 2,869 | - | 2,869 | 5,123 | (15) | (47) | (27) | 5,034 |
| Net gain from fair<br>value adjustment of investment properties | 25 | 12,644 | - | 12,644 | 12,669 | (548) | - | - | 12,121 |
| Gain<br>from disposal of farmlands | 290 | - | - | - | 290 | - | - | - | 290 |
| General<br>and administrative expenses | (376) | (648) | (28) | (676) | (1,052) | 5 | - | 15 | (1,032) |
| Selling<br>expenses | (805) | (301) | - | (301) | (1,106) | 5 | - | 10 | (1,091) |
| Other<br>operating results, net | 436 | (63) | - | (63) | 373 | - | 12 | (2) | 383 |
| Profit / (Loss) from operations | 1,824 | 14,501 | (28) | 14,473 | 16,297 | (553) | (35) | (4) | 15,705 |
| Share profit of<br>associates and joint ventures | 108 | 346 | - | 346 | 454 | 416 | - | - | 870 |
| Segment profit / (loss) | 1,932 | 14,847 | (28) | 14,819 | 16,751 | (137) | (35) | (4) | 16,575 |
| Reportable<br>assets | 39,188 | 132,660 | 542,703 | 675,363 | 714,551 | (709) | - | 11,462 | 725,304 |
| Reportable<br>liabilities | - | - | (480,535) | (480,535) | (480,535) | - | - | 4,653 | (475,882) |
| Net reportable assets | 39,188 | 132,660 | 62,168 | 194,828 | 234,016 | (709) | - | 16,115 | 249,422 |
(i)
Represents the equity value of joint ventures that were proportionately consolidated for information by segment purposes.
(ii)
Includes Ps. (55) and Ps. (43) corresponding to Expenses and FPC as of September 30, 2020 and 2019, 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. 15 as of September 30, 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
15
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:
| 09.30.20 | |||||
|---|---|---|---|---|---|
| Agricultural<br>production | Land<br>transformation and sales | Corporate | Others | Total<br>Agricultural business | |
| Revenues | 5,741 | - | - | 2,614 | 8,355 |
| Costs | (4,923) | (8) | - | (2,210) | (7,141) |
| Initial recognition<br>and changes in the fair value of biological assets and agricultural<br>products at the point of harvest | 662 | - | - | - | 662 |
| Changes in the net<br>realizable value of agricultural products after<br>harvest | 528 | - | - | - | 528 |
| Gross<br>profit / (loss) | 2,008 | (8) | - | 404 | 2,404 |
| Gain<br>from disposal of farmlands | - | 81 | - | - | 81 |
| Net gain from fair<br>value adjustment of investment properties | - | 46 | - | - | 46 |
| General and<br>administrative expenses | (206) | (1) | (57) | (72) | (336) |
| Selling<br>expenses | (534) | - | - | (239) | (773) |
| Other operating<br>results, net | (1,097) | 1,320 | - | 65 | 288 |
| Profit<br>/ (loss) from operations | 171 | 1,438 | (57) | 158 | 1,710 |
| Share of loss of<br>associates and joint ventures | (7) | - | - | (5) | (12) |
| Segment<br>profit / (loss) | 164 | 1,438 | (57) | 153 | 1,698 |
| Investment<br>properties | 4,895 | - | - | - | 4,895 |
| Property, plant and<br>equipment | 22,548 | 192 | - | 61 | 22,801 |
| Investments in<br>associates | 409 | - | - | 300 | 709 |
| Other reportable<br>assets | 6,432 | - | - | 4,462 | 10,894 |
| Reportable<br>assets | 34,284 | 192 | - | 4,823 | 39,299 |
| 09.30.19 | |||||
| --- | --- | --- | --- | --- | --- |
| Agricultural<br>production | Land<br>transformation and sales | Corporate | Others | Total<br>Agricultural business | |
| Revenues | 6,222 | - | - | 2,555 | 8,777 |
| Costs | (5,431) | (7) | - | (2,082) | (7,520) |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural products at the point of harvest | 453 | - | - | 13 | 466 |
| Changes<br>in the net realizable value of agricultural products after<br>harvest | 531 | - | - | - | 531 |
| Gross<br>profit / (loss) | 1,775 | (7) | - | 486 | 2,254 |
| Net gain from fair<br>value adjustment of investment properties | - | 25 | - | - | 25 |
| Gain<br>from disposal of farmlands | - | 290 | - | - | 290 |
| General<br>and administrative expenses | (249) | (1) | (51) | (75) | (376) |
| Selling<br>expenses | (591) | - | - | (214) | (805) |
| Other<br>operating results, net | 172 | 211 | - | 53 | 436 |
| Profit<br>/ (loss) from operations | 1,107 | 518 | (51) | 250 | 1,824 |
| Share of profit of<br>associates and joint ventures | 17 | - | - | 91 | 108 |
| Segment<br>profit / (loss) | 1,124 | 518 | (51) | 341 | 1,932 |
| Investment<br>properties | 2,977 | - | - | - | 2,977 |
| Property,<br>plant and equipment | 23,954 | 185 | - | 799 | 24,938 |
| Investments<br>in associates | 412 | - | - | 292 | 704 |
| Other<br>reportable assets | 7,320 | - | - | 3,249 | 10,569 |
| Reportable assets | 34,663 | 185 | - | 4,340 | 39,188 |
(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:
| 09.30.20 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Shopping Malls | Offices | Sales and developments | Hotels | International | Corporate | Others | Total | |
| Revenues | 367 | 542 | 39 | 6 | 263 | - | 2 | 1,219 |
| Costs | (134) | (46) | (97) | (128) | (221) | - | (25) | (651) |
| Gross profit / (loss) | 233 | 496 | (58) | (122) | 42 | - | (23) | 568 |
| Net (loss) / profit<br>from fair value adjustment of investment properties<br>(i) | 1,178 | 12,653 | 10,096 | - | 2 | - | 538 | 24,467 |
| General<br>and administrative expenses | (328) | (88) | (66) | (57) | (17) | (74) | (21) | (651) |
| Selling<br>expenses | (73) | (38) | (305) | (19) | (16) | - | (1) | (452) |
| Other<br>operating results, net | (24) | (1) | (6) | 8 | - | - | (2) | (25) |
| Profit / (Loss) from operations | 986 | 13,022 | 9,661 | (190) | 11 | (74) | 491 | 23,907 |
| Share of profit /<br>(loss) of associates and joint ventures | - | - | (7) | - | (387) | - | (78) | (472) |
| Segment profit / (loss) | 986 | 13,022 | 9,654 | (190) | (376) | (74) | 413 | 23,435 |
| Investment<br>and trading properties | 54,124 | 72,026 | 43,899 | - | 103 | - | 1,986 | 172,138 |
| Property,<br>plant and equipment | 230 | 173 | - | 2,071 | - | - | - | 2,474 |
| Investment<br>in associates and joint ventures | - | - | 565 | - | 1,781 | - | 7,153 | 9,499 |
| Other<br>reportable assets | 117 | 131 | 809 | 25 | - | - | 103 | 1,185 |
| Reportable assets | 54,471 | 72,330 | 45,273 | 2,096 | 1,884 | - | 9,242 | 185,296 |
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) For the three-month period ended September 30, 2020, the net gain from fair value adjustment of investment properties was Ps. 24,467. The net impact of the values in pesos of our properties was mainly a consequence of the change in macroeconomic conditions:
(a) gain of Ps.19,713.7 as a consequence of an increase in the projected inflation rate plus GDP, with the resulting increase in the cash flows from shopping malls revenues;
(b) loss of Ps.22,963.3 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.
(d) positive impact of Ps. 14,539.7 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) Additionally, due to the impact of the inflation adjustment, Ps. 12,160.3 were reclassified for shopping malls from “Net gain from fair value adjustment” to “Inflation Adjustment” in the Statement of Income and Other Comprehensive Income.
| 09.30.19 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Shopping Malls | Offices | Sales and developments | Hotels | International | Corporate | Others | Total | |
| Revenues | 2,086 | 698 | 84 | 702 | 3 | - | 40 | 3,613 |
| Costs | (180) | (38) | (57) | (431) | (4) | - | (34) | (744) |
| Gross profit / (loss) | 1,906 | 660 | 27 | 271 | (1) | - | 6 | 2,869 |
| Net gain from fair value adjustment of<br>investment properties | 602 | 6,591 | 5,153 | - | - | - | 298 | 12,644 |
| General<br>and administrative expenses | (256) | (54) | (66) | (107) | (41) | (88) | (36) | (648) |
| Selling<br>expenses | (141) | (29) | (53) | (77) | - | - | (1) | (301) |
| Other<br>operating results, net | (27) | (5) | (16) | (4) | (1) | - | (10) | (63) |
| Profit / (Loss) from operations | 2,084 | 7,163 | 5,045 | 83 | (43) | (88) | 257 | 14,501 |
| Share of loss of<br>associates and joint ventures | - | - | 1 | - | (228) | - | 573 | 346 |
| Segment profit / (loss) | 2,084 | 7,163 | 5,046 | 83 | (271) | (88) | 830 | 14,847 |
| Investment<br>and trading properties | 54,964 | 39,413 | 35,601 | - | 116 | - | 1,443 | 131,537 |
| Property,<br>plant and equipment | 262 | 1,025 | - | 2,256 | 234 | - | - | 3,777 |
| Investment<br>in associates and joint ventures | - | - | 574 | - | (9,619) | - | 5,817 | (3,228) |
| Other<br>reportable assets | 118 | 131 | 198 | 30 | - | - | 97 | 574 |
| Reportable assets | 55,344 | 40,569 | 36,373 | 2,286 | (9,269) | - | 7,357 | 132,660 |
Below is a summarized analysis of the lines of business of Group’s operations center in Israel:
| 09.30.20 | |||||||
|---|---|---|---|---|---|---|---|
| Real<br>Estate | Corporate | Others | Total | ||||
| Revenues | - | - | - | - | |||
| Costs | - | - | - | - | |||
| Gross profit | - | - | - | - | |||
| Net loss from fair<br>value adjustment of investment properties | - | - | - | - | |||
| General and<br>administrative expenses | - | (5) | - | (5) | |||
| Selling<br>expenses | - | - | - | - | |||
| Impairment of<br>associates | - | - | - | - | |||
| Other operating<br>results, net | - | - | - | - | |||
| Profit from operations | - | (5) | - | (5) | |||
| Share of loss of<br>associates and joint ventures | - | - | - | - | |||
| Segment profit | - | (5) | - | (5) | |||
| Reportable<br>assets | - | 1,399 | - | 1,399 | |||
| Reportable<br>liabilities | - | (2,355) | - | (2,355) | |||
| Net<br>reportable assets | - | (956) | - | (956) | |||
| 09.30.19 | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- |
| Real<br>Estate | Supermarkets | Telecommunications | Insurance | Corporate | Others | Total | |
| Revenues | - | - | - | - | - | - | - |
| Costs | - | - | - | - | - | - | - |
| Gross<br>profit | - | - | - | - | - | - | - |
| Net gain from fair<br>value adjustment of investment properties | - | - | - | - | - | - | - |
| General and<br>administrative expenses | - | - | - | - | (28) | - | (28) |
| Selling<br>expenses | - | - | - | - | - | - | - |
| Other operating<br>results, net | - | - | - | - | - | - | - |
| Profit<br>/ (Loss) from operations | - | - | - | - | (28) | - | (28) |
| Share of (loss) /<br>profit of associates and joint ventures | - | - | - | - | - | - | - |
| Segment<br>profit / (loss) | - | - | - | - | (28) | - | (28) |
| Reportable<br>assets | 204,587 | 34,536 | 159,317 | 20,065 | 74,195 | 50,003 | 542,703 |
| Reportable<br>liabilities | (165,817) | - | (127,182) | - | (27,718) | (159,818) | (480,535) |
| Net<br>reportable assets | 38,770 | 34,536 | 32,135 | 20,065 | 46,477 | (109,815) | 62,168 |
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
7.
Investments in associates and joint ventures
Changes in the Group’s investments in associates and joint ventures for the three-month period ended September 30, 2020 and for the year ended June 30, 2019 were as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Beginning of the period / year | 80,861 | 38,984 |
| Adjustments<br>of previous years (IFRS 9 and IAS 28) | - | (2,130) |
| Issuance<br>of capital and contributions | 8 | 3,070 |
| Capital<br>reduction | - | (114) |
| (Decrease)<br>/ Increase of interest in associates and joint ventures<br>(iv) | (31,250) | 2,986 |
| Share<br>of profit / (loss) | 649 | 9,487 |
| Other<br>comprehensive income | 326 | (1,339) |
| Currency<br>translation adjustment | (2,426) | 10 |
| Dividends<br>(i) | (33) | (1,987) |
| Participation<br>in other changes in equity | 28 | - |
| Deconsolidation<br>(iii) | (34,721) | 31,409 |
| Reclassification<br>to held-for-sale | - | (2,228) |
| Incorporation<br>by business combination | - | 2,710 |
| Others | (8) | 3 |
| End of the period / year (ii) | 13,434 | 80,861 |
(i)
See Note 28.
(ii)
As of September 30, 2020, and June 30, 2019 includes Ps. (15) and (18) reflecting interests in companies with negative equity, which were disclosed in “Provisions” (see Note 19)
(iii)
The amount as of September 30, 2021 corresponds to the effect of the deconsolidation of IDBD (See note 4.E). Regarding the amount as of June 30, 2020, it corresponds to the effect of the deconsolidation of Gav-Yam (See Note 4 to the consolidated Financial Statements as of June 30, 2020)
(iv)
Mainly corresponds to the sale of the remaining equity interest in Shufersal in July 2020
Below is additional information about the Group’s investments in associates and joint ventures:
| % ownership interest | Value of Group's interest in equity | Group's interest in comprehensive income / (loss) | ||||
|---|---|---|---|---|---|---|
| Name of the entity | 09.30.20 | 06.30.20 | 09.30.20 | 06.30.20 | 09.30.20 | 09.30.19 |
| Associates | ||||||
| New<br>Lipstick | 49.96% | 49.96% | 173 | 503 | (330) | (2,141) |
| BHSA | 29.91% | 29.91% | 4,327 | 4,385 | (60) | 477 |
| Condor | 18.89% | 18.89% | 1,548 | 1,594 | (55) | (17) |
| PBEL | N/A | 45.40% | - | - | - | - |
| Shufersal | N/A | 26.02% | - | 30,263 | 17 | - |
| Mehadrin | N/A | 45.41% | - | - | - | - |
| Gav-Yam | N/A | N/A | - | 29,365 | 28 | - |
| TGLT<br>S.A. (1) | 30.50% | N/A | 2,166 | 2,217 | (39) | - |
| Quality | 50.00% | 50.00% | 2,892 | 2,262 | 622 | 400 |
| La<br>Rural S.A. | 50.00% | 50.00% | 235 | 219 | 16 | 81 |
| Cresca<br>S.A. | 50.00% | 50.00% | 22 | 22 | - | 4 |
| Other<br>associates and joint ventures | - | - | 2,071 | 10,031 | (1,976) | 1,623 |
| Total associates and joint ventures | 13,434 | 80,861 | (1,777) | 427 | ||
| Last financial statement issued | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Name of the entity | Location of business / Country of incorporation | Main activity | Common shares 1 vote | Share capital (nominal value) | Profit / (loss) for the period | Shareholders' equity |
| New<br>Lipstick | U.S. | Real<br>estate | N/A | - | (*) (9) | (*) (31) |
| BHSA | Argentina | Financing | 448,689,072 | (***) 1,500 | (***) (194) | (***) 14,001 |
| Condor | U.S. | Hotel | 2,245,100 | (*) 232 | (*) (10) | (*) 76 |
| PBEL | India | Real<br>estate | N/A | (**) (2) | (**) - | (**) (2) |
| Shufersal | Israel | Retail | N/A | (**) 1,399 | (**) 80 | (**) 1,930 |
| Mehadrin | Israel | Agricultural | N/A | N/A | N/A | N/A |
| Gav-Yam | Israel | Real<br>estate | N/A | (**) 1,356 | (**) 68 | (**) 3,526 |
| TGLT<br>S.A. (1) | Argentina | Real<br>estate | 279,502,813 | 925 | (477) | 6,295 |
| Quality | Argentina | Real<br>estate | 163,039,244 | 406 | 1,243 | 5,717 |
| La<br>Rural S.A. | Argentina | Organization of<br>events | 714,498 | 1 | 224 | 327 |
(1)
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 September 30, 2020 according to NIIF.
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
18
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
8.
Investment properties
Changes in the Group’s investment properties for the three-month period ended September 30, 2020 and for the year ended June 30, 2019 were as follows:
| Leased out farmland | Rental properties | Underdeveloped parcels of land | Properties under development | Others | Total as of 09.30.20 | Total as of 06.30.20 | |
|---|---|---|---|---|---|---|---|
| Fair value at the beginning of the period / year | 4,445 | 205,810 | 33,965 | 3,485 | 81 | 247,786 | 360,661 |
| Adjustments<br>of previous years (IFRS 15) | - | - | - | - | - | - | 459 |
| Additions | - | 145 | - | - | - | 145 | 5,877 |
| Capitalized<br>finance costs | - | - | - | - | - | - | - |
| Capitalized<br>leasing costs | - | 16 | 1 | - | - | 17 | 21 |
| Amortization of capitalized leasing costs<br>(i) | - | (3) | - | - | - | (3) | (16) |
| Transfers | 444 | - | - | - | - | 444 | (24,400) |
| Incorporation by business combination | - | - | - | - | - | - | 263 |
| Deconsolidation | - | (82,115) | (855) | (1,281) | - | (84,251) | (169,600) |
| Disposals | - | (9,607) | - | - | - | (9,607) | (16,312) |
| Currency<br>translation adjustment | (42) | (8,626) | (87) | (142) | - | (8,897) | 56,832 |
| Net gain / (loss) from<br>fair value<br>adjustment | 48 | 13,448 | 9,326 | 816 | 18 | 23,656 | 34,001 |
| Fair value at the end of the period / year | 4,895 | 119,068 | 42,350 | 2,878 | 99 | 169,290 | 247,786 |
(i)
Amortization charges of capitalized leasing costs were included in “Costs” in the Statements of Income (Note 24).
The following amounts have been recognized in the Statements of Income:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Rental<br>and services income | 1,366 | 3,746 |
| Direct<br>operating expenses | (718) | 1,326 |
| Development<br>expenses | (17) | 23 |
| Net<br>realized gain from fair value adjustment of investment<br>properties | 187 | - |
| Net<br>unrealized loss from fair value adjustment of investment<br>properties | 23,489 | 12,121 |
Valuation techniques are described in Note 9 to the Annual Financial Statements. There were no changes to such techniques. The Group has reassessed the assumptions September 30, 2020, considering the market conditions existing at that date due to the pandemic described in Note 33, 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 three-month period ended September 30, 2020 and for the year ended June 30, 2019 were as follows:
| Owner<br>occupied farmland | Bearer<br>plant | Buildings<br>and facilities | Machinery<br>and equipment | Communication<br>networks | Others | Total as of 09.30.20 | Total as of 06.30.20 | |
|---|---|---|---|---|---|---|---|---|
| Costs | 28,063 | 2,208 | 15,306 | 2,793 | 102,770 | 16,888 | 168,028 | 153,445 |
| Accumulated<br>depreciation | (2,515) | (993) | (8,373) | (1,944) | (80,040) | (9,617) | (103,482) | (95,197) |
| Net<br>book amount at the beginning of the period / year | 25,548 | 1,215 | 6,933 | 849 | 22,730 | 7,271 | 64,546 | 58,248 |
| Additions | 198 | 11 | 81 | 7 | 417 | 628 | 1,342 | 7,379 |
| Disposals | (13) | - | (24) | (1) | (40) | (42) | (120) | (3,766) |
| Deconsolidation | (4,373) | - | (3,071) | (570) | (20,300) | (6,082) | (34,396) | (1,142) |
| Assets incorporated<br>by business combinations | - | - | - | - | - | - | - | 10,199 |
| Currency<br>translation adjustment | (294) | (2) | (248) | (44) | (1,637) | (489) | (2,714) | 4,619 |
| Transfers | 90 | - | (11) | - | - | - | 79 | (2,706) |
| Depreciation<br>charges (i) | (87) | (161) | (195) | (22) | (1,170) | (771) | (2,406) | (8,285) |
| Balances<br>at the end of the period / year | 21,069 | 1,063 | 3,465 | 219 | - | 515 | 26,331 | 64,546 |
| Costs | 22,784 | 1,872 | 6,491 | 2,093 | - | 1,129 | 34,369 | 177,957 |
| Accumulated<br>depreciation | (1,715) | (809) | (3,026) | (1,874) | - | (614) | (8,038) | (113,411) |
| Net<br>book amount at the end of the period / year | 21,069 | 1,063 | 3,465 | 219 | - | 515 | 26,331 | 64,546 |
(i)
Amortization charge was recognized in the amount of Ps. 584 under "Costs" as of September 30, 2020, in the Statements of Income (Note 25), Ps. 274 were capitalized as part of the cost of the biological assets and Ps. 2,042 corresponds to discontinued operations.
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
10.
Trading properties
Changes in the Group’s trading properties for the three-month period ended September 30, 2020 and for the year ended June 30, 2019 were as follows:
| Completed<br>properties | Properties<br>under development | Undeveloped<br>sites | Total<br>as of 09.30.20 | Total<br>as of 06.30.20 | |
|---|---|---|---|---|---|
| Beginning<br>of the period / year | 2,179 | 891 | 4,651 | 7,721 | 9,019 |
| Additions | - | 19 | 278 | 297 | 2,397 |
| Capitalized finance<br>costs | - | 93 | - | 93 | 100 |
| Currency<br>translation adjustment | (139) | (13) | (269) | (421) | 947 |
| Transfers | 139 | (139) | - | - | 231 |
| Impairment | - | - | - | - | (167) |
| Deconsolidation | (1,526) | (101) | (3,885) | (5,512) | - |
| Disposals | (557) | (74) | - | (631) | (4,806) |
| End<br>of the period / year | 96 | 676 | 775 | 1,547 | 7,721 |
| Non-current | 1,329 | 5,228 | |||
| Current | 218 | 2,493 | |||
| Total | 1,547 | 7,721 |
11.
Intangible assets
Changes in the Group’s intangible assets for the three-month period ended September 30, 2020 and for the year ended June 30, 2019 were as follows:
| Goodwill | Trademarks | Licenses | Customer<br>relations | Information<br>systems and software | Contracts<br>and others | Total<br>as of 09.30.20 | Total<br>as of 06.30.20 | |
|---|---|---|---|---|---|---|---|---|
| Costs | 6,267 | 8,932 | 10,785 | 16,745 | 11,323 | 13,549 | 67,601 | 60,205 |
| Accumulated<br>amortization | - | (720) | (8,180) | (14,081) | (6,742) | (7,528) | (37,251) | (32,195) |
| Net<br>book amount at the beginning of the period / year | 6,267 | 8,212 | 2,605 | 2,664 | 4,581 | 6,021 | 30,350 | 28,010 |
| Additions | - | - | - | 20 | 293 | 634 | 947 | 4,884 |
| Disposals | - | - | - | - | (79) | - | (79) | (167) |
| Deconsolidation | (5,859) | (7,607) | (2,360) | (2,251) | (3,514) | (4,603) | (26,194) | - |
| Transfers | - | - | - | - | (3) | - | (3) | (58) |
| Assets incorporated<br>by business combination | - | - | - | - | - | - | - | 73 |
| Currency<br>translation adjustment | (104) | (585) | (186) | (195) | (316) | (388) | (1,774) | 6,196 |
| Impairment | - | - | - | - | - | - | - | (3,532) |
| Amortization<br>charges (i) | - | (20) | (59) | (238) | (749) | (559) | (1,625) | (5,056) |
| Balances<br>at the end of the period / year | 304 | - | - | - | 213 | 1,105 | 1,622 | 30,350 |
| Costs | 304 | - | - | - | 693 | 1,527 | 2,524 | 67,601 |
| Accumulated<br>amortization | - | - | - | - | (480) | (422) | (902) | (37,251) |
| Net<br>book amount at the end of the period / year | 304 | - | - | - | 213 | 1,105 | 1,622 | 30,350 |
(i)
Amortization charge was recognized in the amount of Ps. 6 under "Costs", in the amount of Ps. 33 under "General and administrative expenses" as of September 30, 2020 in the Statements of Income (Note 24) and Ps. 1,586 corresponds to discontinued operations.
12.
Right-of-use assets
The Group’s right-of-use assets as of September 30, 2020 and June 30, 2020 are the following:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Farmland | 2,693 | 2,182 |
| Offices, shopping<br>malls and other buildings | 8 | 4,431 |
| Communication<br>networks | - | 11,846 |
| Machinery and<br>equipment | 61 | 37 |
| Others | 617 | 5,111 |
| Right-of-use<br>assets | 3,379 | 23,607 |
| Non-current | 3,379 | 23,607 |
| Total | 3,379 | 23,607 |
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
The depreciation charge of the right-of use-assets is detailed below:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Farmland | 62 | 273 |
| Offices, shopping<br>malls and other buildings | 397 | 579 |
| Communication<br>networks | 2,293 | 3,397 |
| Others | 646 | 1,096 |
| Depreciation<br>charge of right-of-use assets | 3,398 | 5,345 |
13.
Biological assets
Changes in the Group’s biological assets and their allocation to the fair value hierarchy three-month period ended September 30, 2020 and for the year ended June 30, 2019 were as follows:
| Agricultural business | ||||||||
|---|---|---|---|---|---|---|---|---|
| Sown land-crops | Sugarcane fields | Breeding cattle and cattle for sale | Other cattle | Others | Total as of 09.30.20 | Total as of 06.30.20 | ||
| Level<br>1 | Level<br>3 | Level<br>3 | Level<br>2 | Level<br>2 | Level<br>1 | |||
| Net book amount at the beginning of the period /<br>year | 262 | 1,154 | 1,105 | 2,292 | 31 | 35 | 4,879 | 6,029 |
| Purchases | - | - | - | 88 | - | - | 88 | 308 |
| Changes<br>by transformation | (95) | 95 | - | - | - | - | - | - |
| Initial<br>recognition and changes in the fair value of biological assets<br>(i) | - | 165 | 519 | (3) | (2) | - | 679 | 3,029 |
| Decrease<br>due to harvest | - | (1,994) | (1,626) | - | - | - | (3,620) | (13,961) |
| Sales | - | - | - | (499) | - | - | (499) | (1,732) |
| Consumes | - | - | - | (2) | - | (2) | (4) | (398) |
| Costs for the period / year | 735 | 761 | 1,044 | 358 | - | - | 2,898 | 12,306 |
| Addition | - | - | - | - | - | - | - | 67 |
| Foreign<br>exchange gain | (10) | 15 | (4) | (7) | - | - | (6) | (769) |
| Balances<br>at the end of the period / year | 892 | 196 | 1,038 | 2,227 | 29 | 33 | 4,415 | 4,879 |
| - | - | |||||||
| Non-current<br>(Production) | - | - | - | 1,922 | 26 | 33 | 1,981 | 1,894 |
| Current<br>(Consumable) | 892 | 196 | 1,038 | 305 | 3 | - | 2,434 | 2,985 |
| Net<br>book amount at the end of the period / year | 892 | 196 | 1,038 | 2,227 | 29 | 33 | 4,415 | 4,879 |
(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. (5) and Ps. 280 for the three-month periods ended September 30, 2020 and for the fiscal year ended June 30, 2019, respectively; amounts of Ps. 211 and Ps. 292, was attributable to price changes, and amounts of Ps. (216) and Ps. 12, was attributable to physical changes, respectively.
During the three-month period ended September 30, 2020, 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. 95. 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. (3,620) and Ps. (13,974) for the three-month period ended September 30, 2020 and the year ended June 30, 2019, respectively.
See information on valuation processes used by the entity in Note 14 to the Annual Financial Statements.
As of September 30, 2020, 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 September 30, 2020 and June 30, 2020 are as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Crops | 1,958 | 2,904 |
| Materials and<br>supplies | 2,128 | 1,519 |
| Seeds and<br>fodders | 348 | 296 |
| Sugarcane | 15 | 4 |
| Agricultural<br>inventories | 4,449 | 4,723 |
| Telephones and<br>other communication equipment | - | 3,196 |
| Others | 65 | 1,845 |
| Total<br>inventories | 4,514 | 9,764 |
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
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 refer to Note 15 to the Annual Financial Statements.
Financial assets and financial liabilities as of September 30, 2020 are as follows:
| Financial<br>assets at fair value through profit or loss | |||||||
|---|---|---|---|---|---|---|---|
| Financial<br>assets at amortized cost | Level<br>1 | Level<br>2 | Level<br>3 | Subtotal<br>financial assets | Non-financial<br>assets | Total | |
| September<br>30, 2020 | |||||||
| Assets<br>as per Statement of Financial Position | |||||||
| Trade and other<br>receivables (excluding the allowance for doubtful accounts and<br>other receivables) (Note 16) | 16,672 | - | - | - | 16,672 | 6,529 | 23,201 |
| Investment in<br>financial assets: | |||||||
| - Public<br>companies’ securities | - | 335 | - | 177 | 512 | - | 512 |
| -<br>Bonds | - | 1,548 | - | - | 1,548 | - | 1,548 |
| - Mutual<br>funds | - | 139 | - | - | 139 | - | 139 |
| -Others | 11 | 288 | 931 | 26 | 1,256 | - | 1,256 |
| Derivative<br>financial instruments: | |||||||
| - Crops<br>options contracts | - | - | - | - | - | - | - |
| - Crops<br>futures contracts | - | 6 | - | - | 6 | - | 6 |
| -<br>Foreign-currency future contracts | - | 9 | 17 | - | 26 | - | 26 |
| -<br>Swaps | - | - | 10 | - | 10 | - | 10 |
| -<br>Others | - | 35 | - | - | 35 | - | 35 |
| Restricted assets<br>(i) | 77 | - | - | - | 77 | - | 77 |
| Cash and cash<br>equivalents (excluding bank overdrafts): | |||||||
| - Cash on hand and at<br>bank | 7,703 | - | - | - | 7,703 | - | 7,703 |
| - Short-term<br>investments | 421 | 5,099 | - | - | 5,520 | - | 5,520 |
| Total<br>assets | 24,884 | 7,459 | 958 | 203 | 33,504 | 6,529 | 40,033 |
| Financial<br>liabilities at fair value through profit or loss | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- |
| Financial<br>liabilities at amortized cost | Level<br>1 | Level<br>2 | Level<br>3 | Subtotal<br>financial liabilities | Non-financial<br>liabilities | Total | |
| September<br>30, 2020 | |||||||
| Liabilities<br>as per Statement of Financial Position | |||||||
| Trade and other<br>payables (Note 18) | 11,465 | - | - | - | 11,465 | 5,014 | 16,479 |
| Borrowings<br>(excluding finance lease liabilities) (Note 20) | 99,790 | - | - | - | 99,790 | - | 99,790 |
| Derivative<br>financial instruments: | |||||||
| - Crops<br>options contracts | - | 416 | 3 | - | 419 | - | 419 |
| - Crops<br>futures contracts | - | 1,309 | - | - | 1,309 | - | 1,309 |
| -<br>Foreign-currency contracts | - | 320 | 96 | - | 416 | - | 416 |
| -<br>Swaps | - | - | 89 | - | 89 | - | 89 |
| Total<br>liabilities | 111,255 | 2,045 | 188 | - | 113,488 | 5,014 | 118,502 |
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
Financial assets and financial liabilities as of June 30, 2019 were as follows:
| Financial<br>assets at fair value through profit or loss | |||||||
|---|---|---|---|---|---|---|---|
| Financial<br>assets at amortized cost (i) | Level<br>1 | Level<br>2 | Level<br>3 | Subtotal<br>financial assets | Non-financial<br>assets | Total | |
| June<br>30, 2019 | |||||||
| Assets<br>as per Statement of Financial Position | |||||||
| Trade and other<br>receivables (excluding the allowance for doubtful accounts and<br>other receivables) (Note 16) | 62,180 | - | - | - | 62,180 | 18,446 | 80,626 |
| Investment in<br>financial assets: | |||||||
| - Equity securities<br>in public companies | - | 618 | 248 | - | 866 | - | 866 |
| - Equity securities<br>in private companies | - | - | - | 3,132 | 3,132 | - | 3,132 |
| -<br>Deposits | 1,029 | 66 | - | - | 1,095 | - | 1,095 |
| -<br>Bonds | - | 8,422 | 1,554 | - | 9,976 | - | 9,976 |
| - Mutual<br>funds | - | 4,796 | - | - | 4,796 | - | 4,796 |
| -<br>Others | - | 2,382 | 872 | 250 | 3,504 | - | 3,504 |
| Derivative<br>financial instruments: | |||||||
| - Crops<br>futures contracts | - | 93 | - | - | 93 | - | 93 |
| -<br>Swaps | - | 16 | - | - | 16 | - | 16 |
| -<br>Warrants | - | - | - | - | - | - | - |
| - Crops<br>options contracts | - | 17 | 138 | - | 155 | - | 155 |
| -<br>Foreign-currency options contracts | - | - | 18 | - | 18 | - | 18 |
| -<br>Foreign-currency future contracts | - | - | - | 153 | 153 | - | 153 |
| -<br>Others | 66 | - | 22 | - | 88 | - | 88 |
| Restricted assets<br>(ii) | 8,768 | - | - | - | 8,768 | - | 8,768 |
| Financial assets<br>held for sale | |||||||
| -<br>Clal | - | 3,636 | - | - | 3,636 | - | 3,636 |
| Cash and cash<br>equivalents (excluding bank overdrafts): | |||||||
| - Cash on<br>hand and at bank | 29,100 | - | - | - | 29,100 | - | 29,100 |
| - Short-term<br>investments | 68,647 | 10,905 | - | - | 79,552 | - | 79,552 |
| Total<br>assets | 169,790 | 30,951 | 2,852 | 3,535 | 207,128 | 18,446 | 225,574 |
| Financial<br>liabilities at fair value through profit or loss | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- |
| Financial<br>liabilities at amortized cost | Level<br>1 | Level<br>2 | Level<br>3 | Subtotal<br>financial liabilities | Non-financial<br>liabilities | Total | |
| June<br>30, 2019 | |||||||
| Liabilities<br>as per Statement of Financial Position | |||||||
| Trade and other<br>payables (Note 18) | 33,296 | - | - | - | 33,296 | 8,484 | 41,780 |
| Borrowings<br>(excluding finance lease liabilities) (Note 21) | 450,866 | - | - | - | 450,866 | - | 450,866 |
| Derivative<br>financial instruments: | |||||||
| - Crops<br>futures contracts | - | 76 | - | - | 76 | - | 76 |
| - Forward<br>contracts | - | 40 | - | - | 40 | - | 40 |
| - Crops<br>options contracts | - | 184 | 54 | - | 238 | - | 238 |
| -<br>Foreign-currency options contracts | - | - | 102 | - | 102 | - | 102 |
| -<br>Swaps | - | - | 66 | - | 66 | - | 66 |
| -<br>Others | - | - | 1,029 | 22 | 1,051 | - | 1,051 |
| Total<br>liabilities | 484,162 | 300 | 1,251 | 22 | 485,735 | 8,484 | 494,219 |
(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 20). 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, 2020, except for what is mentioned in Note 34.
As of September 30, 2020, there have been no changes to the economic or business circumstances affecting the fair value of the financial assets and liabilities of the Group.
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
23
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 model / method | Parameters | Fair value hierarchy | Range |
|---|---|---|---|---|
| Promissory<br>note | Theoretical<br>price | Acquisition<br>agreement. | Level<br>2 | - |
| Investments<br>in financial assets - Other private companies’<br>securities | Cash<br>flow / NAV - Theoretical price | Projected revenue<br>discounted at the discount rate /<br><br><br>The value is<br>calculated in accordance with shares in the equity funds on the<br>basis of their Financial Statements, based on fair value or<br>investments assessments. | Level<br>3 | 1 - 3.5 |
| Investments<br>in financial assets - Others | Discounted<br>cash flow - Theoretical price | Projected revenue<br>discounted at the discount rate /<br><br><br>The value is<br>calculated in accordance with shares in the equity funds on the<br>basis of their Financial Statements, based on fair value or<br>investment assessments. | Level<br>3 | 1 - 3.5 |
| Derivative<br>financial instruments – Forwards | Theoretical<br>price | Underlying<br>asset price and volatility | Level 2 and<br>3 | - |
The following table presents the changes in Level 3 instruments as of September 30, 2020 and June 30, 2020:
| Derivative financial instruments –<br>Forwards | Investments in financial assets - Private<br>companies | Investments in financial assets - Others | Investments in financial assets - Public<br>companies | Derivative financial instruments | Total as of 09.30.20 | Total as of 06.30.20 | |
|---|---|---|---|---|---|---|---|
| Balances at beginning of the period / year | (22) | 3,132 | 250 | - | 153 | 3,513 | 4,460 |
| Additions<br>and acquisitions | - | - | - | - | - | - | 38 |
| Transfer<br>to level 1 | - | - | - | 247 | - | 247 | 378 |
| Currency<br>translation adjustment | - | - | - | - | - | - | 883 |
| Disposals | - | - | - | - | - | - | (1,709) |
| Write<br>off | 22 | (3,132) | (219) | - | (153) | (3,482) | - |
| Gain<br>/ (loss) for the period / year (i) | - | - | (5) | (70) | - | (75) | (537) |
| Balances at the end of the period / year | - | - | 26 | 177 | - | 203 | 3,513 |
(i) Included within “Financial results, net” in the Statements of Income.
16.
Trade and other receivables
Group’s trade and other receivables as of September 30, 2020 and June 30, 2020 are as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Trade, leases and<br>services receivable | 15,073 | 49,437 |
| Less: allowance for<br>doubtful accounts | (787) | (4,144) |
| Total<br>trade receivables | 14,286 | 45,293 |
| Prepayments | 3,625 | 12,745 |
| Borrowings,<br>deposits and others | 1,222 | 8,227 |
| Guarantee<br>deposits | 3 | 3 |
| Tax<br>receivables | 1,658 | 1,666 |
| Others | 1,620 | 8,548 |
| Total<br>other receivables | 8,128 | 31,189 |
| Total<br>trade and other receivables | 22,414 | 76,482 |
| Non-current | 7,323 | 29,418 |
| Current | 15,091 | 47,064 |
| Total | 22,414 | 76,482 |
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
24
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Movements on the Group’s allowance for doubtful accounts were as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Beginning<br>of the period / year | 4,144 | 2,913 |
| Incorporation by<br>business combination | - | (194) |
| Additions<br>(i) | 357 | 1,164 |
| Recovery<br>(i) | (72) | (122) |
| Currency<br>translation adjustment | (235) | 1,189 |
| Receivables written<br>off during the period / year as uncollectable | (21) | (775) |
| Deconsolidation | (3,328) | (22) |
| Inflation<br>adjustment | (57) | (28) |
| Transfers to assets<br>held for sale | (1) | 19 |
| End<br>of the period / year | 787 | 4,144 |
(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 three-month periods ended September 30, 2020 and 2019:
| Note | 09.30.20 | 09.30.19 | |
|---|---|---|---|
| Profit / (Loss) for the period | 7,526 | 9,492 | |
| Profit from discontinued operations | 6,396 | (13,887) | |
| Adjustments for: | |||
| Income<br>tax | 21 | 7,977 | 2,719 |
| Amortization<br>and depreciation | 24 | 165 | 155 |
| Net<br>(gain) / loss from fair value adjustment of investment<br>properties | (23,676) | (15,797) | |
| Changes<br>in the fair value of investments in financial assets | 361 | (220) | |
| Gain<br>from disposal of intangible assets | - | (111) | |
| Financial<br>results, net | (2,009) | 22,345 | |
| Provisions<br>and allowances | (472) | 202 | |
| Share<br>of loss / (profit) of associates and joint ventures | (134) | (870) | |
| (Gain)<br>/ Loss from repurchase of Non-convertible Notes | - | 1 | |
| Changes<br>in net realizable value of agricultural products after<br>harvest | (528) | (533) | |
| Unrealized<br>initial recognition and changes in fair value of biological assets<br>and agricultural products at the point of harvest | (823) | (775) | |
| Unrealized<br>gain from derivative financial instruments | 982 | (1) | |
| Other<br>operating results | 130 | (4) | |
| Gain<br>from disposal of farmlands | (81) | (290) | |
| Changes in operating assets and liabilities: | |||
| Decrease<br>/ (Increase) in inventories | 795 | 72 | |
| Decrease<br>in trading properties | 256 | (52) | |
| Decrease<br>/ (Increase) in biological assets | 1,869 | 2,732 | |
| Increase<br>in restricted assets | 1,157 | - | |
| Decrease<br>in trade and other receivables | (1,344) | 1,507 | |
| Decrease<br>in trade and other payables | 4,021 | (1,511) | |
| Increase<br>/ (Decrease) in salaries and social security<br>liabilities | (156) | (513) | |
| Decrease<br>in provisions | (18) | (194) | |
| Increase<br>in lease liabilities | 510 | (138) | |
| Net<br>variation in derivative financial instruments | (24) | 31 | |
| Decrease<br>in right of use | (767) | - | |
| Net cash generated by continuing operating activities before income<br>tax paid | 2,113 | 4,360 | |
| Net cash generated by discontinued operating activities before<br>income tax paid | 2,405 | 7,897 | |
| Net cash generated by operating activities before income tax<br>paid | 4,518 | 12,257 |
The following table presents a detail of significant non-cash transactions occurred in the three-month periods ended September 30, 2020 and 2019:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Issuance<br>of Negotiable Obligations through an early cancellation of<br>Negotiable Obligations | - | 5 |
| Increase<br>in property, plant and equipment through a decrease in investment<br>properties | - | 618 |
| Increase<br>in property, plant and equipment through increased business and<br>other debt | - | 36 |
| Investment<br>property growth through increased business and other<br>debt | - | 511 |
| Increase<br>of use rights through a decrease in property, plant and<br>equipment | - | 23 |
| Distribution<br>of dividends at non-controlling interest pending<br>payment | - | 18 |
| Increased<br>investment in associates and joint ventures through increased sales<br>credits and other credits | - | 26 |
| Increase<br>in investment properties through a decrease in financial<br>assets | - | 299 |
| Disposal<br>of investments in associates and joint ventures through a<br>reclassification to assets available for sale | - | 4,434 |
| Increase<br>in participation in subsidiaries, associates and joint ventures due<br>to temporary translation differences | (2) | - |
| Increase<br>in properties for sale through increased loans | 12 | - |
| Increase<br>in investment properties through an increase in loans | 81 | - |
| Increase<br>in investments in financial assets through a decrease in<br>investments in associates and joint ventures | 11 | - |
| Withdrawal<br>of participation in associates and joint ventures | 31,250 | - |
| Increase<br>in rights of use through an increase in lease<br>liabilities | 24 | - |
25
18.
Trade and other payables
Group’s trade and other payables as of September 30, 2020 and June 30, 2020 were as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Trade<br>payables | 5,571 | 24,384 |
| Advances from<br>sales, leases and services | 3,043 | 2,123 |
| Construction<br>obligations | - | 438 |
| Accrued<br>invoices | 1,386 | 1,314 |
| Deferred<br>income | - | 153 |
| Admission<br>fees | 945 | 1,095 |
| Deposits in<br>guarantee | 159 | 109 |
| Total<br>trade payables | 11,104 | 29,616 |
| Dividends payable<br>to non-controlling interests | 141 | 382 |
| Taxes<br>payable | 953 | 802 |
| Management<br>fees | 660 | 205 |
| Others | 3,621 | 10,775 |
| Total<br>other payables | 5,375 | 12,164 |
| Total<br>trade and other payables | 16,479 | 41,780 |
| Non-current | 2,759 | 3,215 |
| Current | 13,720 | 38,565 |
| Total | 16,479 | 41,780 |
19.
Provisions
The table below shows the movements in the Group's provisions categorized by type:
| Legal<br>claims (i) | Investments<br>in associates and joint ventures (ii) | Sited<br>dismantling and remediation | Other<br>provisions | Total<br>as of 09.30.20 | Total<br>as of 06.30.20 | |
|---|---|---|---|---|---|---|
| Beginning<br>of period / year | 2,721 | 18 | 482 | 2,737 | 5,958 | 15,023 |
| Additions | 15 | - | 20 | (79) | (44) | 542 |
| Contributions | - | - | - | - | - | 61 |
| Transfers | (2) | - | - | - | (2) | - |
| Inflation<br>adjustment | (19) | - | - | - | (19) | (86) |
| Recovery | (7) | - | - | - | (7) | (19) |
| Share of loss in<br>associates and joint ventures | - | (3) | - | - | (3) | (8,032) |
| Incorporation<br>by business<br>combination | (2,217) | - | (468) | (2,400) | (5,085) | - |
| Currency<br>translation adjustment | (176) | - | (34) | (238) | (448) | 511 |
| Used during the<br>period / year | (44) | - | - | (20) | (64) | (2,042) |
| End<br>of period / year | 271 | 15 | - | - | 286 | 5,958 |
| Non-current | 175 | 3,328 | ||||
| Current | 111 | 2,630 | ||||
| Total | 286 | 5,958 |
(i)
Additions and recovery are included in "Other operating results, net". Corresponds to investments in New Lipstick and Puerto Retiro, companies that have negative equity. The increase and recovery is included in "Share of profit of associates and joint ventures "
There were no significant changes to the processes mentioned in Note 21 to the Annual Financial Statements.
20.
Borrowings
The breakdown and fair value of the Group’s borrowings as of September 30, 2020 and June 30, 2020 was as follows:
| Book<br>value | Fair<br>value | |||
|---|---|---|---|---|
| 09.30.20 | 06.30.20 | 09.30.20 | 06.30.20 | |
| NCN | 74,826 | 369,287 | 70,449 | 298,047 |
| Bank<br>loans | 14,758 | 75,234 | 50,257 | 63,467 |
| Bank<br>overdrafts | 9,045 | 4,611 | 9,045 | 3,480 |
| Other borrowings<br>(i) | 1,161 | 1,735 | 1,161 | 7,004 |
| Total<br>borrowings (ii) | 99,790 | 450,867 | 130,912 | 371,998 |
| Non-current | 52,255 | 344,946 | ||
| Current | 47,535 | 105,921 | ||
| Total | 99,790 | 450,867 |
(i)
Includes finance leases in the amount of Ps. 347 as of June 30, 2019.
(ii)
Includes Ps. 269,504 and Ps. 373,564 as of September 30, 2020 and June 30, 2020, respectively, corresponding to the Operations Center in 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
26
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Issuance of CRESUD Non-convertible Notes
On August 31, 2020, the seventeenth Series of Notes public tender was carried out, within the framework of the Program approved by the Shareholders Meeting, for up to USD 500 million. The main characteristics of the issuance are detailed bellow:
● Series XXX: denominated in dollars and payable in pesos at the applicable exchange rate, as defined in the issuance documents, with a nominal value of USD 25.0 million at a fixed rate of 2.0%, maturing 36 months from the date of issuance with quarterly payments and principal expiring at maturity. The issue price was 100.0% of Nominal Value. Proceeds will be mainly used for debt refinancing.
Issuance of IRSA Non-convertible Notes
On July 21, 2020, subsequently to the closing of the fiscal year, the Company issued USD 38.4 million Non-convertible Notes in the local market through the following instruments:
● Ps. 335.2 (equivalent to USD 4.7 million) Series VI NCNs denominated and payable in Argentine pesos at a variable rate (Private Badlar) + 4.0%, with interest accruing on a quarterly basis. The principal amount is repayable in two installments: the first one -equal to 30% of the par value of the notes- payable on the date that is 9 (nine) months after the Issue and Settlement Date and the second installment -equal to 70% of the par value of the notes- payable on the relevant due date, i.e. July 21, 2021. Notes were issued at 100% of their par value.
● US$ 33.7 million Series VII NCNs denominated in US$ and payable in Argentine pesos at the applicable exchange rate, at a fixed 4.0% rate, with interest accruing on a quarterly basis. Repayment of capital is due on January 21, 2021. Notes were issued at 100% of their par value. The proceeds will be used to refinance short-term indebtedness.
Payment of non-convertible notes
On July 20, 2020, the Company paid the twentieth interest installment and the principal installment of the US$ 75 Series II Non-convertible Notes issued on July 20, 2010.
On August 6, 2020, the Company paid the second interest installment and the principal installment of the US$ 47 Series II Non-convertible Notes issued on August 6, 2019.
Payment of IRSA CP’s Series IV Non-convertible Notes
On September 14, 2020, the aggregate principal amount of the Series IV Non-convertible Notes in the amount of Ps. 10,381 (US$ 140 million) and interest accrued as of such date in the amount of Ps. 134 (US$ 1.8 million) were paid.
21.
Taxation
The details of the Group’s income tax, is as follows:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Current<br>income tax | (129) | (460) |
| Deferred<br>income tax | (7,848) | (2,259) |
| Income tax from continuing operations | (7,977) | (2,719) |
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 three-month periods ended September 30, 2020 and 2019:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Tax<br>calculated at the tax rates applicable to profits in the respective<br>countries | (6,728) | (57) |
| Permanent<br>differences: | ||
| Share<br>of (loss) / profit of joint ventures and associates | 21 | 230 |
| Tax<br>rate differential | 2,045 | 596 |
| Provision<br>for unrecoverability of tax loss carry-forwards / Unrecognized tax<br>loss carry-forwards | (3,095) | (2,669) |
| Non-taxable<br>profit, non-deductible expenses and others | 169 | 1,117 |
| Tax<br>inflation adjustment | (1,622) | (2,282) |
| Fiscal<br>transparency | - | 149 |
| Inflation<br>adjustment permanent difference | 1,233 | 197 |
| Income tax from continuing operations | (7,977) | (2,719) |
27
The gross movement in the deferred income tax account is as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Beginning of period / year | (52,258) | (60,739) |
| Deconsolidation | 11,248 | 15,370 |
| Currency<br>translation adjustment | 1,258 | 2,053 |
| Revaluation<br>surplus | (182) | 220 |
| Reserve<br>for changes of non-controlling interest | 1 | 83 |
| Business<br>combination and other assets held for sale | - | (1,282) |
| Charged<br>to the Statement of Income | (7,628) | (7,963) |
| End of the period / year | (47,561) | (52,258) |
| Deferred<br>income tax assets | 949 | 998 |
| Deferred<br>income tax liabilities | (48,510) | (53,256) |
| Deferred income tax liabilities, net | (47,561) | (52,258) |
22.
Revenues
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Beef | 1,772 | 1,812 |
| Crops | 3,622 | 3,952 |
| Sugarcane | 1,454 | 1,742 |
| Cattle | 357 | 332 |
| Supplies | 393 | 296 |
| Consignment | 57 | 146 |
| Advertising<br>and brokerage fees | 233 | 208 |
| Agricultural<br>rental and other services | 64 | 50 |
| Other | 117 | 65 |
| Income from sales and services from agricultural<br>business | 8,069 | 8,603 |
| Trading<br>properties and developments | 299 | 80 |
| Rental<br>and services | 1,302 | 3,696 |
| Hotel<br>operations, tourism services and others | 6 | 703 |
| Income from sales and services from urban properties and investment<br>business | 1,607 | 4,479 |
| Total revenues | 9,676 | 13,082 |
23.
Costs
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Other<br>operative costs | 8 | 7 |
| Cost of property operations | 8 | 7 |
| Beef | 1,341 | 1,491 |
| Crops | 3,055 | 3,295 |
| Sugarcane | 1,306 | 1,715 |
| Cattle | 499 | 390 |
| Supplies | 303 | 223 |
| Consignment | 201 | 57 |
| Advertising<br>and brokerage fees | 110 | 97 |
| Agricultural<br>rental and other services | 64 | 130 |
| Cost of sales and services from agricultural business | 6,879 | 7,398 |
| Trading<br>properties and developments | 315 | 58 |
| Rental<br>and services | 654 | 1,196 |
| Hotel<br>operations, tourism services and others | 128 | 431 |
| Cost of sales and services from sales and<br>services from urban properties and investment<br>business | 1,097 | 1,685 |
| Total<br>costs | 7,984 | 9,090 |
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
28
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
24.
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<br>and administrative expenses | Selling<br>expenses | Total<br>as of 09.30.20 | Total<br>as of 09.30.19 | |
|---|---|---|---|---|---|---|
| Cost of sale of<br>goods and services | - | 430 | - | - | 430 | 155 |
| Supplies and<br>labors | 1,708 | 1,414 | 1 | 63 | 3,186 | 3,069 |
| Change in<br>agricultural products and biological assets | - | 4,015 | - | - | 4,015 | 4,243 |
| Salaries, social<br>security costs and other personnel expenses | 148 | 644 | 363 | 57 | 1,212 | 1,636 |
| Depreciation and<br>amortization | 536 | 103 | 61 | 1 | 701 | 519 |
| Fees and payments<br>for services | 6 | 918 | 100 | 151 | 1,175 | 1,384 |
| Maintenance,<br>security, cleaning, repairs and others | 26 | 285 | 71 | 1 | 383 | 669 |
| Advertising and<br>other selling expenses | - | 22 | - | 13 | 35 | 188 |
| Taxes, rates and<br>contributions | 12 | 67 | 28 | 512 | 619 | 554 |
| Interaction and<br>roaming expenses | - | 39 | - | - | 39 | 31 |
| Director's<br>fees | - | - | 308 | - | 308 | 170 |
| Leases and service charges | 2 | 29 | 12 | 6 | 49 | 70 |
| Allowance for doubtful accounts,<br>net | - | - | - | 47 | 47 | 45 |
| Freights | 26 | 5 | - | 309 | 340 | 460 |
| Bank expenses | - | - | 24 | - | 24 | 24 |
| Conditioning and clearance | - | - | - | 41 | 41 | 84 |
| Travel, library expenses and<br>stationery | 13 | 6 | 8 | 2 | 29 | 60 |
| Other<br>expenses | 421 | 7 | 3 | 10 | 441 | 456 |
| Total as of 09.30.20 | 2,898 | 7,984 | 979 | 1,213 | 13,074 | |
| Total<br>as of 09.30.19 | 2,604 | 9,090 | 1,032 | 1,091 | - | 13,817 |
(i)
Includes Ps. 8 and Ps. 7 of other agricultural operating costs as of September 30, 2020 and 2019, respectively.
25.
Other operating results, net
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Gain<br>from commodity derivative financial instruments | (1,053) | 156 |
| Gain<br>from disposal of subsidiaries and associates | - | (8) |
| Donations | (19) | (40) |
| Lawsuits<br>and other contingencies | (28) | (31) |
| Interest<br>earned on operating assets | 1,387 | 278 |
| Others | (12) | 28 |
| Total other operating results, net | 275 | 383 |
26.
Financial results, net
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Financial income | ||
| Interest<br>income | 177 | 99 |
| Dividends<br>income | 12 | - |
| Other<br>financial income | 27 | - |
| Total financial income | 216 | 99 |
| Financial costs | ||
| Interest<br>expenses | (2,682) | (2,692) |
| Result<br>for debt swap | (5) | (3) |
| Other<br>financial costs | (293) | (259) |
| Total financial costs | (2,980) | (2,954) |
| Capitalized<br>finance costs | 93 | 46 |
| Total finance costs | (2,887) | (2,908) |
| Other financial results: | ||
| Foreign<br>exchange, net | (118) | (14,786) |
| Fair<br>value gains of financial assets and liabilities at fair value<br>through profit or loss | 640 | (332) |
| Gain<br>from repurchase of Non-convertible notes | 15 | 7 |
| (Loss)<br>/ Gain from derivative financial instruments (except<br>commodities) | (547) | 84 |
| Total other financial results | (10) | (15,027) |
| Inflation adjustment | 177 | (415) |
| Total financial results, net | (2,504) | (18,251) |
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
29
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
27.
Related party transactions
The following is a summary of the balances with related parties as of September 30, 2020 and June 30, 2020:
| Item | 09.30.20 | 06.30.20 | ||
|---|---|---|---|---|
| Trade<br>and other receivables | 130 | 1.130 | ||
| Investments<br>in financial assets | 222 | 290 | ||
| Trade<br>and other payables | (697) | (351) | ||
| Borrowings | (49) | (225) | ||
| Total | (394) | 844 | ||
| Related party | 09.30.20 | 06.30.20 | Description of transaction | Rubro |
| --- | --- | --- | --- | --- |
| Agro<br>Uranga S.A. | 8 | - | Sale<br>of goods and / or services receivable | Trade<br>and other receivables |
| (8) | - | Futures<br>and options payable | Trade<br>and other payables | |
| Condor | 222 | 290 | Public<br>companies' securities | Investments<br>in financial assets |
| New<br>Lipstick LLC | 18 | 17 | Reimbursement<br>of expenses receivable | Trade<br>and other receivables |
| - | (83) | Loans<br>payable | Borrowings | |
| Other<br>associates and joint ventures | - | 90 | Leases<br>and/or rights of use receivable | Trade<br>and other receivables |
| - | 219 | Dividends<br>receivables | Trade<br>and other receivables | |
| - | 9 | Management<br>fees receivable | Trade<br>and other receivables | |
| (29) | (29) | Loans<br>payable | Borrowings | |
| 127 | 131 | Reimbursement<br>of expenses receivable | Trade<br>and other receivables | |
| (1) | (1) | Reimbursement<br>of expenses payable | Trade<br>and other payables | |
| Total associates and joint ventures | 337 | 643 | ||
| CAMSA<br>and its subsidiaries | 1 | 1 | Reimbursement<br>of expenses receivable | Trade<br>and other payables |
| (660) | (205) | Reimbursement<br>of expenses receivable | Trade<br>and other receivables | |
| IRSA<br>Real Estate Strategies LP | - | 125 | Dividends<br>receivable | Trade<br>and other receivables |
| BHN<br>Vida | (20) | (56) | Leases<br>and/or rights of use receivable | Trade<br>and other payables |
| Other<br>related parties (i) | 39 | - | Other<br>liabilities | Trade<br>and other payables |
| (87) | - | Leases<br>and/or rights of use receivable | Trade<br>and other receivables | |
| - | (57) | Dividends<br>receivable | Trade<br>and other receivables | |
| 16 | 528 | Reimbursement<br>of expenses receivable | Trade<br>and other receivables | |
| Total other related parties | (711) | 336 | ||
| IFISA | 8 | 6 | Financial<br>operations receivable | Trade<br>and other receivables |
| 8 | 6 | |||
| Directors<br>and Senior Management | (28) | (145) | Fees<br>for services received | Trade<br>and other payables |
| - | 4 | |||
| Total Directors and Senior Management | (28) | (141) | ||
| Total | (394) | 844 |
(i)
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 three-month periods ended September 30, 2020 and 2019:
| Related party | 09.30.20 | 09.30.19 | Description of transaction |
|---|---|---|---|
| Agrofy<br>S.A. | - | 3 | Management<br>fees / Directory |
| BACS | 28 | - | Leases<br>and/or rights of use |
| (69) | - | Financial<br>operations | |
| Other<br>associates and joint ventures | - | 41 | Leases<br>and/or rights of use |
| - | (3) | Comissions | |
| Total associates and joint ventures | (41) | 41 | |
| CAMSA<br>and its subsidiaries | (470) | - | Management<br>fee |
| Other<br>related parties (i) | 13 | 40 | Leases<br>and/or rights of use |
| (20) | - | Fees<br>and remunerations | |
| (9) | - | Corporate<br>services | |
| (1) | (12) | Legal<br>services | |
| (6) | - | Financial<br>operations | |
| - | - | Comissions | |
| - | (14) | Donations | |
| Total other related parties | (493) | 14 | |
| IFISA | 2 | - | Financial<br>operations |
| Total Parent Company | 2 | - | |
| Directors | (515) | (155) | Compensation<br>of Directors and senior management |
| (10) | - | Fees<br>and remunerations | |
| Senior<br>Management | (7) | (8) | Compensation<br>of Directors and senior management |
| Total Directors and Senior Management | (532) | (163) | |
| Total | (1,064) | (108) |
(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
30
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The following is a summary of the transactions with related parties for the three-month periods ended September 30, 2020 and 2019:
| Related party | 09.30.20 | 09.30.19 | Description of transaction |
|---|---|---|---|
| Quality | 8 | 16 | Irrevocable<br>contributions |
| Manibil | - | 94 | Irrevocable<br>contributions |
| Total contributions | 8 | 110 | |
| Agro-Uranga<br>S.A. | 23 | 27 | Dividends<br>received |
| Uranga<br>trading | 10 | - | Dividends<br>received |
| Condor | - | 36 | Dividends<br>received |
| Total dividends received | 33 | 63 | |
| Inversiones<br>Financieras del Sur S.A. | 53 | - | Buy<br>and change of shares |
| Total other transactions | 53 | - |
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.
28.
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 and equipment | Note 8 - Investment properties |
|---|---|
| Note 9 - Property, plant and equipment | |
| Exhibit B - Intangible assets | Note 11 - Intangible assets |
| Exhibit C - Equity investments | Note 7 - Investments in associates and joint ventures |
| Exhibit D - Other investments | Note 15 - Financial instruments by category |
| Exhibit E - Provisions | Note 19 - Provisions |
| Exhibit F - Cost of sales and services provided | Note 29 - Cost of sales and services provided |
| Exhibit G - Foreign currency assets and liabilities | Note 30 - Foreign currency assets and liabilities |
29.
Cost of goods sold and services provided
| Description | Cost of sales and services from agricultural business<br>(i) | Cost of sales and services from sales and services from urban<br>properties and investment business (ii) | Total as of 09.30.20 | Total as of 09.30.19 |
|---|---|---|---|---|
| Inventories at the beginning of the period / year | 7,046 | 12,762 | 19,808 | 18,498 |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural products at the point of harvest | 573 | - | 573 | 509 |
| Changes<br>in the net realizable value of agricultural products after<br>harvest | 486 | - | 486 | 532 |
| Additions | 7 | - | 7 | - |
| Capitalized<br>finance costs | - | - | - | 45 |
| Currency<br>translation adjustment | (354) | 8,263 | 7,909 | 1,080 |
| Transfers | 5 | - | 5 | - |
| Harvest | 2,500 | - | 2,500 | 3,444 |
| Acquisitions<br>and classifications | 2,869 | 7,699 | 10,568 | 20,468 |
| Consume | (519) | - | (519) | (538) |
| Disposals<br>due to sales | - | (630) | (630) | (1,615) |
| Deconsolidation | - | (3,377) | (3,377) | 3,247 |
| Expenses<br>incurred | 971 | - | 971 | 800 |
| Inventories at the end of the period / year | (6,705) | (1,612) | (8,317) | (19,244) |
| Cost as of 09.30.20 | 6,879 | 23,105 | 29,984 | - |
| Cost as of 09.30.19 | 7,398 | 19,828 | - | 27,226 |
(i)
Includes biological assets (see Note 13).
(ii)
Includes trading properties (see Note 10).
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
30.
Foreign currency assets and liabilities
Book amounts of foreign currency assets and liabilities are as follows:
| Item (3) / Currency | Amount of foreign currency (2) | Prevailing exchange rate (1) | Total as of 09.30.20 | Total as of 06.30.20 |
|---|---|---|---|---|
| Assets | ||||
| Trade and other receivables | ||||
| US<br>Dollar | 42 | 75.98 | 3,195 | 4,970 |
| Euros | 0 | 88.97 | 10 | 947 |
| Chilean<br>Pesos | 3 | 1.79 | 5 | - |
| Trade and other receivables related parties | ||||
| US<br>Dollar | 0 | 75.98 | 28 | 322 |
| Total Trade and other receivables | 3,238 | 6,239 | ||
| Investment in financial assets | ||||
| US<br>Dollar | 7 | 75.98 | 547 | 4,166 |
| Pounds | 3 | 22.22 | 69 | 84 |
| Total Investment in financial assets | 616 | 4,250 | ||
| Derivative financial instruments | ||||
| US<br>Dollar | 0 | 75.98 | 10 | 88 |
| Total Derivative financial instruments | 10 | 88 | ||
| Cash and cash equivalents | ||||
| US<br>Dollar | 57 | 75.98 | 4,362 | 16,732 |
| Euros | 0 | 88.97 | 1 | 1,668 |
| Uruguayan<br>pesos | 13 | 1.79 | 23 | - |
| Total Cash and cash equivalents | 4,386 | 18,400 | ||
| Total Assets | 8,250 | 28,977 | ||
| Liabilities | ||||
| Trade and other payables | ||||
| US<br>Dollar | 200 | 76.18 | 15,203 | 15,811 |
| Euros | - | 98.49 | - | 328 |
| Chilean<br>pesos | 1 | 1.79 | 2 | - |
| Uruguayan<br>pesos | 1 | 76.18 | 76 | - |
| Total Trade and other payables | 15,281 | 16,139 | ||
| Borrowings | ||||
| US<br>Dollar | 641 | 76.18 | 48,825 | 99,246 |
| Total Borrowings | 48,825 | 99,246 | ||
| Derivative financial instruments | ||||
| US<br>Dollar | 9 | 76.18 | 698 | 310 |
| Total Derivative financial instruments | 698 | 310 | ||
| Total Liabilities | 64,804 | 115,695 |
(1)
Exchange rates as of September 30, 2020 and June 30, 2020, 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 15).
31.
Groups of assets and liabilities held for sale
The Group has certain assets and liabilities classified as held for sale. The following table presents the main ones:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Property,<br>plant and equipment | 709 | 39,529 |
| Intangible<br>assets | 11 | 1,475 |
| Investments<br>in associates | - | 241 |
| Deferred<br>income tax assets | - | 876 |
| Investment<br>properties | - | - |
| Income<br>tax credit | 4 | 3 |
| Inventories | 377 | 382 |
| Trade<br>and other receivables | 878 | 2,822 |
| Cash<br>and cash equivalents | 5 | 1,842 |
| Total group of assets held for sale | 1,984 | 47,170 |
| Trade<br>and other payables | 564 | 11,186 |
| Payroll<br>and social security liabilities | 136 | 536 |
| Employee<br>benefits | - | 416 |
| Deferred<br>and current income tax liabilities | 31 | 2,133 |
| Provisions | 10 | 13 |
| Borrowings | 843 | 11,175 |
| Total group of liabilities held for sale | 1,584 | 25,459 |
| Total net financial assets held for sale | 400 | 21,711 |
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
32.
Results from discontinued operations
The results of the discontinued operations include the IDBD / DIC operations which were deconsolidated in the current period (see Note 4) and the results of the comparative periods have been reclassified.
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Revenues | 27,124 | 27,100 |
| Costs | (22,008) | (18,143) |
| Gross profit | 5,116 | 8,957 |
| Net<br>gain from fair value adjustment of investment<br>properties | (20) | - |
| General<br>and administrative expenses | (3,122) | (2,569) |
| Selling<br>expenses | (2,974) | (3,185) |
| Other<br>operating results, net (i) | (1,867) | 19,881 |
| Profit from operations | (2,867) | 23,084 |
| Share<br>of profit of joint ventures and associates | 515 | (528) |
| Profit from operations before financing and taxation | (2,352) | 22,556 |
| Financial<br>income | 377 | 317 |
| Finance<br>costs | (4,946) | (7,321) |
| Other<br>financial results | 327 | (1,624) |
| Financial results, net | (4,242) | (8,628) |
| Profit before income tax | (6,594) | 13,928 |
| Income<br>tax | 198 | (41) |
| Profit for the period from discontinued operations | (6,396) | 13,887 |
| Profit for the period from discontinued operations attributable<br>to: | ||
| Equity<br>holders of the parent | (3,154) | 2,663 |
| Non-controlling<br>interest | (3,242) | 11,224 |
| Profit per share from discontinued operations attributable to<br>equity holders of the parent: | ||
| Basic | (6.315) | 5.475 |
| Diluted | (6.315) | 5.309 |
(i) As of September 30, 2020, corresponds mainly to the loss of control of IDBD; As of September 30, 2019, it mainly corresponds to the result from the loss of control of Gav-Yam and the fair value measurement of the remaining investment.
33.
Other relevant events of the period
Economic context in which the company operates
The Company does business in a complex framework due to the macroeconomic conditions, whose main variables have recently shown high volatility, and also due to regulatory, social and political conditions, both at a national and international level.
Its operating income may be affected by fluctuations in the inflation index and the argentine peso exchange rate against other currencies, mainly the dollar, variations in interest rates which have an impact on the cost of capital, changes in government policies, capital control and other political or economic developments both locally and internationally.
In December 2019, a new coronavirus strain (SARS-COV-2), causing a severe acute respiratory syndrome (COVID-19), appeared in Wuhan, China. On March 11, 2020, the World Health Organization declared COVID-19 a pandemic. In response, countries have taken extraordinary actions intended to prevent the spread of the virus, including, travel bans, border shutdowns, closing of non-essential businesses, instructions to residents to practice social distancing and implementation of lockdowns, among others. The ongoing pandemic and these extraordinary governmental actions are affecting the worldwide economy and have rendered global financial markets highly volatile.
The first case of COVID-19 in Argentina was reported on March 3, 2020 and until November 8, 2020, more than 1,200,000 cases of infections had been confirmed in Argentina. As a result, the Argentine the National Government implemented a series of health measures of social, preventive and mandatory isolation at the national level that began on March 19, 2020 and extended several times, most recently until November 8, 2020 inclusive in the Metropolitan Area of Buenos Aires although it has been extended in some cities in the interior of the country. Among this measures, that affected the local economy, the following stand out: the extension of the public emergency in health matters, the total closure of borders, the suspension of international and domestic flights, the suspension of medium and long-distance land transport, the suspension of artistic and sports shows, closure of businesses not considered essential, including shopping malls and hotels.
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
33
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
These measures have significantly affected Argentine companies, which have faced drops in income and the deterioration of their flow of payments. In this context, the Argentine Government announced several actions intended to tackle the financial crisis of the companies adversely affected by the COVID-19 pandemic. In addition to the stagnation of the Argentine economy, there is an international crisis caused by the COVID-19 pandemic. In view of this scenario, a severe downturn in the Argentine economy is expected.
After several negotiations between the Argentine Government and the bondholders, the Argentine Government announced the execution of an agreement in principle with the main groups of bondholders in order to avoid the default. On August 28, 2020, the Government informed that the holders of 93.55% of the aggregate outstanding principal amount of all bonds have accepted a debt exchange and, on August 31, 2020, the Argentine Government obtained the consents required to exchange and/or amend 99.01% of the aggregate outstanding principal amount of all series of eligible bonds. As of the date of these financial statements, the new bonds are already being traded on the market.
However, the Government still faces the challenge of arriving at a successful renegotiation of the debt with the IMF. A favorable outcome for Argentina and the restructuring of its debt with the IMF would have a positive impact on the Argentine economy in the mid- and long-term. On the contrary, failure to reach an agreement with foreign private creditors might lead Argentina to default on its sovereign debt and, as a result, this situation may trigger restrictions on the companies’ ability to obtain new financing.
At the local environment, the following circumstances may be noted:
●
In August 2020, an indicador called “Monthly Estimator of Economic Activity” (“EMAE”) reported by the National Institute of Statistics and Censuses (“INDEC”), registered a variation of (11.6%) compared to the same month of 2019, and from 1,1% compared to the previous month.
●
The market expectations survey prepared by Central Bank in October 2020, called the Market Expectations Survey (“REM” in Spanish), estimates a retail inflation of 35.8% for 2020. The analysts who confirm the REM forecast a variation in real GDP for 2020 of (11.6)%. In turn, they foresee that in 2021 economic activity will rebound in activity, reaching an economic growth of 4.5%.
●
The interannual inflation as of September 30, 2020 reached 36.6%.
●
In the period from September 2019 to September 2020, the argentine peso depreciated 32.3% compared to the US dollar at the average wholesale exchange rate quoted byBanco de la Nación Argentina. Given the exchange restrictions in force since August 2019, as of September 30, 2020 the exchange gap between the official peso/US dollar exchange rate and the peso/US dollar exchange rate offered in the black market is almost 82%. This has an impact on the level of economic activity and detrimentally affects the reserves of the of the Argentine Central Bank. In addition, the current foreign exchange restrictions or those that may be imposed in the future may impair the Company’s ability to access the Sole Free FX Market (Mercado Único Libre de Cambio or MULC) to purchase the currency required to meet its financial obligations.
On September 15, 2020, the Argentine Central Bank issued Communication “A” 7106 which establishes, among other things, that entities with principal maturities falling due between October 15, 2020 and March 31, 2021 related to the issuance of foreign-currency denominated publicly-registered debt securities in Argentina by private sector clients or by the entities themselves, must submit to the Argentine Central Bank a refinancing plan based on the following criteria: (a) the net amount for which access to the foreign exchange is granted within the original terms must not exceed 40% of the principal amount due, and (b) the remaining principal amount must have been refinanced through new foreign debt with an average life of at least 2 years. It is worth mentioning that for the maturities to be registered from the effective date of the communication (September 16, 2020) and until 12.31.2020, the refinancing plan must be submitted prior to 09.30.2020; and the submission deadline for the remaining maturities -between January 1, 2021 and March 31, 2021, must be submitted with a term of at least 30 calendar days before the maturity of the capital to be refinanced.
COVID-19 PANDEMIC
As described in the note on the economic context in which the Group operates, the COVID-19 pandemic is adversely impacting both the global economy and the Argentine economy and the Group's business.
The current estimated impacts of the COVID-19 pandemic on the Company as of the date of these financial statements are set out below:
The agricultural business of Cresud and its subsidiaries in Brazil, Paraguay and Bolivia continued to operate relatively normally; since the agricultural activity has been considered an essential activity in the countries where the Company operates. In any case, the effect of Covid-19 could cause changes in demand on a global scale and affect the prices of commodities in the international and local markets in the short term.
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
34
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
●
Because of the social, preventive and obligatory lockdown, shopping malls throughout the country were closed since March 20, 2020, exclusively remaining operational those stores dedicated to activities considered essential such as pharmacies, supermarkets and banks. The reopening of shopping malls in the interior of the country began during the months of May, June, and July. In August 2020, the Arcos District, an open-air premium outlet in the city of Buenos Aires, was opened and in October 2020, the Group’s shopping malls opened in the City and Greater Buenos Aires. As of October 31, 2020, all the Group’s shopping malls were open operating under strict protocols. However, the uncertainty of the situation could cause setbacks in the openings already made, as happened in some shopping malls in the interior of the country in previous months due to the increase in cases in those regions.
●
Given the closure of the shopping malls, the Group has decided to condone the billing and collection of the Insured Monthly Value until September 30, 2020, with some exceptions and to subsidize the collective promotion fund during the same period, prioritizing the long-term relationship with its tenants. Additionally, an increase in the delinquency rates of some tenants has been detected. As a result of the above, the impact on shopping malls is a 82.4% decrease in rental and service income during the first quarter of fiscal year 2021 compared to the same period of last fiscal year, and a 12.6% increase compared to the immediately preceding quarter. Additionally, the charge for bad debts in the first quarter of fiscal year 2012 is ARS 40 million and ARS 37 million in the same period of previous fiscal year.
●
In relation to the offices business, although most of the tenants are working in the home office mode, they are operational with strict safety and hygiene protocols. To date, we have not evidenced a deterioration in collections.
●
La Rural, the Buenos Aires and Punta del Este Convention Centers and the DIRECTV Arena stadium, establishments that the Group owns directly or indirectly, have also been closed since March 20. All planned congresses were suspended, most of the fairs and conventions have been postponed, while the shows scheduled at the DIRECTV Arena stadium were mostly cancelled. The reopening date of these establishments is uncertain, as well as the future agenda of fairs, conventions and shows.
●
The Libertador hotel in the City of Buenos Aires and Llao Llao in the province of Río Negro have temporarily closed since the mandatory lockdown decreed in March 2020, while the Intercontinental Hotel in the City of Buenos Aires has worked only under a contingency and emergency plan. As a result of the above, the impact on these financial statements is a 99% decrease in revenues compared to same period of previous fiscal year After the end of first quarter of fiscal year 2021, on November 16, the Llao Llao Hotel opened its doors operating under strict protocols. It is expected that the hotels in the city of Buenos Aires will gradually begin to restart their activity in the coming months.
Regarding the Group's debt maturities during the first quarter of fiscal year 2021, IRSA, in the month of May and July 2020, has issued Notes in the local market for the approximate sum of USD 105.4 million. With those proceeds, IRSA canceled its Notes maturing in July and August 2020. Regarding IRSA CP, it has cancelled its Series IV Notes on September 14.
After the end of the quarter, in November 2020, the Group had Notes maturities within the period contemplated by provision “A” 7106 of the Central Bank of the Argentine Republic mentioned above. Namely, Cresud Series XXIV for a nominal value of USD 73.6 million with maturity on November 14, 2020 and IRSA Series I for a nominal value of USD 181.5 million with maturity on November 15, 2020, as well as other debts banking. Cresud and IRSA presented a proposal to the BCRA within the corresponding deadlines and carried out exchange operations for said Negotiable Obligations. Cresud through the cash cancellation of USD 29.2 million and the issuance of two new Notes Series XXXI and Series XXXII for a nominal value of USD 1.3 million and USD 34.3 million. For its part, IRSA did it through the cash cancellation of USD 72.6 million and the issuance of two new Notes Series VIII and Series IX for a nominal value of USD 31.7 million and USD 80.7 million (including USD 6.5 million for new money)
Regarding the financial debt of the Group in the next 12 months:
●
Cresud faces the maturity of its Series XXVI Notes in January 2021 for a nominal value of ARS 995 million (approximately USD 13.1 million), Series XXVIII in April 2021 for a nominal value of USD 27.5 million and Series XXV and XXVII in July 2021 for a nominal value of USD 59.6 million and USD 5.7 million respectively. Likewise, Cresud has bank overdrafts for USD 24.8 million and other banking debt for USD 64.4 million. As of September 30, it had a liquidity position of approximately USD 71.9 million.
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
35
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
●
Our subsidiary IRSA faces the maturity of its Series III Notes for a nominal value of ARS 354 million (equivalent to USD 4.6 million) maturing on February 21, 2021, Series IV Notes for a nominal value of USD 51.4 million maturing on May 21, 2021, Series VI Notes for a nominal value of ARS 335 million (equivalent to USD 4.4 million) maturing on July 21, 2021, bank overdrafts for an amount equivalent to USD 22.0 million and other banking debt for USD 11.8 million. For its part, IRSA CP has maturities of banking debt for the approximate sum of USD 72.7 million.
●
It is important to mention that IRSA has approved with IRSA CP a credit line for up to USD 180 million over 3 years, of which as of September 30, 2020 IRSA used approximately USD 104.5 million, leaving the balance available. Additionally, at the Annual Shareholders Meeting, held on October 26, 2020, IRSA CP approved the distribution of a cash dividend of ARS 9,700 million that will be paid on November 25. As of September 30, IRSA owned an 80.65% stake in IRSA CP.
The final extent of the Coronavirus outbreak and its impact on the country's economy is unknown and difficult to fully predict. However, although it has produced significant short-term effects, they are not expected to affect business continuity and the Company’s ability to meet financial commitments for the next twelve months.
The Company is closely monitoring the situation and taking all necessary measures to preserve human life and the Group's businesses.
34.
Subsequent events
FyO - Dividend Distribution
On October 9, 2020, the shareholders' meeting was held in which the financial statements for the year-end were approved and the distribution of a cash dividend of US$ 3 was approved, of which US$ 1.5 (equivalent to Ps. 116) correspond to Cresud.
FyO Acopio - Distribution of dividends
On October 9, 2020, the shareholders' meeting was held in which the financial statements for the year-end were approved and the distribution of a cash dividend for $ 154 was approved, of which Ps. 3.4 correspond to Cresud.
Notes Issuance – Exchange Offer Series XXIV Notes - BCRA “A” 7106 Communication
On November 12, 2020, the company carried out an exchange operation of its Series XXIV Notes, for a nominal value of USD 73.6 million.
Nominal Value of Existing Notes presented and accepted for the Exchange (for both Series): approximately USD 65.1 million which represents 88.41% acceptance, through the participation of 1,098 orders.
●
Series XXXI: Face Value of Existing Notes presented and accepted for the Exchange: approximately USD 30.8 million.
Nominal Value to be Issued: approximately USD 1.3 million.
Issuance Price: 100% nominal value.
Maturity Date: It will be November 12, 2023.
Consideration of the Exchange Offer: eligible holders whose existing notes have been accepted for the Exchange by the Company, will receive for every USD 1 submitted to the Exchange, the accrued interest of the existing notes until the settlement and issue date and the following:
■
A sum of money of approximately USD 29.4 million for repayment of capital of such existing notes presented to the Exchange, in cash, in United States Dollars, which will be equivalent to USD 0.95741755 for each USD 1 of existing notes presented to the Exchange; and
■
The remaining amount until completing 1 USD for each 1 USD of existing notes presented to the Exchange, in notes Series XXXI.
Annual Nominal Fixed Interest Rate: 9.00%.
Amortization: The capital of the Series XXXI Notes will be amortized in 3 annual installments (33% of the capital on November 12, 2021, 33% of the capital on November 12, 2022, 34% of the capital on the maturity date of Series XXXI).
Interest Payment Dates: Interest will be paid quarterly for the expired period as of the issue and settlement date.
Payment Address: Payment will be made to an account at Argentine Securities Commission in the Autonomous City of Buenos Aires
36
●
Series XXXII: Face Value of Existing Notes presented and accepted for the Exchange: approximately USD 34.3 million.
Nominal Value to be Issued: approximately USD 34.3 million.
Issuance Price: 100% nominal value.
Maturity Date: It will be November 12, 2022.
Consideration of the Exchange Offer: the eligible holders whose existing notes have been accepted for the Exchange by the Company, will receive Series XXXII Notes for 100% of the capital amount presented for exchange and accepted by the Company and the accrued interest of the existing notes until the settlement and issue date.
Early Bird: will consist of the payment of USD 0.02 for each USD 1 of existing notes delivered and accepted in the Exchange on or before the deadline date to Access the Early Bird. Said consideration will be paid in Pesos on the issue and settlement date according to the exchange rate published by Communication “A” 3500 of the Central Bank of Argentina on the business day prior to the expiration date of the Exchange, which is ARS 79.3433 for each USD 1 of Existing Notes delivered and accepted in the Exchange.
Annual Nominal Fixed Interest Rate: 9.00%.
Amortization: The capital of the Series XXXII Notes will be amortized in one installment on the maturity date.
Interest Payment Dates: Interest will be paid quarterly for the expired period from the issuance and settlement date.
Payment Address: Payment will be made to an account at Argentine Securities Commission in New York, United States, for which purpose the Company will make US dollars available to an account reported by the Argentine Securities Commission in said jurisdiction.
Cancellation Cresud’s Series XXIV Notes
In relation to the Exchange Offer ended on November 10, 2020, and as a result of the settlement of said Exchange, on November 16, 2020, the Company made a partial cancellation for a V.N. of US$ 65 of Negotiable Obligations Class XXIV. After the cancellation the V.N. in circulation was US$ 8, which was paid in full on November 16, 2020.
Exchange of IRSA’s debentures
On November 12, 2020, IRSA carried out an exchange operation of its Series I Notes, for a nominal value of USD 181.5 million
Nominal Value of Existing Notes presented and accepted for the Exchange (for both Series): approximately USD 178.5 which represents 98.31% acceptance, through the participation of 6,571 orders.
●
Series VIII: Face Value of Existing Notes presented and accepted for the Exchange: approximately USD 104.3 million.
-
Nominal Value to be Issued: approximately USD 31.7 million.
-
Issuance Price: 100% nominal value.
-
Maturity Date: It will be November 12, 2023.
-
Consideration of the Exchange Offer: eligible holders whose existing notes have been accepted for the Exchange by the Company, will receive for every USD 1 submitted to the Exchange, the accrued interest of the existing notes until the settlement and issue date and the following:
A sum of money of approximately USD 72,6 million for repayment of capital of such existing notes presented to the Exchange, in cash, in United States Dollars, which will be equivalent to USD 0.69622593 for each USD 1 of existing notes presented to the Exchange; and
The remaining amount until completing 1 USD for each 1 USD of existing notes presented to the Exchange, in notes Series VIII.
-
Annual Nominal Fixed Interest Rate: 10.00%.
-
Amortization: The capital of the Series VIII Notes will be amortized in 3 annual installments (33% of the capital on November 12, 2021, 33% of the capital on November 12, 2022, 34% of the capital on the maturity date of Series VIII).
-
Interest Payment Dates: Interest will be paid quarterly for the expired period as of the issue and settlement date.
-
Payment Address: Payment will be made to an account at Argentine Securities Commission in the Autonomous City of Buenos Aires
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
●
Series IX: Face Value of Existing Notes presented and accepted for the Exchange: approximately USD 74.2 million.
-
Nominal Value to be Issued (together with the Face Value to be issued as a result of the cash subscription): approximately USD 80.7 million.
-
Issuance Price: 100% nominal value.
-
Maturity Date: It will be March 1, 2023.
-
Consideration of the Exchange Offer: the eligible holders whose existing notes have been accepted for the Exchange by the Company, will receive Series IX Notes for 100% of the capital amount presented for exchange and accepted by the Company and the accrued interest of the existing notes until the settlement and issue date.
-
Early Bird: will consist of the payment of USD 0.02 for each USD 1 of existing notes delivered and accepted in the Exchange on or before the deadline date to Access the Early Bird. Said consideration will be paid in Pesos on the issue and settlement date according to the exchange rate published by Communication “A” 3500 of the Central Bank of Argentina on the business day prior to the expiration date of the Exchange, which is ARS 79.3433 for each USD 1 of Existing Notes delivered and accepted in the Exchange.
-
Annual Nominal Fixed Interest Rate: 10.00%.
-
Amortization: The capital of the Series IX Notes will be amortized in one installment on the maturity date.
-
Interest Payment Dates: Interest will be paid quarterly for the expired period from the issuance and settlement date.
-
Payment Address: Payment will be made to an account at Argentine Securities Commission in New York, United States, for which purpose the Company will make US dollars available to an account reported by the Argentine Securities Commission in said jurisdiction.
●
Modifications to the Terms of the Existing Notes: Considering that consent has been obtained for an amount greater than 90% of the existing notes capital, the Company has modified and replaced the following essential and non-essential terms and conditions of the existing notes.
-
By virtue of the implementation of the Proposed Non-Essential Modifications, the entire section of "Certain Commitments" and "Events of Default" is eliminated from the terms and conditions set forth in the prospectus supplements dated May 2, 2019 and dated July 25, 2019 corresponding to the existing notes.
-
Additionally, pursuant to the implementation of the Proposed Essential Modifications, the following terms and conditions of the Existing Notes are modified and replaced:
Expiration Date: It will be March 1, 2023.
Interest Payment Dates: will be the same dates reported for Class IX in the Notice of Results.
-
It is clarified that the terms and conditions of the Series I Notes not modified by the Proposed Essential Modifications and the Proposed Non-Essential Modifications will maintain their full validity.
Boston Tower Office Floors Sale
On November 5, 2020, IRSA Commercial Properties sold and transferred 4 additional floors for a gross rental area of approximately 3,892 sqm and 15 garage units located in the building. The transaction price was approximately Ps. 1,812 (USD 22.9 million).
Finally, on November 12, 2020, the Company sold and transferred the last 3 floors with a rental area of 3,266 m2, a retail store of 228 m2 and 15 parking spaces for a total price of approximately Ps. 1,521 (USD 19.1 million)
Loan to related party
On October 23, 2020, Dolphin Netherlands has granted a loan to Yad Leviim Ltd. for a term of 60 days, in a principal amount of USD 16,250,000 at a rate interest of 5% per year. Yad Leviim Ltd. is a company controlling by Eduardo Elsztain.
38
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 of Buenos Aires
Tax Registration Number: 30-50930070-0
Introduction
We have reviewed the accompanying unaudited condensed interim consolidated financial statements of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria and its subsidiaries (“the Company”), which comprise the unaudited condensed interim consolidated statement of financial position at September 30, 2020, the unaudited condensed interim consolidated statements of income and other comprehensive income, of changes in shareholders’ equity and of cash flows for the three-month period then ended, and selected explanatory notes.
The balances and other information for the fiscal year ended on June 30, 2020 and its interim periods are an integral part of the financial statements mentioned above; therefore, they must be considered in connection with these financial statements.
Management’s 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 International Financial Reporting Standards, adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) as professional accounting standards and included by the National Securities Commission (CNV) in its regulations, as approved by the International Accounting Standards Board (IASB), and is therefore responsible for the preparation and presentation of the unaudited condensed interim consolidated financial statements mentioned in the first paragraph, in accordance with International Accounting Standard 34 Interim Financial Information (IAS 34).
Scope of our review
Our review was limited to the application of the procedures established under International Standards on Review Engagements ISRE 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity, adopted as a review standard in Argentina by Technical Pronouncement No. 33 of the FACPCE and approved by the International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists of inquiries of Company staff responsible for preparing the information included in the unaudited condensed interim consolidated financial statements and of analytical and other review procedures. This 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 and the consolidated statements of income and other comprehensive income and of cash flows of the Company.
39
Conclusion
On the basis of our review, nothing has come to our attention that causes us to believe that the unaudited condensed interim consolidated financial statements mentioned in the first paragraph of this report have not been prepared, in all material respects, in accordance with International Accounting Standard 34 Interim financial reporting.
Emphasis of matter paragraph – Loss of control of subsidiaries in Israel
Without modifying our conclusion, we draw attention to the information included in Note 1 to the accompanying unaudited condensed interim consolidated financial statements regarding the loss of control of IDBD and DIC, subsidiaries of the Operations Center in Israel.
Report on compliance with current regulations
In accordance with current regulations, we report, in connection with 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 in the process of being transcribed into the Inventory and Balance Sheet book and, except for the above mentioned situation, as regards those matters that are within our competence, they are in compliance with the provisions of the General Companies Law and pertinent resolutions of the National Securities Commission;
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 aspects in accordance with legal requirements;
c) we have read the Business Summary (“Reseña Informativa”), on which we have no observations to make regarding matters that are within our competence;
d) at September 30, 2020 the debt of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria accrued in favor of the Argentine Integrated Social Security System, as shown by the Company’s accounting records, amounted to ARS 42,766,133, which is not due at that date.
Autonomous City of Buenos Aires, November 19, 2020
| PRICE<br>WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br>(Partner) |
|---|
| C.P.C.E.C.A.B.A. V° 1 F° 17 |
| Walter Zablocky Public Accountant (UNLP)<br><br><br>C.P.C.E.C.A.B.A. V. 340 F. 156 |
40
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Financial Statements as of September 30, 2020 and for the period of three months ending on that date, presented in comparative form.
41
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Financial Position
as of September 30, 2020, and June 30, 2020
(All amounts in millions of Argentine Pesos, except as otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.20 | 06.30.20 | |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Investment<br>properties | 7 | 116 | 116 |
| Property,<br>plant and equipment | 8 | 6,458 | 6,472 |
| Intangible<br>assets | 9 | 220 | 224 |
| Right<br>of use assets | 10 | 1,517 | 812 |
| Biological<br>assets | 11 | 1,666 | 1,543 |
| Investments<br>in subsidiaries, associates and joint ventures | 6 | 59,199 | 51,728 |
| Income<br>tax and minimum presumed income tax credit | 38 | 41 | |
| Trade<br>and other receivables | 14 | 813 | 880 |
| Total Non-current assets | 70,027 | 61,816 | |
| Current assets | |||
| Biological<br>assets | 11 | 812 | 1,184 |
| Inventories | 12 | 1,915 | 2,202 |
| Trade<br>and other receivables | 14 | 3,242 | 2,671 |
| Investment<br>in financial assets | 13 | 696 | 54 |
| Cash<br>and cash equivalents | 13 | 3,118 | 6,119 |
| Total Current assets | 9,783 | 12,230 | |
| TOTAL ASSETS | 79,810 | 74,046 | |
| SHAREHOLDERS’ EQUITY | |||
| Shareholders´<br>equity (according to corresponding statements) | 30,741 | 25,005 | |
| TOTAL SHAREHOLDERS' EQUITY | 30,741 | 25,005 | |
| LIABILITIES | |||
| Non-current liabilities | |||
| Borrowings | 18 | 18,703 | 22,025 |
| Deferred<br>tax liabilities | 19 | 4,049 | 4,028 |
| Provisions | 17 | 9 | 10 |
| Lease<br>Liabilities | 436 | 211 | |
| Total Non-current liabilities | 23,197 | 26,274 | |
| Current liabilities | |||
| Trade<br>and other payables | 16 | 2,998 | 2,144 |
| Payroll<br>and social security liabilities | 183 | 211 | |
| Borrowings | 18 | 21,432 | 19,901 |
| Derivative<br>financial instruments | 13 | 489 | 34 |
| Provisions | 17 | 3 | 3 |
| Lease<br>Liabilities | 767 | 474 | |
| Total Current liabilities | 25,872 | 22,767 | |
| TOTAL LIABILITIES | 49,069 | 49,041 | |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 79,810 | 74,046 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
42
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Income and Other Comprehensive Income for three-month period ended September 30, 2020 and 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 | 09.30.20 | 09.30.19 | |
|---|---|---|---|
| Revenues | 20 | 2,372 | 3,059 |
| Costs | 21 | (1,891) | (2,450) |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural products at the point of harvest | (108) | (231) | |
| Changes<br>in the net realizable value of agricultural products after<br>harvest | 294 | 555 | |
| Gross profit | 667 | 933 | |
| Net<br>gain from fair value adjustment of investment<br>properties | - | 25 | |
| General<br>and administrative expenses | 22 | (147) | (126) |
| Selling<br>expenses | 22 | (338) | (473) |
| Other<br>operating results, net | 23 | (408) | 98 |
| Management<br>fees | (470) | - | |
| (Loss) / Profit from operations | (696) | 457 | |
| Share<br>of gains of subsidiaries, associates and joint<br>ventures | 6 | 5,997 | 3,872 |
| Profit before financing and taxation | 5,301 | 4,329 | |
| Finance<br>income | 24 | 165 | 3 |
| Finance<br>costs | 24 | (969) | (950) |
| Other<br>financial results | 24 | (455) | (6,597) |
| Inflation<br>Adjustment | 24 | 208 | 3 |
| Financial<br>results, net | 24 | (1,051) | (7,541) |
| Profit / (Loss) before income tax | 4,250 | (3,212) | |
| Income<br>tax | 19 | (21) | 17 |
| Profit / (Loss) for the period | 4,229 | (3,195) | |
| Other<br>comprehensive (loss) / income: | |||
| Items that may be reclassified subsequently to profit or<br>loss: | |||
| Foreing<br>exchange results on cash and changes in fair value of cash<br>equivalents | (2,183) | 878 | |
| Participation<br>in other comprehensive results of subsidiaries and<br>associates | (18) | (48) | |
| Other comprehensive (loss) / income for the period | (2,201) | 830 | |
| Income / (Loss) and Other Comprehensive Income / (Income) for<br>the period | 2,028 | (2,365) | |
| Profit / (loss) per share attributable to equity holders of the<br>parent during the period: | |||
| Basic | 8.468 | (6.571) | |
| Diluted | 8.217 | (6.571)(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.
43
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Changes in Shareholders’ Equity
for the three-month period ended September 30, 2020
(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 shares<br>(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, 2020 | 499 | 3 | 10,572 | 11,403 | 97 | 402 | 1,601 | 954 | (526) | 25,005 |
| Profit<br>for the period | - | - | - | - | - | - | - | - | 4,229 | 4,229 |
| Other<br>comprehensive loss for the period | - | - | - | - | - | - | - | (2,201) | - | (2,201) |
| Total comprehensive income / (loss) for the period | - | - | - | - | - | - | - | (2,201) | 4,229 | 2,028 |
| Others<br>changes in equity | - | - | - | - | - | - | - | 3,687 | - | 3,687 |
| Changes<br>in non-controlling interest | - | - | - | - | - | - | - | 21 | - | 21 |
| Balance as of September 30, 2020 | 499 | 3 | 10,572 | 11,403 | 97 | 402 | 1,601 | 2,461 | 3,703 | 30,741 |
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 September 30, 2020 and June 30, 2020, respectively.
(ii) Corresponding to General Resolution 609/12 of the National Securities Commission.
(iii) Group’s Other reserves at September 30, 2020 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, 2020 | (161) | (3,711) | 3,237 | 878 | 532 | - | 72 | 107 | 954 |
| Other<br>comprehensive loss for the period | - | - | (2,183) | (18) | - | - | - | - | (2,201) |
| Total comprehensive loss for the period | - | - | (2,183) | (18) | - | - | - | - | (2,201) |
| Others<br>changes in equity | - | (32) | 3,136 | 655 | - | - | (72) | - | 3,687 |
| Changes<br>in non-controlling interest | - | 21 | - | - | - | - | - | - | 21 |
| Balance as of September 30, 2020 | (161) | (3,722) | 4,190 | 1,515 | 532 | - | - | 107 | 2,461 |
44
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Changes in Shareholders’ Equity
for the three-month period ended September 30, 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 shares<br>(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 | 10,573 | 11,403 | 98 | 402 | 6,347 | 38,624 | (42,424) | 25,525 |
| Adjustments<br>previous periods (NIIF 16) | - | - | - | - | - | - | - | - | (778) | (778) |
| Adjusted balance as of June 30, 2019 | 486 | 16 | 10,573 | 11,403 | 98 | 402 | 6,347 | 38,624 | (43,202) | 24,747 |
| Loss<br>for the period | - | - | - | - | - | - | - | - | (3,195) | (3,195) |
| Other<br>comprehensive loss for the period | - | - | - | - | - | - | - | 830 | - | 830 |
| Total comprehensive (loss) income for the period | - | - | - | - | - | - | - | 830 | (3,195) | (2,365) |
| Reserve<br>for share-based payments | - | - | - | - | - | - | - | 12 | - | 12 |
| Changes<br>in non-controlling interest | - | - | - | - | - | - | - | (116) | - | (116) |
| Changes<br>in interest in subsidiaries | - | - | - | - | - | - | - | 15 | - | 15 |
| Balance as of September 30, 2019 | 486 | 16 | 10,573 | 11,403 | 98 | 402 | 6,347 | 39,365 | (46,397) | 22,293 |
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 September 30, 2019 and June 30, 2019, respectively.
(ii) Corresponding to General Resolution 609/12 of the National Securities Commission.
(iii) Group’s Other reserves at September 30, 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 | (1,791) | (3,611) | 4,922 | 797 | 517 | 37,675 | 8 | 107 | 38,624 |
| Other<br>comprehensive income for the period | - | - | 878 | (48) | - | - | - | - | 830 |
| Total comprehensive income for the period | - | - | 878 | (48) | - | - | - | - | 830 |
| Reserve<br>for share-based payments | - | - | - | - | 12 | - | - | - | 12 |
| Changes<br>in non-controlling interest | - | (116) | - | - | - | - | - | - | (116) |
| Changes<br>in interest in subsidiaries | - | - | - | 15 | - | - | - | - | 15 |
| Balance as of September 30, 2019 | (1,791) | (3,727) | 5,800 | 764 | 529 | 37,675 | 8 | 107 | 39,365 |
45
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Unaudited Condensed Interim Separate Statements of Cash Flows
for the three-month periods ended September 30, 2020 and 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 | 09.30.20 | 09.30.19 | |
|---|---|---|---|
| Operating activities: | |||
| Cash<br>(used in) / generated from operations | 15 | (346) | 537 |
| Net cash (used in) / generated from operating<br>activities | (346) | 537 | |
| Investing activities: | |||
| Capital<br>contribution to subsidiaries, associates and joint<br>ventures | 6 | - | (205) |
| Acquisition<br>of property, plant and equipment | 8 | (24) | (105) |
| Proceeds<br>from sale of property, plant and equipment | 2 | 5 | |
| Acquisition<br>of Intangible assets | 9 | - | (4) |
| Acquisition<br>of investment in financial instruments | (900) | (159) | |
| Proceeds<br>from disposals of investment in financial assets | 232 | 223 | |
| Advance<br>payments | (3) | (7) | |
| Dividends<br>received | 15 | 30 | |
| Loans<br>granted to subsidiaries, associates and joint ventures | (259) | - | |
| Net cash (used in) / generated from investing<br>activities | (937) | (222) | |
| Financing activities: | |||
| Repurchase<br>of non-convertible notes | - | (617) | |
| Borrowings<br>and issue ON | 1,879 | 2,303 | |
| Payment<br>of borrowings and ON | (529) | (261) | |
| Payments<br>of short-term loans, net | (2,810) | (968) | |
| Proceeds<br>/ (Payments) from derivative financial instruments | 106 | (29) | |
| Interest<br>paid | (858) | (420) | |
| Net cash (used in) / generated from financing<br>activities | (2,212) | 8 | |
| Net (decrease) / increase in cash and cash equivalents | (3,495) | 323 | |
| Cash<br>and cash equivalents at beginning of the period | 6,119 | 157 | |
| Result<br>from exposure to inflation on cash and cash<br>equivalents | 3 | 82 | |
| Currency<br>translation adjustment on cash and cash equivalents | 491 | 78 | |
| Cash and cash equivalents at the end of the period | 3,118 | 640 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
46
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, theshares 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 November 19, 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 used 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, 2020.
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 thatis 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.
47
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.
2.1.
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, 2020.
48
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
2.1.
Comparative information
The balances as of June 30, 2020 and September 30, 2019, which are disclosed for comparative purposes, arise from the financial statements at such dates restated in accordance with IAS 29.
2.2.
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, 2020, described in Note 3 to them.
2.
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.
3.
Acquisitions and disposals
See summary of acquisitions and additional disposals of the Company for the three-month period ended September 30, 2020 in Note 4 to Unaudited Condensed Interim Consolidated Financial Statements.
4.
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, 2020. 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, 2020, 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.
49
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 (such as the pledges granted by IDBD over part of its shareholding in DIC) do not have recursive effects against Cresud, nor has Cresud guaranteed it with its assets, Cresud's financial risk related to this investment.
IDBD's financial condition as of June 30, 2020 had a deficit in shareholders’ equity, ongoing negative cash flows from continuing operating activities activities and a low credit rating. IDBD´s cash flow required to meet its liabilities, including short-term liabilities is based on the financial support of its controlling shareholder (Dolphin Netherlands BV) and on the realization of assets which the realization date is not under IDBD´s control. As a result of the above, IDBD has been into negotiations with its creditors in order to restructure its financial debt on more favorable terms. As a result, the Company recognized an impairment loss of Ps. 2,160 in its separate financial statements as of June 30, 2020, equivalent to the net value of its investment in IDBD and DIC as of that date.
As of June 30, 2020, the aggregate principal amount of the (i) IDBD Series 9 Bonds was NIS 901 million (“Series 9”), (ii) IDBD Series 14 Bonds was NIS 889 million collateralized by DIC shares owned directly or indirectly by IDBD representing 70% of the share capital of DIC (“Series 14”), (iii) IDBD Series 15 Bonds was NIS 238 million collateralized by shares of Clal representing 5% of the share capital of Clal (“Series 15”).
As no agreement has been reached, on September 17, 2020, the Series 9 trustee submitted to the District Court in Tel-Aviv-Jaffa (the "Court") a petition to grant an order for the opening of proceedings for IDBD pursuant to the Insolvency and Economic Rehabilitation Law, 5778 – 2018 and to instruct the appointment of a trustee for IDBD pursuant to Section 43 and to grant the trustee any and all authority over the decision making of IDBD.
On September 21, 2020, the Series 14 bond holders approved the immediate fully payment of the remaining balances of such serie.
On September 22, 2020, IDBD and Dolphin Netherlands B.V. submitted an initial response to the Petition, arguing that it is in the best interest of IDBD and its creditors to exhaust the negotiations among the controlling shareholder and its creditors during a short period with the aim to maximize the value of its assets, avoid costs and additional negative effects.
In addition, responses by the Series 14 trustee and the Series 15 trustee were filed requesting the enforcement of liens and the appointment of a receiver as well as an urgent hearing, which was scheduled for September 24, 2020.
On September 25, 2020, the Court resolved that IDBD is insolvent and therefore it resolved to grant all three orders requested and accordingly, issued an order for the initiation of proceedings and liquidation of IDBD, and has appointed a liquidator to IDBD and interim receivers over the Pledged DIC and Clal Shares.
Under IFRS 10 “Consolidated Financial Statements” (“IFRS 10”), an investor controls an investee if and only if the investor has all the following: a) power over the investee; b) exposure, or rights, to variable returns from its involvement with the investee; and c) the ability to use its power over the investee to affect the amount of the investor’s returns. Based on the facts and circumstances outlined above, our management believe that, as from September 25, 2020, IRSA lost control over IDBD and DIC and consequently it derecognized the reserves disclosed in other comprehensive income associated with said investments, recognizing a loss of Ps. 2,904 in the three-month period ended September 30, 2020.
To date, we are analyzing together with our local and international advisors the judicial decision, of September 25, 2020 and its alternatives.
50
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
Set out below are the changes in Company’s investment in subsidiaries andassociates for the three-month period ended September 30, 2020 and for the fiscal year ended June 30, 2020:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Beginning of the period / year | 51,728 | 44,105 |
| Dividends<br>in shares received from subsidiaries | - | 325 |
| Capital<br>contribution | - | 6,778 |
| Sale<br>of interest in subsidiaries | - | (6,489) |
| Increase<br>of interest in subsidiaries, associates and joint<br>ventures | - | 9 |
| Share<br>of profit of subsidiaries and associates | 5,997 | 10,276 |
| Foreign<br>exchange gains | (2,183) | (1,685) |
| Others<br>changes in subsidiaries’ and associates´<br>equity | 3,687 | (48) |
| Adjustments<br>previous periods (IFRS 16 y IAS 28) | - | (876) |
| Other<br>comprehensive (loss) / income | (18) | 61 |
| Share<br>of changes in subsidiaries’ and associates´<br>equity | 21 | 3 |
| Reserve<br>for share-based payments | - | (3) |
| Dividends<br>distributed | (33) | (728) |
| End of the period / year | 59,199 | 51,728 |
(i)
Includes the effect of changes in subsidiaries as consequence of repurchase of equity interest.
See changes in Company’s investment in associates and joint ventures for the three-month period ended September 30, 2020 in Note 7 to the Unaudited Condensed Interim Consolidated Financial Statements and for the year ended June 30, 2020 in Note 8 to the Annual Consolidated Financial Statements.
| % of ownership interest | Registered value | Entity's interest in comprehensive income / (loss) | ||||
|---|---|---|---|---|---|---|
| Name of the entity | 09.30.20 | 06.30.20 | 09.30.20 | 06.30.20 | 09.30.20 | 09.30.19 |
| Subsidiaries | ||||||
| Brasilagro<br>Companhia Brasileira de Propriedades Agrícolas | 2.25% | 2.25% | 822 | 789 | 32 | 1,330 |
| Agropecuaria<br>Santa Cruz de la Sierra S.A. (formerly Doneldon S.A.) | 100.00% | 100.00% | 1,830 | 1,776 | 54 | 308 |
| Futuros<br>y Opciones.Com S.A. | 50.10% | 50.10% | 540 | 492 | 48 | 159 |
| Amauta<br>Agro S.A. (formerly FyO Trading S.A.) | 2.20% | 2.20% | 1 | 1 | - | - |
| FyO<br>Acopio S.A. (formerly Granos Olavarría S.A.) | 2.20% | 2.20% | 11 | 11 | 1 | 3 |
| Helmir<br>S.A. | 100.00% | 100.00% | 10,230 | 9,690 | 519 | 455 |
| Sociedad<br>Anómina Carnes Pampeanas S.A. | 99.70% | 99.70% | 280 | 294 | (13) | (38) |
| IRSA<br>Inversiones y Representaciones Sociedad Anónima | 61.91% | 61.95% | 43,461 | 36,933 | 3,494 | 2,405 |
| IRSA<br>Propiedades Comerciales S.A. | 2.62% | 2.62% | 1,614 | 1,291 | 324 | 62 |
| Total Subsidiaries | 58,789 | 51,277 | 4,459 | 4,684 | ||
| Associates | ||||||
| Agrouranga<br>S.A. | 35.72% | 35.72% | 323 | 359 | (13) | 10 |
| Uranga<br>Trading S.A. | 35.72% | 35.72% | 87 | 92 | 5 | 8 |
| Total Associates | 410 | 451 | (8) | 18 | ||
| Total Investments in subsidiaries, associates and join<br>ventures | 59,199 | 51,728 | 4,451 | 4,702 |
51
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
| Last financial statement issued | |||||||
|---|---|---|---|---|---|---|---|
| Name of the entity | Market value as of 09.30.20 | 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<br>Companhia Brasileira de Propriedades Agrícolas | 21.70 | Brazil | Agricultural | 1,334,400 | 2,497 | 1,232 | 20,140 |
| Agropecuaria<br>Santa Cruz de la Sierra S.A. (formerly Doneldon S.A.) | Not publicly traded | Uruguay | Investment | 270,749,722 | 271 | 45 | 1,830 |
| Futuros<br>y Opciones.Com S.A. | Not publicly traded | Argentina | Brokerage | 817,683 | 2 | 96 | 1,077 |
| Amauta<br>Agro S.A. (formerly FyO Trading S.A.) | Not publicly traded | Argentina | Brokerage | 11,264 | 1 | (15) | 51 |
| FyO<br>Acopio S.A. (formerly Granos Olavarría S.A.) | Not publicly traded | Argentina | Warehousing<br>and Brokerage | 506,440 | 23 | 47 | 514 |
| Helmir<br>S.A. | Not publicly traded | Uruguay | Investment | 229,368,798 | 229 | 444 | 10,071 |
| Sociedad<br>Anómina Carnes Pampeanas S.A. | Not publicly traded | Argentina | Agricultural | 496,050,301 | 498 | (13) | 281 |
| IRSA<br>Inversiones y Representaciones Sociedad Anónima | 50.80 | Argentina | Real<br>Estate | 356,913,421 | 577 | 8,775 | 70,376 |
| IRSA<br>Propiedades Comerciales S.A. | 287.50 | Argentina | Real<br>Estate | 3,304,975 | 126 | 12,349 | 89,253 |
| Associates | |||||||
| Agrouranga<br>S.A. | Not publicly traded | Argentina | Agricultural | 2,595,620 | 7 | (38) | 244 |
| Uranga<br>Trading S.A. | Not publicly traded | Argentina | Agricultural | 653,369 | 2 | 15 | 244 |
7.
Investment properties
Changes in Company’s investment properties for the three-month period ended September 30, 2020 and for the fiscal year ended June 30, 2020 were as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Beginning of the period / year | 116 | 115 |
| Changes<br>in fair value | - | 1 |
| End of the period / year | 116 | 116 |
During the period ended September 30, 2020 and for the year ended June 30, 2020, 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.
52
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
8.
Property, plant and equipment
Changes in Company’s property, plant and equipment for the three-month period ended September 30, 2020 and for the fiscal year ended June 30, 2020 were as follows:
| Owner occupied farmland (ii) | Others | Total as of 09.30.20 | Total as of 06.30.20 | |
|---|---|---|---|---|
| Costs | 7,284 | 397 | 7,681 | 7,514 |
| Accumulated<br>depreciation | (954) | (255) | (1,209) | (1,066) |
| Net book amount at the beginning of the period / year | 6,330 | 142 | 6,472 | 6,448 |
| Additions | 20 | 4 | 24 | 187 |
| Disposals | - | (2) | (2) | (11) |
| Reclassifications | - | - | - | (9) |
| Depreciation<br>charge (i) | (26) | (10) | (36) | (143) |
| Balances at the end of the period / year | 6,324 | 134 | 6,458 | 6,472 |
| Costs | 7,304 | 399 | 7,703 | 7,681 |
| Accumulated<br>depreciation | (980) | (265) | (1,245) | (1,209) |
| Net book amount at the end of the period / year | 6,324 | 134 | 6,458 | 6,472 |
(i)
For the fiscal years ended September 30, 2020 and June 30, 2020, the depreciation expense of property, plant and equipment has been charged as follows: Ps. 3 and Ps. 14 in "Costs";Ps. 6 and Ps. 9 in “General and administrative expenses” and Ps. 0 and Ps. 1 in “Selling expenses” in “the Statement of Income and Other Comprehensive Income";Ps. 94 and Ps. 119 were capitalized as part of the biological assets costs.
(ii)
Includes farms, buildings and facilities of farmlands properties.
9.
Intangible assets
Changes in Company’s intangible assets for the three-month period ended as of September 30, 2020 and for the fiscal year ended as of June 30, 2020 were as follows:
| Computer software | Concession rights | Total as of 03.31.20 | Total as of 06.30.19 | |
|---|---|---|---|---|
| Costs | 26 | 354 | 380 | 371 |
| Accumulated<br>amortization | (16) | (140) | (156) | (146) |
| Net book amount at the beginning of the period / year | 10 | 214 | 224 | 225 |
| Additions | - | - | - | 7 |
| Transfers | - | - | - | 2 |
| Amortization<br>charges (i) | (1) | (3) | (4) | (10) |
| Balances at the end of the period / year | 9 | 211 | 220 | 224 |
| Costs | 26 | 354 | 380 | 380 |
| Accumulated<br>amortization | (17) | (143) | (160) | (156) |
| Net book amount at the end of the period / year | 9 | 211 | 220 | 224 |
(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
The composition in the Company's rights of use assets for the three-month period ended as of September 30, 2020 and for the fiscal year ended as of June 30, 2020 is as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Non Current | ||
| Owner<br>occupied farmland | 1,515 | 809 |
| Machines<br>and equipment | 2 | 3 |
| Total Right-of-use assets | 1,517 | 812 |
53
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The amortization charge of the right-of-use assets is detailed below:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Owner<br>occupied farmland | 62 | 8 |
| Machines<br>and equipment | 1 | 1 |
| Total amortization of Right-of-use assets | 63 | 9 |
11.
Biological assets
Changes in the Company’s biological assets for the three-month period ended as of September 30, 2020 and for the fiscal year ended as of June 30, 2020 were as follows:
| Sown land-crops | Breeding cattle | Other cattle | Others | Total as of 09.30.20 | Total as of 06.30.20 | ||
|---|---|---|---|---|---|---|---|
| Level<br>1 | Level<br>3 | Level<br>2 | Level<br>2 | Level<br>1 | |||
| Net book amount at the beginning of the period / year | 166 | 678 | 1,817 | 31 | 35 | 2,727 | 3,595 |
| Purchases | - | - | 71 | - | - | 71 | 16 |
| Initial<br>recognition and changes in the fair value of biological<br>assets | - | (62) | (43) | (2) | - | (107) | 96 |
| Decrease<br>due to harvest | - | (899) | - | - | - | (899) | (5,031) |
| Sales | - | - | (329) | - | - | (329) | (1,198) |
| Consumes | - | - | (2) | - | (2) | (4) | (13) |
| Costs<br>for the period | 429 | 283 | 307 | - | - | 1,019 | 5,262 |
| Balances at the end of the period / year | 595 | - | 1,821 | 29 | 33 | 2,478 | 2,727 |
| Non-current<br>(production) | - | - | 1,607 | 26 | 33 | 1,666 | 1,543 |
| Current<br>(consumable) | 595 | - | 214 | 3 | - | 812 | 1,184 |
| Net book amount at the end of the period / year | 595 | - | 1,821 | 29 | 33 | 2,478 | 2,727 |
During the three-month period ended September 30, 2020 and the year ended June 30, 2020 there are not have been transfers between the fair value hierarchies 1 and 3 of sown land-crops (due to the degree of phenological growth of the crop). Likewise, there were no reclassifications among their respective categories.
See information on valuation processes used by the entity in Note 14 to the Consolidated Financial Statements as of June 30, 2020.
As of September 30, 2020, and June 30, 2020, 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 September 30, 2020 and June 30, 2020 are as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Current | ||
| Crops | 692 | 1,163 |
| Materials<br>and supplies | 6 | 4 |
| Seeds<br>and fodders | 1,217 | 1,035 |
| Total inventories | 1,915 | 2,202 |
As of September 30, 2020, and June 30, 2020 the cost of inventories recognized as expense amounted to Ps. 1,545 and Ps. 6,036, respectively and they have been included in “Costs” in the Unaudited Condensed Interim Separate Statement of Income and Other Comprehensive Income.
54
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
13.
Financial instruments by category
Determining fair values
See determination of the fair value of the Company's financial instruments in Note 16 to the Annual Consolidated Financial Statements as of June 30, 2020.
The following tables present the Company’s financial assets and financial liabilities that are measured at fair value as of September 30, 2020 and June 30, 2020 and their allocation to the fair value hierarchy:
| Financial assets at amortized cost | Financial assets at fair value through profit or loss | Subtotal financial assets | Non-financial assets | Total | ||
|---|---|---|---|---|---|---|
| September<br>30, 2020 | Level 1 | |||||
| Assets<br>as per statement of financial position | ||||||
| Trade and other<br>receivables (excluding the allowance for doubtful accounts and<br>other receivables) (Note 14) | 3,226 | - | 3,226 | 838 | 4,064 | |
| Investment in<br>financial assets | ||||||
| - Mutual<br>funds | - | 12 | 12 | - | 12 | |
| - Equity<br>securities in public companies | - | 33 | 33 | - | 33 | |
| -<br>Bonds | - | 651 | 651 | - | 651 | |
| Cash and cash<br>equivalents | ||||||
| - Cash on<br>hand and at bank | 351 | - | 351 | - | 351 | |
| - Short-term<br>investments | 420 | 2,347 | 2,767 | - | 2,767 | |
| Total<br>assets | 3,997 | 3,043 | 7,040 | 838 | 7,878 | |
| Financial liabilities at amortized cost | Financial liabilities at fair value | Subtotal financial liabilities | Non-financial liabilities | Total | ||
| --- | --- | --- | --- | --- | --- | --- |
| September 30, 2020 | Level 1 | Level 2 | ||||
| Liabilities<br>as per statement of financial position | ||||||
| Trade<br>and others payables (Note 16) | 2,717 | - | - | 2,717 | 281 | 2,998 |
| Borrowings<br>(Note 18) | 40,135 | - | - | 40,135 | - | 40,135 |
| Derivative<br>financial instruments: | ||||||
| -<br>Foreign-currency contracts | - | 8 | 95 | 103 | - | 103 |
| - Crops<br>futures contracts | - | 386 | - | 386 | - | 386 |
| Total Liabilities | 42,852 | 394 | 95 | 43,341 | 281 | 43,622 |
| Financial assets at amortized cost | Financial assets at fair value through profit or loss | Subtotal financial assets | Non-financial assets | Total | ||
| --- | --- | --- | --- | --- | --- | |
| June<br>30, 2020 | Level 1 | |||||
| Assets<br>as per statement of financial position | ||||||
| Trade and other<br>receivables (excluding the allowance for doubtful accounts and<br>other receivables) (Note 14) | 2,950 | - | 2,950 | 610 | 3,560 | |
| Investment in<br>financial assets | ||||||
| - Mutual<br>funds | - | 54 | 54 | - | 54 | |
| Cash and cash<br>equivalents | ||||||
| - Cash on<br>hand and at bank | 334 | - | 334 | - | 334 | |
| - Short-term<br>investments | 1,224 | 4,561 | 5,785 | - | 5,785 | |
| Total<br>assets | 4,508 | 4,615 | 9,123 | 610 | 9,733 |
55
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 | ||
|---|---|---|---|---|---|---|
| June 30, 2020 | Level 1 | Level 3 | ||||
| Liabilities<br>as per statement of financial position | ||||||
| Trade<br>and other payables (Note 16) | 1,931 | - | - | 1,931 | 213 | 2,144 |
| Borrowings<br>(excluding finance lease liabilities) (Note 18) | 41,926 | - | - | 41,926 | - | 41,926 |
| Derivative<br>financial instruments: | ||||||
| -<br>Foreign-currency contracts | - | 2 | 8 | 10 | - | 10 |
| - Crops<br>futures contracts | - | 24 | - | 24 | - | 24 |
| Total Liabilities | 43,857 | 26 | 8 | 43,891 | 213 | 44,104 |
14.
Trade and other receivables
Breakdown of the Company’s trade and other receivables as of September 30, 2020 and June 30, 2020 are as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Receivables<br>from sale of properties (i) | 891 | 929 |
| Receivables<br>from sale of agricultural products and services | 954 | 1,016 |
| Debtors<br>under legal proceedings | 8 | 9 |
| Less:<br>allowance for doubtful accounts | (9) | (9) |
| Total trade receivables | 1,844 | 1,945 |
| Prepaid<br>expenses | 80 | 221 |
| Tax<br>credits | 358 | 312 |
| Loans | 10 | 13 |
| Advance<br>payments | 367 | 55 |
| Expenses<br>to recover | 17 | 12 |
| Others | 140 | 26 |
| Total other receivables | 972 | 639 |
| Related<br>parties (Note 25) | 1,239 | 967 |
| Total trade and other receivables | 4,055 | 3,551 |
| Non-current | 813 | 880 |
| Current | 3,242 | 2,671 |
| Total trade and other receivables | 4,055 | 3,551 |
(i) Net of implicit interests
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, 2020.
Movements on the Company’s allowance for doubtful accounts are as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Beginning of the period / year | 9 | 12 |
| Additions | 1 | 1 |
| Inflation<br>Adjustment | (1) | (4) |
| End of the period / year | 9 | 9 |
56
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
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 three-month periods ended as of September 30, 2020 and 2019:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Profit / (Loss) for the period | 4,229 | (3,195) |
| Adjustments for: | ||
| Income<br>tax | 21 | (17) |
| Depreciation<br>and amortization | 9 | 10 |
| Unrealized<br>gain / (loss) from derivative financial instruments of<br>commodities | 359 | (53) |
| Changes<br>in fair value of financial assets at fair value through profit or<br>loss | (20) | (11) |
| Financial<br>results, net | 89 | 7,118 |
| Unrealized<br>initial recognition and changes in the fair value of biological<br>assets | (167) | (65) |
| Changes<br>in net realizable value of agricultural products after<br>harvest | (294) | (555) |
| Provisions | (541) | (45) |
| Gain<br>from repurchase of Non-convertible Notes | - | 1 |
| Loss<br>from disposal of associates, subsidiaries and joint<br>ventures | (5,997) | (3,872) |
| Changes<br>in fair value of investment properties | - | (25) |
| Changes in operating assets and liabilities: | ||
| Decrease<br>in biological assets | 510 | 1,359 |
| Decrease<br>in inventories | 582 | 215 |
| Decrease<br>/ (Increase) in trade and other receivables | (219) | (514) |
| Increase<br>in right of use assets | (768) | - |
| Increase<br>/ (decrease) in lease liabilities | 519 | (111) |
| (Decrease)<br>/ Increase in derivative financial instruments | (22) | 18 |
| Decrease<br>in provisions | (1) | (1) |
| Increase<br>in trade and other payables | 1,391 | 406 |
| Decrease<br>in payroll and social security liabilities | (26) | (126) |
| Net cash (used in) / generated by operating activities before<br>income tax paid | (346) | 537 |
The following table shows a detail of non-cash transactions occurred in the three-month periods ended as of September 30, 2020 and 2019:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Non-cash activities | ||
| Dividends<br>not collected | (17) | - |
| Increase<br>of interest in subsidiaries, associates and joint venture by<br>exchange differences on translating foreign operations | (2,184) | - |
| Increase<br>of interest in subsidiaries, associates and joint ventures by a<br>decrease in trade and other receivables | 2 | - |
| Increase<br>of interest in subsidiaries, associates and joint ventures through<br>reserve for share-based compensation | - | 12 |
57
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
16.
Trade and other payables
The detail of the Company’s trade and other payables as of September 30, 2020 and June 30, 2020 are as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Trade<br>payables | 448 | 592 |
| Provisions | 953 | 790 |
| Sales,<br>rent and services payments received in advance | 187 | 146 |
| Total trade payables | 1,588 | 1,528 |
| Taxes<br>payable | 61 | 28 |
| Others | 26 | - |
| Total other payables | 87 | 28 |
| Related<br>parties (Note 25) | 1,323 | 588 |
| Total trade and other payables | 2,998 | 2,144 |
| Current | 2,998 | 2,144 |
| Total trade and other payables | 2,998 | 2,144 |
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 09.30.20 | Total as of 06.30.20 | |
|---|---|---|---|
| Beginning<br>of period / year | 13 | 13 | 18 |
| Additions | - | - | 1 |
| Inflation<br>Adjustment | (1) | (1) | (6) |
| End<br>of period / year | 12 | 12 | 13 |
| Non-current | 9 | 10 | |
| Current | 3 | 3 | |
| Total | 12 | 13 |
18.
Borrowings
The detail of the Company’s borrowings as of September 30, 2020 and June 30, 2020 is as follows:
| Book value | Fair Value | |||
|---|---|---|---|---|
| 09.30.20 | 06.30.20 | 09.30.20 | 06.30.20 | |
| Non-convertible<br>notes (i) | 28,914 | 27,162 | 25,960 | 24,707 |
| Bank<br>loans and others | 6,271 | 9,613 | 6,272 | 9,614 |
| Related<br>parties (Note 25) | 3,015 | 3,153 | 2,919 | 2,926 |
| Bank<br>overdrafts | 1,935 | 1,998 | 1,935 | 1,998 |
| Total borrowings | 40,135 | 41,926 | 37,086 | 39,245 |
| Non-current | 18,703 | 22,025 | ||
| Current | 21,432 | 19,901 | ||
| Total borrowings | 40,135 | 41,926 |
58
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
19.
Taxation
The detail of the provision for the Company’s income tax is as follows:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Deferred<br>income tax | (21) | 16 |
| Minimum<br>presumed income tax | - | 1 |
| Income tax | (21) | 17 |
The gross movements on the deferred income tax account were as follows:
| 09.30.20 | 06.30.20 | |
|---|---|---|
| Beginning of the period / year | (4,028) | (3,451) |
| Charged<br>to the Statement of Comprehensive Income | (21) | (577) |
| End of the period / year | (4,049) | (4,028) |
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:
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Tax<br>calculated at the tax applicable tax rate in effect<br>(i) | (1,275) | 964 |
| Permanent<br>differences: | ||
| Share<br>of profit of subsidiaries, associates and joint<br>ventures | 1,799 | 1,162 |
| Income<br>tax rate change (*) | (13) | (217) |
| Provision<br>for unrecoverability of tax loss carry-forwards | (680) | (1,860) |
| Non-taxable<br>results, non-deductible expenses and others | 1 | 3 |
| Inflation<br>adjustment for tax purposes | (623) | (931) |
| Inflation<br>Adjustment | 770 | 896 |
| Income tax | (21) | 17 |
(*) 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 September 30, 2020 and 2019 was 30%. See Note 22 to the Annual Consolidated Financial Statements.
20.
Revenues
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Crops | 1,954 | 2,695 |
| Cattle | 414 | 336 |
| Leases<br>and agricultural services | 4 | 28 |
| Total revenues | 2,372 | 3,059 |
21.
Costs
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Crops | 1,545 | 2,136 |
| Cattle | 329 | 278 |
| Leases<br>and agricultural services | 9 | 30 |
| Other<br>costs | 8 | 6 |
| Total costs | 1,891 | 2,450 |
59
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
22.
Expenses by nature
| Costs (i) | Cost of Production | General and administrative expenses | Selling expenses | Total as of 09.30.20 | Total as of 09.30.19 | |
|---|---|---|---|---|---|---|
| Supplies<br>and labors | 4 | 759 | - | - | 763 | 831 |
| Leases<br>and expenses | - | - | 5 | - | 5 | 8 |
| Amortization<br>and depreciation | 3 | 94 | 6 | - | 103 | 41 |
| Doubtful<br>accounts (charge and recovery) | - | - | - | 1 | 1 | - |
| Cost<br>of sale of agricultural products and biological assets | 1,873 | - | - | - | 1,873 | 2,412 |
| Advertising,<br>publicity and other selling expenses | - | - | - | 2 | 2 | - |
| Maintenance<br>and repairs | 1 | 8 | 16 | 8 | 33 | 29 |
| Payroll<br>and social security liabilities | 7 | 89 | 90 | 10 | 196 | 171 |
| Fees<br>and payments for services | 1 | 22 | 9 | - | 32 | 38 |
| Freights | - | 25 | - | 237 | 262 | 335 |
| Bank<br>commissions and expenses | - | - | 9 | - | 9 | 4 |
| Travel<br>expenses and stationery | 1 | 11 | 2 | - | 14 | 12 |
| Conditioning<br>and clearance | - | - | - | 48 | 48 | 89 |
| Director’s<br>fees | - | - | 10 | - | 10 | 10 |
| Taxes,<br>rates and contributions | 1 | 11 | - | 30 | 42 | 56 |
| Others | - | - | - | 2 | 2 | - |
| Total expenses by nature as of 09.30.20 | 1,891 | 1,019 | 147 | 338 | 3,395 | - |
| Total expenses by nature as of 09.30.19 | 2,450 | 987 | 126 | 473 | 4,036 |
(i)
Include Ps. 8 and Ps. 6 of other agricultural operating costs as of September 30, 2020 and 2019, respectively.
23.
Other operating results, net
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Administration<br>fees | 1 | - |
| Gain<br>from commodity derivative financial instruments | (427) | 63 |
| Operating<br>interest expense | 18 | 25 |
| Others | - | 10 |
| Total other operating results, net | (408) | 98 |
24.
Financial results, net
| 09.30.20 | 09.30.19 | |
|---|---|---|
| Financial<br>income: | ||
| Interest<br>income | 165 | 3 |
| Total financial income | 165 | 3 |
| Financial<br>costs: | ||
| Interest<br>expenses | (894) | (872) |
| Other<br>financial costs | (75) | (78) |
| Total financial costs | (969) | (950) |
| Other<br>financial results: | ||
| Exchange<br>rate difference, net | (171) | (6,741) |
| Fair<br>value gains of financial assets at fair value through profit or<br>loss | (64) | 141 |
| Loss<br>from derivative financial instruments (except<br>commodities) | (220) | 4 |
| Gain<br>from repurchase of NCN | - | (1) |
| Total other financial results | (455) | (6,597) |
| Inflation<br>Adjustment | 208 | 3 |
| Total financial results, net | (1,051) | (7,541) |
60
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
25.
Related party transactions
See description of the main transactions conducted with related parties in Note 32 to the Consolidated Financial Statements as of June 30, 2020.
The following is a summary of the balances with related parties as of September 30, 2020 and June 30, 2020:
| Items | 09.30.20 | 06.30.20 | ||
|---|---|---|---|---|
| Trade<br>and other payables | (1,323) | (588) | ||
| Borrowings | (3,015) | (3,153) | ||
| Trade<br>and other receivables | 1,239 | 967 | ||
| Total | (3,099) | (2,774) | ||
| Related party | 09.30.20 | 06.30.20 | Description of transaction | Item |
| --- | --- | --- | --- | --- |
| IRSA<br>Inversiones y Representaciones Sociedad Anónima | 52 | 72 | Corporate<br>services receivable | Trade<br>and other receivables |
| (5) | (6) | Reimbursement<br>of expenses payable | Trade<br>and other payables | |
| 1 | 1 | Leases | Trade<br>and other receivables | |
| 1 | 1 | Share<br>based payments | Trade<br>and other receivables | |
| Brasilagro<br>Companhia Brasileira de Propriedades Agrícolas | (4) | (3) | Leases | Trade<br>and other payables |
| 9 | 9 | Dividends<br>receivables | Trade<br>and other receivables | |
| 11 | 12 | Reimbursement<br>of expenses receivable | Trade<br>and other receivables | |
| Sociedad<br>Anónima Carnes Pampeanas S.A. (formerly EAASA) | 120 | 102 | Sale<br>of goods and/or services | Trade<br>and other receivables |
| Helmir<br>S.A. | (730) | (721) | Borrowings | Borrowings |
| 265 | 262 | Loans<br>granted | Trade<br>and other receivables | |
| Ombú<br>Agropecuaria S.A. | 3 | 3 | Reimbursement<br>of expenses receivable | Trade<br>and other receivables |
| (8) | (6) | Leases | Trade<br>and other payables | |
| - | (1) | Reimbursement<br>of expenses payable | Trade<br>and other payables | |
| Agropecuaria<br>Acres del Sud S.A. | 3 | 3 | Administration<br>fees | Trade<br>and other receivables |
| Yatay<br>Agropecuaria S.A. | 3 | 3 | Administration<br>fees | Trade<br>and other receivables |
| (445) | (440) | Borrowings | Borrowings | |
| Yuchán<br>Agropecuaria S.A. | 2 | 2 | Administration<br>fees | Trade<br>and other receivables |
| Futuros<br>y Opciones.Com S.A. | 552 | 290 | Brokerage<br>operations receivable | Trade<br>and other receivables |
| (514) | (221) | Services<br>received | Trade<br>and other payables | |
| (30) | (39) | Reimbursement<br>of expenses payable | Trade<br>and other payables | |
| Total Subsidiaries | (714) | (677) | ||
| Agro-Uranga<br>S.A. | (8) | - | Purchase<br>of goods and/or services | Trade<br>and other payables |
| 8 | - | Dividends<br>receivables | Trade<br>and other receivables | |
| Uranga<br>Trading | 10 | - | Dividends<br>receivables | Trade<br>and other receivables |
| Total Associates | 10 | - | ||
| IRSA<br>Propiedades Comerciales S.A. | 187 | 196 | Reimbursement<br>of expenses receivable | Trade<br>and other receivables |
| 3 | 3 | Share<br>based payments | Trade<br>and other receivables | |
| (1,365) | (1,896) | Non-convertible<br>notes | Borrowings | |
| - | (2) | Reimbursement<br>of expenses payable | Trade<br>and other payables | |
| Panamerican<br>Mall S.A. | (40) | (40) | Non-convertible<br>notes | Borrowings |
| Amauta<br>Agro S.A. (formerly FyO Trading S.A.) | (65) | (96) | Purchase<br>of goods and/or services | Trade<br>and other payables |
| FyO<br>Acopio S.A. | (18) | - | Purchase<br>of goods and/or services | Trade<br>and other payables |
| Total Subsidiaries of the subsidiaries | (1,298) | (1,835) | ||
| CAMSA<br>and its subsidiaries | 1 | 1 | Reimbursement<br>of expenses receivable | Trade<br>and other receivables |
| (660) | (205) | Management<br>fees | Trade<br>and other payables | |
| Torodur | (415) | - | Non-convertible<br>notes | Borrowings |
| BNH<br>VIDA | (20) | (56) | Non-convertible<br>notes | Borrowings |
| Other Related parties | (1,094) | (260) | ||
| Inversiones<br>Financieras del Sur S.A. (1) | 8 | 7 | Loans<br>granted | Trade<br>and other receivables |
| Total Parent Company | 8 | 7 | ||
| Directors<br>and Senior Management | (11) | (9) | Director's<br>fees | Trade<br>and other payables |
| Total Directors and Senior Management | (11) | (9) | ||
| Total | (3,099) | (2,774) |
61
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
The following is a summary of the results with related parties for the three-month period ended as of September 30, 2020 and 2019:
| Related party | 09.30.20 | 09.30.19 | Description of transaction |
|---|---|---|---|
| IRSA<br>Inversiones y Representaciones Sociedad Anónima | (2) | (1) | Leases<br>and/or rights of use |
| 31 | 37 | Corporate<br>services | |
| Futuros<br>y Opciones.Com S.A. | (5) | (5) | Purchase<br>of goods and/or services |
| 1 | - | Management<br>fees | |
| Sociedad<br>Anónima Carnes Pampeanas S.A. (formerly EAASA) | 254 | 145 | Sale<br>of goods and/or services |
| Amauta<br>Agro S.A. (formerly FyO Trading S.A.) | (3) | (3) | Purchase<br>of goods and/or services |
| Helmir<br>S.A. | 3 | - | Financial<br>operations |
| (8) | (130) | Financial<br>operations | |
| Total subsidiaries | 271 | 43 | |
| Torodur<br>S.A. | 1 | - | Financial<br>operations |
| Panamerican<br>Mall S.A. | 4 | (14) | Financial<br>operations |
| Yatay<br>Agropecuaria S.A. | (4) | (4) | Financial<br>operations |
| IRSA<br>Propiedades Comerciales S.A. | (2) | (3) | Leases<br>and/or rights of use |
| 102 | 119 | Corporate<br>services | |
| (51) | (397) | Financial<br>operations | |
| FyO<br>Acopio S.A. | (1) | - | Management<br>fees |
| (22) | (23) | Purchase<br>of goods and/or services | |
| Total Subsidiaries of the subsidiaries | 27 | (322) | |
| Estudio<br>Zang, Bergel & Viñes | (4) | (1) | Legal<br>services |
| CAMSA<br>y sus subsidiarias | (470) | - | Management<br>fees |
| Hamonet<br>S.A. | - | - | Leases<br>and/or rights of use |
| BNH<br>Vida S.A. | (6) | - | Financial<br>operations |
| BACS<br>Administradora de Activos S.A. | (69) | - | Financial<br>operations |
| San<br>Bernardo de Córdoba S.A. | - | (1) | Leases<br>and/or rights of use |
| Isaac<br>Elsztain e Hijos S.C.A. | (1) | (1) | Leases<br>and/or rights of use |
| Other Related parties | (550) | (3) | |
| Directores | (10) | (10) | Compensation<br>of Directors |
| Senior<br>Management | (7) | (8) | Compensation<br>of Senior Management |
| Total Directors and Senior Management | (17) | (18) | |
| Inversiones<br>Financieras del Sur S.A. | 2 | - | Financial<br>operations |
| Total parent company | 2 | - | |
| Total | (267) | (300) |
The following is a summary of the transactions with related parties for the three-month period ended as of September 30, 2020 and 2019:
| Related party | 09.30.20 | 09.30.19 | Description of transaction |
|---|---|---|---|
| Agropecuarias<br>Santa Cruz de la Sierra S.A. | - | 4 | Additional<br>paid-in capital |
| Helmir<br>S.A. | - | 201 | Additional<br>paid-in capital |
| Total subsidiary contributions | - | 205 | |
| Agro-Uranga<br>S.A. | 23 | 27 | Dividends<br>received |
| Uranga<br>Trading S.A. | 10 | - | Dividends<br>received |
| Total dividends received | 33 | 27 |
62
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<br>A - Property, plant and equipment | Note<br>7 – Investment properties |
|---|---|
| Note<br>8 – Property, plant and equipment | |
| Exhibit<br>B - Intangible assets | Note<br>9 – Intangible assets |
| Exhibit<br>C - Equity investments | Note<br>6 - Investments in subsidiaries, associates and joint<br>ventures |
| Exhibit<br>D - Other investments | Note<br>13 – Financial instruments by category |
| Exhibit<br>E - Provisions | Note<br>14 – Trade and other receivables |
| Note<br>17 – Provisions | |
| Exhibit<br>F - Cost of sales and services | Note<br>27 – Cost of sales and services provided |
| Exhibit<br>G - Foreign currency assets and liabilities | Note<br>28 – Foreign currency assets and liabilities |
| Exhibit<br>H - Exhibit of expenses | Note<br>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 09.30.20 | Total as of 09.30.19 |
|---|---|---|---|---|---|
| Beginning of the period / year | 1,848 | 2,202 | - | 4,050 | 4,764 |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural products at the point of harvest | (45) | - | - | (45) | (70) |
| Changes<br>in the net realizable value of agricultural products after<br>harvest | - | 294 | - | 294 | 555 |
| Increase<br>due to harvest | - | 899 | - | 899 | 1,742 |
| Acquisitions<br>and classifications | 71 | 511 | - | 582 | 585 |
| Consume | (2) | (446) | - | (448) | (405) |
| Expenses<br>incurred | 307 | - | 9 | 316 | 249 |
| Inventories | (1,850) | (1,915) | - | (3,765) | (4,976) |
| Cost as of 09.30.20 | 329 | 1,545 | 9 | 1,883 | - |
| Cost as of 09.30.19 | 275 | 2,136 | 33 | - | 2,444 |
(1)
Corresponds to breeding cattle movements and other cattle.
63
Cresud Sociedad Anónima,
Comercial, Inmobiliaria, Financiera y Agropecuaria
28.
Foreign currency assets and liabilities
Book amounts of foreign currency assets and liabilities as of September 30, 2020 and June 30, 2020 are as follows:
| Items | Amount of foreign currency | Prevailing exchange rate (1) | Total as of 09.30.20 | Total as of 06.30.20 |
|---|---|---|---|---|
| Assets | ||||
| Trade and other receivables | ||||
| US<br>Dollar | 8 | 75.980 | 599 | 877 |
| Receivables with related parties: | ||||
| US<br>Dollar | 3 | 76.180 | 238 | 277 |
| Total trade and other receivables | 837 | 1,154 | ||
| Cash and cash equivalents | ||||
| US<br>Dollar | 5 | 75.980 | 348 | 285 |
| Total Cash and cash equivalents | 348 | 285 | ||
| Liabilities | ||||
| Trade and other payables | ||||
| US<br>Dollar | 2 | 76.180 | 151 | 644 |
| Payables with related parties: | ||||
| US<br>Dollar | 1 | 76.180 | 83 | 100 |
| Brazilian<br>Reais | 0 | 14.700 | 4 | 3 |
| Bolivian<br>Pesos | 1 | 11.095 | 11 | 11 |
| Total trade and other payables | 249 | 758 | ||
| Derivative financial instruments | ||||
| US<br>Dollar | 5 | 76.180 | 386 | 25 |
| Total derivative instruments | 386 | 25 | ||
| Lease Liabilities | ||||
| US<br>Dollar | 0 | 76.180 | 1 | 2 |
| Total Lease Liabilities | 1 | 2 | ||
| Borrowings | ||||
| US<br>Dollar | 438 | 76.180 | 33,335 | 35,007 |
| Total Borrowings | 33,335 | 35,007 |
(1) Exchange rate as of September 30, 2020 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<br>S.A. | Ruta<br>Panamericana Km 37,5, Garín, Province of Buenos<br>Aires |
| Av.<br>Fleming 2190, Munro, Province of Buenos Aires | |
| Carlos<br>Pellegrini 1401, Avellaneda, Province of Buenos Aires | |
| Iron<br>Mountain Argentina S.A. | Av.<br>Amancio Alcorta 2482, Autonomous City of Buenos Aires |
| Pedro<br>de Mendoza 2143, Autonomous City of Buenos Aires | |
| Saraza<br>6135, Autonomous City of Buenos Aires | |
| Azara<br>1245, Autonomous City of Buenos Aires | |
| Polígono<br>industrial Spegazzini, Autopista Ezeiza Km 45, Cañuelas,<br>Province of Buenos Aires | |
| Cañada<br>de Gomez 3825, Autonomous City of Buenos Aires |
64
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. 16,089, whose treatment is under consideration by the Board of Directors and the respective Management. The Company has issued during the current fiscal year and after September 30, 2020 NCN for a total of US$ 25 million.
31.
Economic context in which society operates
See economic context in which society operates in Note 33 to the Unaudited Condensed Interim Consolidated Financial Statements.
32.
Subsequent events
See others subsequent events in Note 34 to the Unaudited Condensed Interim Consolidated Financial Statements.
65
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 September 30, 2020
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 | 09.30.20 | 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<br>and other receivables | - | - | - | 2,932 | - | 213 | 97 | 594 | 219 | - | 4,055 |
| Income<br>tax and minimum presumed income tax and deferred income<br>tax | - | - | 38 | - | - | - | - | - | - | - | 38 | |
| Total | - | - | 38 | 2,932 | - | 213 | 97 | 594 | 219 | - | 4,093 | |
| Liabilities | Trade<br>and other payables | - | 104 | - | 2,894 | - | - | - | - | - | - | 2,998 |
| Borrowings | - | - | - | 7,943 | 4,815 | 3,164 | 5,51 | 8,217 | 10,486 | - | 40,135 | |
| Lease<br>liabilities | - | 767 | 436 | - | - | - | - | - | - | - | 1,203 | |
| Payroll<br>and social security liabilities | - | - | - | 105 | 43 | - | 35 | - | - | - | 183 | |
| Provisions | - | 3 | 9 | - | - | - | - | - | - | - | 12 | |
| Deferred<br>income tax liabilities | - | - | 4,049 | - | - | - | - | - | - | - | 4,049 | |
| Total | - | 874 | 4,494 | 10,942 | 4,858 | 3,164 | 5,545 | 8,217 | 10,486 | - | 48,58 |
66
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 September 30, 2020
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<br>and other receivables | 2,586 | 656 | 3,242 | 254 | 559 | 813 | 3,218 | 837 | 4,055 |
| Income<br>tax and minimum presumed income tax and deferred income<br>tax | - | - | - | 38 | - | 38 | 38 | - | 38 | |
| Total | 2,586 | 656 | 3,242 | 292 | 559 | 851 | 3,256 | 837 | 4,093 | |
| Liabilities | Trade<br>and other payables | 2,126 | 872 | 2,998 | - | - | - | 2,749 | 249 | 2,998 |
| Borrowings | 6,856 | 14,576 | 21,432 | - | 18,703 | 18,703 | 6,8 | 33,335 | 40,135 | |
| Lease<br>liabilities | 766 | 1 | 767 | 436 | - | 436 | 1,202 | 1 | 1,203 | |
| Payroll<br>and social security liabilities | 183 | - | 183 | - | - | - | 183 | - | 183 | |
| Provisions | 3 | - | 3 | 9 | - | 9 | 12 | - | 12 | |
| Deferred<br>income tax liabilities | - | - | - | 4,049 | - | 4,049 | 4,049 | - | 4,049 | |
| Total | 9,934 | 15,449 | 25,383 | 4,494 | 18,703 | 23,197 | 14,995 | 33,585 | 48,58 |
4.b.
Breakdown of accounts receivable and liabilities by adjustment clause.
On September 30, 2020, there are no receivable and liabilities subject to adjustment clause.
67
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 September 30, 2020
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 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Items | Accruing interest | Non-accruing interest | Accruing interest | Non-accruing interest | Accruing interest | Non-accruing interest | Total | ||||||
| Fixed | Floating | Subtotal | Fixed | Floating | Subtotal | Fixed | Floating | ||||||
| Accounts receivables | Trade<br>and other receivables | 540 | - | 2,702 | 3,242 | 559 | - | 254 | 813 | 1,099 | - | 2,956 | 4,055 |
| Income<br>tax and minimum presumed income tax and deferred income<br>tax | - | - | - | - | - | - | 38 | 38 | - | - | 38 | 38 | |
| Total | 540 | - | 2,702 | 3,242 | 559 | - | 292 | 851 | 1,099 | - | 2,994 | 4,093 | |
| Liabilities | Trade<br>and other payables | - | - | 2,998 | 2,998 | - | - | - | - | - | - | 2,998 | 2,998 |
| Borrowings | 17,838 | 2,81 | 784 | 21,432 | 17,883 | 744 | 76 | 18,703 | 35,72 | 3,555 | 860 | 40,135 | |
| Lease<br>liabilities | 767 | - | - | 767 | 436 | - | - | 436 | 1,203 | - | - | 1,203 | |
| Payroll<br>and social security liabilities | - | - | 183 | 183 | - | - | - | - | - | - | 183 | 183 | |
| Provisions | - | - | 3 | 3 | - | - | 9 | 9 | - | - | 12 | 12 | |
| Deferred<br>income tax liabilities | - | - | - | - | - | - | 4,049 | 4,049 | - | - | 4,049 | 4,049 | |
| Total | 18,605 | 2,81 | 3,968 | 25,383 | 18,319 | 744 | 4,134 | 23,197 | 36,923 | 3,555 | 8,102 | 48,580 |
68
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 September 30, 2020
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, 2020 and 2019.
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, 2020 and 2019.
69
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, fire and<br>technical insurance | 2,911 | 6,406 |
| Vehicles | Third parties,<br>theft, fire and civil liability | 130 | 52 |
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.
70
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 of Buenos Aires
Tax Registration Number: 30-50930070-0
Introduction
We have reviewed the accompanying unaudited condensed interim separate financial statements of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria (“the Company”), which comprise the unaudited condensed interim separate statement of financial position at September 30, 2020, the unaudited condensed interim separate statements of income and other comprehensive income, of changes in shareholders’ equity and of cash flows for the three-month period then ended, and selected explanatory notes.
The balances and other information for the fiscal year ended on June 30, 2020 and its interim periods are an integral part of the financial statements mentioned above; therefore, they must be considered in connection with these financial statements.
Management’s 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 International Financial Reporting Standards, adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) as professional accounting standards and included by the National Securities Commission (CNV) in its regulations, as approved by the International Accounting Standards Board (IASB), and is therefore responsible for the preparation and presentation of the unaudited condensed interim separate financial statements mentioned in the first paragraph, in accordance with International Accounting Standard 34 Interim Financial Information (IAS 34).
71
Scope of our review
Our review was limited to the application of the procedures established under International Standards on Review Engagements ISRE 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity, adopted as a review standard in Argentina by Technical Pronouncement No. 33 of the FACPCE and approved by the International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists of inquiries of Company staff responsible for preparing the information included in the unaudited condensed interim separate financial statements and of analytical and other review procedures. This 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, and the separate statements of income and other comprehensive income and of cash flows of the Company.
Conclusion
On the basis of our review, nothing has come to our attention that causes us to believe that the unaudited condensed interim separate financial statements mentioned in the first paragraph of this report have not been prepared, in all material respects, in accordance with International Accounting Standard 34 Interim Financial Reporting.
Emphasis of matter paragraph – Investment in Israel
Without modifying our conclusion, we draw attention to the information included in Note 6 to the accompanying unaudited condensed interim separate financial statements regarding the recoverability of the investment in the Operations Center in Israel.
Report on compliance with current regulations
In accordance with current regulations, we report, in connection with 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 in the process of being transcribed into the Inventory and Balance Sheet book and, except for the above mentioned situation, as regards those matters that are within our competence, they are in compliance with the provisions of the General Companies Law and pertinent resolutions of the National Securities Commission;
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 aspects in accordance with legal requirements;
c) we have read the additional information to the notes to the unaudited condensed interim separate financial statements required by section 12, Chapter III, Title IV of the rules of the National Securities Commission, on which we have no observations to make regarding matters that are within our competence;
72
a) at September 30, 2020 the debt of Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria accrued in favor of the Argentine Integrated Social Security System, as shown by the Company’s accounting records, amounted to ARS 42,766,133, which is not due at that date.
Autonomous City of Buenos Aires, November 19, 2020
| PRICE<br>WATERHOUSE & CO. S.R.L.<br><br><br><br><br><br>(Partner) |
|---|
| C.P.C.E.C.A.B.A. V° 1 F° 17 |
| Walter Zablocky Public Accountant (UNLP)<br><br><br>C.P.C.E.C.A.B.A. V. 340 F. 156 |
73
I. Brief comment on the Company’s activities during the period, including references to significant events occurred after the end of the period.
Economic context in which the Group operates
The Group operates in a complex context both due to macroeconomic conditions, whose main variables have recently experienced strong volatility, as well as regulatory, social, and political conditions, both nationally and internationally.
The results from operations may be affected by fluctuations in the inflation index and the argentine peso exchange rate against other currencies, mainly the dollar, variations in interest rates which have an impact on the cost of capital, changes in government policies, capital control and other political or economic developments both locally and internationally.
In December 2019, a new strain of coronavirus (SARS-COV-2), which caused severe acute respiratory syndrome (COVID-19) appeared in Wuhan, China. On March 11, 2020, the World Health Organization declared COVID-19 a pandemic. In response, countries have taken extraordinary measures to contain the spread of the virus, including imposing travel restrictions and closing borders, closing businesses deemed non-essential, instructing residents to practice social distancing, implementing quarantines, among other measures. The ongoing pandemic and these extraordinary government actions are affecting global economic activity, resulting in significant volatility in global financial markets.
On March 3, 2020, the first case of COVID-19 was registered in the country and until November 8, 2020, more than 1,200,000 cases of infections had been confirmed in Argentina, by virtue of which the National Government implemented a series of health measures of social, preventive and mandatory isolation at the national level that began on March 19, 2020 and extended several times, most recently until November 8, 2020 inclusive in the Metropolitan Area of Buenos Aires although it has been extended in some cities in the interior of the country. Among this measures, that affected the local economy, the following stand out: the extension of the public emergency in health matters, the total closure of borders, the suspension of international and cabotage flights, the suspension of medium and long-distance land transport, the suspension of artistic and sports shows, closure of businesses not considered essential, including shopping malls and hotels.
This series of measures affected a large part of Argentine companies, which experienced a drop in their income and inconveniences in the payment chain. In this context, the Argentine government announced different measures aimed at alleviating the financial crisis of the companies affected by the COVID-19 pandemic. Likewise, it should be noted that, to the stagnation of the Argentine economy, a context of international crisis is added because of the COVID-19 pandemic. In this scenario, a strong contraction of the Argentine economy is expected.
After various negotiations between the Argentine government and the bondholders, the Argentine government announced the conclusion of a principle of agreement with the main groups of creditors, to avoid default. On August 28, 2020, the government reported that 93.55% of the holders of the total outstanding principal amount of all the bonds accepted the debt swap, and on August 31, 2020, the national government obtained the required consents to redeem and / or modify 99.01% of the total outstanding principal amount of all series of eligible bonds. As of the date of issuance of these financial statements, the new bonds are already trading on the market.
74
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
In turn, the government is challenged to achieve a successful debt renegotiation with the IMF. If Argentina achieves a favourable result and agrees to restructure its debt with the IMF, this could have a positive impact on the Argentine economy, in the medium and long term. On the contrary, the lack of an agreement with external private creditors could lead to a default of the Argentine sovereign debt and, consequently, this situation could generate limitations to the companies' ability to access new financing.
At the local environment, the following circumstances are displayed:
●
In August 2020, the Monthly Economic Activity Estimator (“EMAE” in Spanish) reported by the National Institute of Statistics and Censuses (“INDEC” in Spanish), registered a variation of (11.6)% compared to the same month of 2019, and 1.1% compared to the previous month.
●
The survey on market expectations prepared by the Central Bank in October 2020, called the Market Expectations Survey (“REM” in Spanish), estimates a retail inflation of 35.8% for 2020. The analysts who confirm the REM forecast a variation in real GDP for 2020 of (11.6)%. In turn, they foresee that in 2021 economic activity will rebound in activity, reaching an economic growth of 4.5%.
●
The interannual inflation as of September 30, 2020 reached 36.6%.
●
In the period from September 2019 to September 2020, the argentine peso depreciated 32.3% against the US dollar according to the wholesale average exchange rate of Argentine Nation Bank. Given the exchange restrictions in force since August 2019, as of September 30, 2020 there is an exchange gap of approximately 82% between the official price of the dollar and its price in parallel markets, which impacts the level of activity in the economy and affects the level of reserves of the Central Bank of the Argentine Republic. Additionally, these exchange restrictions, or those that may be dictated in the future, could affect the Group's ability to access the Single Free Exchange Market (MULC in Spanish) to acquire the foreign exchange necessary to meet its financial obligations.
On September 15, 2020, the Central Bank of the Argentine Republic (“BCRA”) published Communications “A” 7105 and 7106, which establishes, among other measures, that those who register financial debts with capital maturities in foreign currency scheduled between 10.15.2020 and 03.31.2021, they had to submit a refinancing plan to the BCRA based on the following criteria: (a) that the net amount for which the exchange market will be accessed in the original terms will not exceed 40% of the amount of capital maturing in the period indicated above, and (b) that the rest of the capital is, as a minimum, refinanced with a new external debt with an average life of 2 years, provided that the new debt is settled in the market of changes. It is worth mentioning that for the maturities to be registered from the effective date of the communication (September 16, 2020) and until 12.31.2020, the refinancing plan must be submitted prior to 09.30.2020; and the submission deadline for the remaining maturities -between January 1, 2021 and March 31, 2021, must be submitted with a term of at least 30 calendar days before the maturity of the capital to be refinanced.
COVID-19 pandemic
As described in the note on the economic context in which the Group operates, the COVID-19 pandemic is adversely impacting both the global economy and the Argentine economy and the Group's business.
The current estimated impacts of the COVID-19 pandemic on the Company as of the date of these financial statements are set out below:
The agricultural business of Cresud and its subsidiaries in Brazil, Paraguay and Bolivia continued to operate relatively normally; since the agricultural activity has been considered an essential activity in the countries where the Company operates. In any case, the effect of Covid-19 could cause changes in demand on a global scale and affect the prices of commodities in the international and local markets in the short term.
75
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
●
Because of the social, preventive and obligatory lockdown, shopping malls throughout the country were closed since March 20, 2020, exclusively remaining operational those stores dedicated to activities considered essential such as pharmacies, supermarkets and banks. The reopening of shopping malls in the interior of the country began during the months of May, June, and July. In August 2020, the Arcos District, an open-air premium outlet in the city of Buenos Aires, was opened and in October 2020, the Group’s shopping malls opened in the City and Greater Buenos Aires. As of October 31, 2020, all the Group’s shopping malls were open operating under strict protocols. However, the uncertainty of the situation could cause setbacks in the openings already made, as happened in some shopping malls in the interior of the country in previous months due to the increase in cases in those regions.
●
Given the closure of the shopping malls, the Group has decided to condone the billing and collection of the Insured Monthly Value until September 30, 2020, with some exceptions and to subsidize the collective promotion fund during the same period, prioritizing the long-term relationship with its tenants. Additionally, an increase in the delinquency rates of some tenants has been detected. As a result of the above, the impact on shopping malls is a 82.4% decrease in rental and service income during the first quarter of fiscal year 2021 compared to the same period of last fiscal year, and a 12.6% increase compared to the immediately preceding quarter. Additionally, the charge for bad debts in the first quarter of fiscal year 2012 is ARS 40 million and ARS 37 million in the same period of previous fiscal year.
●
In relation to the offices business, although most of the tenants are working in the home office mode, they are operational with strict safety and hygiene protocols. To date, we have not evidenced a deterioration in collections.
●
La Rural, the Buenos Aires and Punta del Este Convention Centers and the DIRECTV Arena stadium, establishments that the Group owns directly or indirectly, have also been closed since March 20. All planned congresses were suspended, most of the fairs and conventions have been postponed, while the shows scheduled at the DIRECTV Arena stadium were mostly cancelled. The reopening date of these establishments is uncertain, as well as the future agenda of fairs, conventions and shows.
●
The Libertador hotel in the City of Buenos Aires and Llao Llao in the province of Río Negro have temporarily closed since the mandatory lockdown decreed in March 2020, while the Intercontinental Hotel in the City of Buenos Aires has worked only under a contingency and emergency plan. As a result of the above, the impact on these financial statements is a 99% decrease in revenues compared to same period of previous fiscal year After the end of first quarter of fiscal year 2021, on November 16, the Llao Llao Hotel opened its doors operating under strict protocols. It is expected that the hotels in the city of Buenos Aires will gradually begin to restart their activity in the coming months.
Regarding the Group's debt maturities during the first quarter of fiscal year 2021, IRSA, in the month of May and July 2020, has issued Notes in the local market for the approximate sum of USD 105.4 million. With those proceeds, IRSA canceled its Notes maturing in July and August 2020. Regarding IRSA CP, it has cancelled its Series IV Notes on September 14.
After the end of the quarter, in November 2020, the Group had Notes maturities within the period contemplated by provision “A” 7106 of the Central Bank of the Argentine Republic mentioned above. Namely, Cresud Series XXIV for a nominal value of USD 73.6 million with maturity on November 14, 2020 and IRSA Series I for a nominal value of USD 181.5 million with maturity on November 15, 2020, as well as other debts banking. Cresud and IRSA presented a proposal to the BCRA within the corresponding deadlines and carried out exchange operations for said Negotiable Obligations. Cresud through the cash cancellation of USD 29.2 million and the issuance of two new Notes Series XXXI and Series XXXII for a nominal value of USD 1.3 million and USD 34.3 million. For its part, IRSA did it through the cash cancellation of USD 72.6 million and the issuance of two new Notes Series VIII and Series IX for a nominal value of USD 31.7 million and USD 80.7 million (including USD 6.5 million for new money)
76
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
Regarding the financial debt of the Group in the next 12 months:
●
Cresud faces the maturity of its Series XXVI Notes in January 2021 for a nominal value of ARS 995 million (approximately USD 13.1 million), Series XXVIII in April 2021 for a nominal value of USD 27.5 million and Series XXV and XXVII in July 2021 for a nominal value of USD 59.6 million and USD 5.7 million respectively. Likewise, Cresud has bank overdrafts for USD 24.8 million and other banking debt for USD 64.4 million. As of September 30, it had a liquidity position of approximately USD 71.9 million.
●
Our subsidiary IRSA faces the maturity of its Series III Notes for a nominal value of ARS 354 million (equivalent to USD 4.6 million) maturing on February 21, 2021, Series IV Notes for a nominal value of USD 51.4 million maturing on May 21, 2021, Series VI Notes for a nominal value of ARS 335 million (equivalent to USD 4.4 million) maturing on July 21, 2021, bank overdrafts for an amount equivalent to USD 22.0 million and other banking debt for USD 11.8 million. For its part, IRSA CP has maturities of banking debt for the approximate sum of USD 72.7 million.
●
It is important to mention that IRSA has approved with IRSA CP a credit line for up to USD 180 million over 3 years, of which as of September 30, 2020 IRSA used approximately USD 104.5 million, leaving the balance available. Additionally, at the Annual Shareholders Meeting, held on October 26, 2020, IRSA CP approved the distribution of a cash dividend of ARS 9,700 million that will be paid on November 25. As of September 30, IRSA owned an 80.65% stake in IRSA CP.
The final extent of the Coronavirus outbreak and its impact on the country's economy is unknown and difficult to fully predict. However, although it has produced significant short-term effects, they are not expected to affect business continuity and the Company’s ability to meet financial commitments for the next twelve months.
The Company is closely monitoring the situation and taking all necessary measures to preserve human life and the Group's businesses.
77
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
Consolidated Results
| (In ARS million) | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | 9,676 | 13,082 | (26.0)% |
| Costs | (7,984) | (9,090) | (12.2)% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce at the point of harvest | 679 | 511 | 32.9% |
| Changes<br>in the net realizable value of agricultural produce after<br>harvest | 528 | 531 | (0.6)% |
| Gross profit | 2,899 | 5,034 | (42.4)% |
| Net<br>gain from fair value adjustment on investment<br>properties | 23,676 | 12,121 | 95.3% |
| Gain<br>from disposal of farmlands | 81 | 290 | (72.1)% |
| General<br>and administrative expenses | (979) | (1,032) | (5.1)% |
| Selling<br>expenses | (1,213) | (1,091) | 11.2% |
| Other<br>operating results, net | 275 | 383 | (28.2)% |
| Management<br>Fee | (470) | - | 100.0% |
| Result from operations | 24,269 | 15,705 | 54.5% |
| Depreciation<br>and Amortization | 701 | 519 | 35.1% |
| EBITDA (unaudited) | 24,970 | 16,224 | 53.9% |
| Adjusted EBITDA (unaudited) | 5,811 | 3,555 | 63.5% |
| Loss<br>from joint ventures and associates | 134 | 870 | (84.6)% |
| Result from operations before financing and taxation | 24,403 | 16,575 | 47.2% |
| Financial<br>results, net | (2,504) | (18,251) | (86.3)% |
| Result before income tax | 21,899 | (1,676) | - |
| Income<br>tax expense | (7,977) | (2,719) | 193.4% |
| Result for the period from continued operations | 13,922 | (4,395) | - |
| Result<br>from discontinued operations after income tax | (6,396) | 13,887 | (146.1)% |
| Result for the period | 7,526 | 9,492 | (20.7)% |
| Attributable to | |||
| Equity<br>holder of the parent | 2,893 | (3,193) | - |
| Non-controlling<br>interest | 4,633 | 12,685 | (63.5)% |
Consolidated revenues decreased by 26.0% in first quarter of fiscal year 2021 compared to the same period of 2020, while adjusted EBITDA reached ARS 5.811 million, 63.5% higher than in the same period of fiscal year 2020. Agribusiness adjusted EBITDA was ARS 2,244 and urban properties and investments business (IRSA) adjusted EBITDA was ARS 4,913 million.
The net result for the first quarter of fiscal year 2021 recorded a gain of ARS 7,526 million compared to ARS 9,492 million in the same period of 2020, which implies a decrease of 20.7%. The profit from continuing operations shows a gain of ARS 13,922 million, compared to a loss of ARS 4,395 million in the same period of the previous fiscal year. This significant increase is explained by higher results from changes in the fair value of investment properties of our subsidiary IRSA. On the other hand, the result of discontinued operations reflects a loss of ARS 6,396 million because of the deconsolidation of the investment in Israel as of September 30, 2020, explained by the operating result for the period and the loss due to the derecognition of remaining assets and associated reserves. For more information see “Material and Subsequent Events”.
78
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
Description of Operations by Segment
| 3M 2021 | ||||||
|---|---|---|---|---|---|---|
| Urban Properties and Investments | Variation | |||||
| Agribusiness | Argentina | Israel | Subtotal | Total | 3M 21 vs 3M 20 | |
| Revenues | 8,355 | 1,219 | - | 1,219 | 9,574 | (22.7)% |
| Costs | (7,141) | (651) | - | (651) | (7,792) | (5.7)% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce at the point of harvest | 662 | - | - | - | 662 | 42.1% |
| Changes<br>in the net realizable value of agricultural produce after<br>harvest | 528 | - | - | - | 528 | (0.6)% |
| Gross profit | 2,404 | 568 | - | 568 | 2,972 | (42.0)% |
| Net<br>gain from fair value adjustment on investment<br>properties | 46 | 24,467 | - | 24,467 | 24,513 | 93.5% |
| Gain<br>from disposal of farmlands | 81 | - | - | - | 81 | (72.1)% |
| General<br>and administrative expenses | (336 | (651) | (5) | (656) | (992) | (5.7)% |
| Selling<br>expenses | (773) | (452) | - | (452) | (1,225) | 10.8% |
| Other<br>operating results, net | 288 | (25) | - | (25) | 263 | (29.5)% |
| Result from operations | 1,710 | 23,907 | (5) | 23,902 | 25,612 | 57.2% |
| Share<br>of profit of associates | (12) | (472) | - | (472) | (484) | (206.6)% |
| Segment result | 1,698 | 23,435 | (5) | 23,430 | 25,128 | 50.0% |
2021 Campaign
The year 2020 was dominated by the COVID-19 pandemic, which originated in China and subsequently spread to numerous countries, generating volatility in the markets and in commodity prices, adversely impacting the global, Argentine, and regional economy. Our agricultural operations continued their development normally as agricultural production was an essential activity to guarantee the supply of food.
The 2021 campaign is presented with radical changes from what was observed in the market at the end of the previous year. As of August, the United States reduced its sowing intention on the main crops and South America began to show indicators of lack of water. China activated its demand and this, added to the weakness of the dollar in the world, pushed the international prices of commodities upwards. Soybeans rose approximately 30% in the last year and corn 15%. The challenge will be in the climatic evolution in the region since planting began with some difficulties as a result of the “Niña” effect that was moderated in the last weeks with the observed rains.
79
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
Our Portfolio
Our portfolio under management, as of September 30, 2020, was composed of 761,794 hectares, of which 296,701 are in operation and 465,093 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.
Breakdown of Hectares
Own and under Concession (*) (**) (***)
| Productive Lands | ||||
|---|---|---|---|---|
| Agricultural | Cattle | Reserved | Total | |
| Argentina | 60,393 | 144,773 | 331,423 | 536,589 |
| Brazil | 60,518 | 7,148 | 88,079 | 155,745 |
| Bolivia | 8,858 | - | 1,017 | 9,875 |
| Paraguay | 12,524 | 2,488 | 44,573 | 59,585 |
| Total | 142,293 | 154,409 | 465,092 | 761,794 |
(*) 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 | 57,916 | 12,635 | 450 | 71,001 |
| Brazil | 48,616 | - | 2,131 | 50,747 |
| Bolivia | - | - | - | - |
| Total | 106,533 | 12,635 | 2,581 | 121,748 |
(*) Excludes double crops.
Segment Income – Agricultural Business
I)
Land Development 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 2021, no farmland sales were made. In Other operating results is observed the effect of the valuation of accounts receivables related to sales made by our subsidiary Brasilagro during fiscal year 2020.
| in ARS million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | - | - | - |
| Costs | (8) | (7) | 14.3% |
| Gross loss | (8) | (7) | 14.3% |
| Net<br>gain from fair value adjustment on investment<br>properties | 46 | 25 | 84.0% |
| Gain<br>from disposal of farmlands | 81 | 290 | (72.1)% |
| General<br>and administrative expenses | (1) | (1) | - |
| Other<br>operating results, net | 1,320 | 211 | 525.6% |
| Profit from operations | 1,438 | 518 | 177.6% |
| Segment profit | 1,438 | 518 | 177.6% |
| EBITDA | 1,439 | 520 | 176.7% |
| Adjusted EBITDA | 1,393 | 495 | 181.4% |
80
(II)
Agricultural Production
The result of the Farming segment decreased by ARS 960 million, from ARS 1,124 million gain during the first quarter of fiscal year 2020 to ARS 164 million gain during the same period of 2021.
| in ARS million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | 5,741 | 6,222 | (7.7)% |
| Costs | (4,923) | (5,431) | (9.4% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce at the point of harvest | 662 | 453 | 46.1% |
| Changes<br>in the net realizable value of agricultural produce after<br>harvest | 528 | 531 | (0.6)% |
| Gross profit | 2,008 | 1,775 | 13.1% |
| General<br>and administrative expenses | (206) | (249) | (17.3)% |
| Selling<br>expenses | (534) | (591) | (9.6)% |
| Other<br>operating results, net | (1,097) | 172 | (737.8)% |
| Profit from operations | 171 | 1,107 | (84.6)% |
| Profit<br>from associates | (7) | 17 | (141.2)% |
| Segment profit | 164 | 1,124 | (85.4)% |
| EBITDA | 718 | 1,489 | (51.8)% |
| Adjusted EBITDA | 718 | 1,489 | (51.8)% |
II.a) Crops and Sugarcane
Crops
| in ARS million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | 3,624 | 3,955 | (8.4)% |
| Costs | (3,055) | (3,294) | (7.3)% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce at the point of harvest | 148 | (139) | - |
| Changes<br>in the net realizable value of agricultural produce after<br>harvest | 528 | 531 | (0.6)% |
| Gross profit | 1,245 | 1,053 | 18.2% |
| General<br>and administrative expenses | (127) | (122) | 4.1% |
| Selling<br>expenses | (435) | (528) | (17.6)% |
| Other<br>operating results, net | (1,078) | 165 | - |
| Profit from operations | (395) | 568 | - |
| Share<br>of loss of associates | (7) | 17 | - |
| Activity profit | (402) | 585 | - |
Sugarcane
| in ARS million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | 1,454 | 1,742 | (16.5)% |
| Costs | (1,306) | (1,715) | (23.8)% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce at the point of harvest | 519 | 684 | (24.1)% |
| Gross profit | 667 | 711 | (6.2)% |
| General<br>and administrative expenses | (43) | (78) | (44.9)% |
| Selling<br>expenses | (56) | (15) | 273.3% |
| Other<br>operating results, net | (14) | 4 | - |
| Profit from operations | 554 | 622 | (10.9)% |
| Activity profit | 554 | 622 | (10.9)% |
81
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
Operations
| Production Volume1) | 3M21 | 3M20 | 3M19 | 3M18 | 3M17 |
|---|---|---|---|---|---|
| Corn | 187,328 | 285,831 | 103,688 | 240,927 | 223,377 |
| Soybean | 1,386 | 1,270 | (686) | 4,842 | - |
| Wheat | 72 | (164) | 77 | 208 | - |
| Sorghum | 783 | 3,229 | 1,048 | 606 | 298 |
| Sunflower | 2,573 | (1) | - | - | - |
| Cotton | 6,723 | 3,237 | - | - | - |
| Beans | - | - | - | - | - |
| Others | 449 | 198 | 1,790 | 718 | 816 |
| Total Crops (tons) | 196,741 | 293,600 | 105,917 | 247,301 | 224,491 |
| Sugarcane (tons) | 1,142,166 | 1,168,915 | 957,663 | 907,075 | 441,851 |
(1)
Includes Brasilagro, Acres del Sud, Ombú, Yatay and Yuchán. Excludes Agro-Uranga.
| 3M21 | 3M20 | 3M19 | 3M18 | 3M17 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Volume of Sales (1) | F.M | Total | D.M | F.M | Total | D.M | F.M | Total | D.M | F.M | Total | D.M | F.M | Total | |
| Corn | 161.1 | 33.3 | 194.4 | 152.5 | 18.1 | 170.6 | 65.3 | - | 65.3 | 134.4 | - | 134.4 | 121.8 | - | 121.8 |
| Soybean | 68.2 | 22.5 | 90.7 | 67.5 | 38.4 | 105.9 | 14.3 | 29.2 | 43.5 | 21.1 | 5.8 | 26.9 | 29.8 | - | 29.8 |
| Wheat | 0.6 | 0.2 | 0.8 | 1.5 | - | 1.5 | 4.4 | - | 4.4 | 6.4 | - | 6.4 | 0.4 | 0.1 | 0.5 |
| Sorghum | - | - | - | - | - | - | - | - | - | - | - | - | 0.1 | - | 0.1 |
| Sunflower | - | - | - | 4.3 | - | 4.3 | 2.0 | - | 2.0 | 0.4 | - | 0.4 | 0.7 | - | 0.7 |
| Cotton | 0.3 | - | 0.3 | - | - | - | - | - | - | - | - | - | - | - | - |
| Beans | 1.0 | 1.0 | 2.0 | - | - | - | - | - | - | - | - | - | - | - | - |
| Others | 0.4 | - | 0.4 | 0.3 | - | 0.3 | - | - | - | 0.6 | - | 0.6 | 1.5 | - | 1.5 |
| Total Crops (thousands of tons) | 231.6 | 57.0 | 288.6 | 226.1 | 56.5 | 282.6 | 86.0 | 29.2 | 115.2 | 162.9 | 5.8 | 168.7 | 154.3 | 0.1 | 154.4 |
| Sugarcane (thousands of tons) | 1,038.3 | - | 1,038.3 | 1,056.6 | - | 1,056.6 | 890.9 | - | 890.9 | 895.1 | - | 895.1 | 441.9 | - | 441.9 |
D.M.: Domestic market
F.M.: Foreign market
(1) Includes Brasilagro, CRESCA at 50%, Acres del Sud, Ombú, Yatay and Yuchán. Excludes Agro-Uranga.
Loss of the Grains activity increased by ARS 987 million, from ARS 585 million gain during the first quarter of fiscal year 2020 to ARS 402 million loss during the same period of 2021, mainly because of:
●
Lower results in Argentina, due to a loss from grain derivatives (mainly soybeans and corn) for upward trend in future prices, and a lower gain in the gross margin of sales and holding results, because of the lower stock left by the 19-20 campaign in comparison to the previous period.
●
Lower results in Brazil, mainly due to the negative result generated by commodity derivatives in IQ 21, partially offset by higher productive results, gross sales margin and holding results (mainly in corn).
The result of the Sugarcane activity decreased by ARS 68 million, from a gain of ARS 622 million in the first quarter of fiscal year 2020 to a gain of ARS 554 million in the same period of 2021. This is mainly due to a lower productive result of Brazil, mainly due to higher production costs and less planted area, offset by higher sales results, due to better prices and lower administrative expenses.
| Area in<br>Operation (hectares) (1) | As of 09/30/20 | As of 09/30/19 | YoY Var |
|---|---|---|---|
| Own<br>farms | 113,091 | 103,580 | 9.2% |
| Leased<br>farms | 132,898 | 138,969 | (4.4)% |
| Farms<br>under concession | 22,346 | 25,609 | (12.7)% |
| Own<br>farms leased to third parties | 22,810 | 13,786 | 65.5% |
| Total Area Assigned to Production | 291,145 | 281,944 | 3.3% |
(1) Includes Agro-Uranga, Brazil and Paraguay,
The area in operation assigned to the crops and sugarcane activity increased by 3.3% as compared to the same period of the previous fiscal year.
82
II.b) Cattle Production
| Production Volume (1) | 3M21 | 3M20 | 3M19 | 3M18 | 3M17 |
|---|---|---|---|---|---|
| Cattle<br>herd (tons) | 1,799 | 2,211 | 2,338 | 2,010 | 1,918 |
| Milking<br>cows (tons) | - | - | - | 133 | 174 |
| Cattle (tons) | 1,799 | 2,111 | 2,338 | 2,143 | 2,093 |
(1)
Includes Carnes Pampeanas
| 3M21 | 3M20 | 3M19 | 3M18 | 3M17 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Volume of 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 | 5.6 | - | 5.6 | 4.7 | - | 4.7 | 1.7 | - | 1.7 | 2.3 | - | 2.3 | 2.1 | - | 2.1 |
| Milking cows(2) | - | - | - | - | - | - | - | - | - | 0.1 | - | 0.1 | 0.2 | - | 0.2 |
| Cattle (thousands of tons) | 5.6 | - | 5.6 | 4.7 | - | 4.7 | 1.7 | - | 1.7 | 2.4 | - | 2.4 | 2.3 | - | 2.3 |
D.M.: Domestic market
F.M.: Foreign market
(1)
Includes Carnes Pampeanas
(2)
Milk was discontinued on IIQ 2018
Cattle
| In ARS Million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | 611 | 451 | 35.5% |
| Costs | (499) | (390) | 27.9% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce | (5) | (92) | (94.6)% |
| Gross Profit / (Loss) | 107 | (31) | - |
| General<br>and administrative expenses | (24) | (27) | (11.1)% |
| Selling<br>expenses | (33) | (35) | (5.7)% |
| Other<br>operating results, net | (2) | 3 | - |
| Profit / (Loss) from operations | 48 | (90) | - |
| Activity Profit / (Loss) | 48 | (90) | - |
| Area in operation – Cattle (hectares) (1) | As of 09/30/20 | As of 09/30/19 | YoY Var |
| --- | --- | --- | --- |
| Own<br>farms | 64,986 | 72,061 | (9.8)% |
| Leased<br>farms | 12,635 | 12,635 | - |
| Farms<br>under concession | 3,097 | 2,993 | 3.5% |
| Own<br>farms leased to third parties | 1,775 | 1,775 | - |
| Total Area Assigned to Cattle Production | 82,493 | 89,464 | (7.8)% |
(1) Includes Agro-Uranga, Brazil and Paraguay,
| Stock of Cattle Heard | As of 09/30/20 | As of 09/30/19 | YoY Var |
|---|---|---|---|
| Breeding<br>stock | 57,264 | 77,301 | (25.9)% |
| Winter<br>grazing stock | 6,629 | 13,238 | (49.9)% |
| Sheep<br>stock | 12,160 | 11,138 | 9.2% |
| Total Stock (heads) | 76,053 | 101,677 | (25.2)% |
The result of the Cattle activity increased by ARS 138 million: from a ARS 90 million loss during first quarter of fiscal year 2020 to a ARS 48 million gain in the same period of 2021, 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.
83
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
II.c) Agricultural Rental and Services
| In ARS Million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | 52 | 74 | (29.7)% |
| Costs | (63) | (32) | 96.9% |
| Gross profit | (11) | 42 | - |
| General<br>and Administrative expenses | (12) | (22) | (45.5)% |
| Selling<br>expenses | (10) | (13) | (23.1)% |
| Other<br>operating results, net | (3) | - | - |
| Profit from operations | (36) | 7 | - |
| Activity Profit | (36) | 7 | - |
The result of the activity was reduced by ARS 43 million, from a gain of ARS 7 million in the first quarter of fiscal year 2020 to a loss of ARS 36 million in the same period of 2021.
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.
The result of the segment decreased by ARS 188 million, going from a gain of ARS 341 million for the first quarter of fiscal year 2020 to a gain of ARS 153 million for the same period of 2021, mainly due to:
●
A decrease in the operating profit of FyO originated mainly because in the previous fiscal year an extraordinary result was generated due to the volatility of the exchange rate, allowing to capture unusual price differences in operations, partially offset by higher results from the sale of supplies, commissions of brokerage and consignment of grains, and lower selling expenses due to the context of the pandemic.
●
A negative variation in associates results corresponding to Agrofy S.A.
●
A loss from Carnes Pampeanas, mainly originated by a decrease in the sales result, lower volume sold in the local market and lower average sales prices, which was partially offset by an increase in the volume of sales to the foreign market, but at lower average prices when compared to the previous period.
| In ARS Million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | 2,614 | 2,555 | 2.3% |
| Costs | (2,210) | (2,082) | 6.1% |
| Initial<br>recognition and changes in the fair value of biological assets and<br>agricultural produce at the point of harvest | - | 13 | (100.0)% |
| Gross profit | 404 | 486 | (16.9)% |
| General<br>and administrative expenses | (72) | (75) | (4.0)% |
| Selling<br>expenses | (239) | (214) | 11.7% |
| Other<br>operating results, net | 65 | 53 | 22.6% |
| Profit from operations | 158 | 250 | (36.8)% |
| Profit<br>from associates | (5) | 91 | (105.5)% |
| Segment Profit | 153 | 341 | (55.1)% |
| EBITDA | 186 | 270 | (31.1)% |
| Adjusted EBITDA | 186 | 270 | (31.1)% |
IV) Corporate Segment
The negative result of the segment increased by ARS 5 million, from a loss of ARS 51 million in the first quarter of fiscal year 2020 to a loss of ARS 57 million in the same period of fiscal year 2021.
| In ARS Million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| General<br>and administrative expenses | (57) | (51) | 11.8% |
| Loss from operations | (57) | (51) | 11.8% |
| Segment loss | (57) | (51) | 11.8% |
| EBITDA | (56) | (51) | 9.8% |
| Adjusted EBITDA | (56) | (51) | 9.8% |
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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 September 30, 2020, our direct and indirect equity interest in IRSA was 62.3% over stock capital.
Consolidated Results of our Subsidiary IRSA Inversiones y Representaciones S,A,
| In ARS million | 3M 21 | 3M 20 | YoY Var |
|---|---|---|---|
| Revenues | 1,607 | 4,481 | (64.1)% |
| Profit<br>/ (loss) from operations | 23.031 | 13,877 | 66.0% |
| EBITDA | 24,026 | 14,572 | 64.9% |
| Adjusted EBITDA | 4,913 | 1,928 | 154.8% |
| Segment Result | 23,430 | 14,819 | 58.1% |
Consolidated revenues from sales, rentals and services decreased by 64.1% in the first quarter of fiscal year 2021 compared to the same period in 2020, while adjusted EBITDA, which excludes the effect of the result from changes in the unrealized fair value of investment properties reached ARS 4,913 million, 154.8% higher than the same period of fiscal year 2020.
Financial Indebtedness and Other
The following tables contain a breakdown of company’s indebtedness:
Agricultural Business
| Description | Currency | Amount (USD MM)(2) | Interest Rate | Maturity |
|---|---|---|---|---|
| Bank<br>overdrafts | ARS | 24.8 | Variable | <<br>360 days |
| Series<br>XXIV NCN | USD | 73.6 | 9.00% | Nov-20 |
| Series<br>XXVI NCN | ARS | 13.1 | Variable | Jan-21 |
| Series<br>XXVIII NCN | USD | 27.5 | 9.00% | Apr-21 |
| Series<br>XXV NCN | USD | 59.6 | 9.00% | Jul-21 |
| Series<br>XXVII NCN | USD | 5.7 | 7.45% | Jul-21 |
| Series<br>XIX NCN | USD | 83.0 | 3.50% | Dec-21 |
| Series XXIII NCN(1) | USD | 113.0 | 6.50% | Feb-23 |
| Series<br>XXX NCN | USD | 25.0 | 2.00% | Ago-23 |
| Other<br>debt | USD | 76.6 | - | - |
| CRESUD’s Total Debt (3) | USD | 501.9 | ||
| Cash and cash equivalents (3) | USD | 71.9 | ||
| CRESUD’s Net Debt | USD | 430.0 | ||
| Brasilagro’s Total Net Debt | USD | 30.5 |
(1) Net of repurchases
(2) Principal amount stated in USD (million) at an exchange rate of 76.18 ARS/USD and 5.611 BRL/USD, without considering accrued interest or elimination of balances with subsidiaries.
(3) Helmir & CRESUD stand-alone.
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Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
Urban Properties and Investments Business
Operations Center in Argentina
The following table describes our total indebtedness as of September 30, 2020:
| Description | Currency | Amount<br>(USD MM) (1) | Interest Rate | Maturity |
|---|---|---|---|---|
| Bank<br>overdrafts | ARS | 22.0 | Floating | <<br>360 days |
| Series<br>I NCN | USD | 181.5 | 10.0% | Nov-20 |
| Series<br>III NCN | ARS | 4.6 | Variable | Feb-21 |
| Series<br>IV NCN | USD | 51.4 | 7.0% | May-21 |
| Series<br>VI NCN | USD | 4.4 | Floating | Jul-21 |
| Series<br>VII NCN | ARS | 33.7 | 4.0% | Jan-22 |
| Series<br>V NCN | USD | 9.2 | 9.0% | May-22 |
| Loan with IRSA CP(3) | USD | 104.5 | - | Mar-22 |
| Other<br>debt | USD | 17.6 | - | Feb-22 |
| IRSA’s Total Debt | USD | 428.9 | ||
| Cash<br>& Cash Equivalents + Investments | USD | 0.3 | ||
| IRSA’s Net Debt | USD | 428.6 | ||
| Bank<br>loans and overdrafts | ARS | 72,7 | - | <<br>360 days |
| PAMSA<br>loan | USD | 27,0 | Fixed | Feb-23 |
| IRSA<br>CP NCN Class II | USD | 360,0 | 8.75% | Mar-23 |
| IRSA CP’s Total Debt | USD | 459,7 | ||
| Cash & Cash Equivalents + Investments<br>(2) | USD | 134,7 | ||
| Intercompany<br>Credit | USD | 104,5 | ||
| IRSA CP’s Net Debt | USD | 220,5 |
(1)
Principal amount in USD (million) at an exchange rate of ARS 76.18/USD, without considering accrued interest or eliminations of balances with subsidiaries.
(2)
Includes Cash and cash equivalents, Investments in Current Financial Assets and related companies notes holding.
(3)
Includes amounts taken by IRSA and subsidiaries.
Comparative Summary Consolidated Balance Sheet Data
| In ARS million | Sep-20 | Sep-19 |
|---|---|---|
| Current<br>assets | 40,590 | 248,708 |
| Non-current<br>assets | 226,304 | 490,817 |
| Total assets | 266,894 | 739,525 |
| Current<br>liabilities | 67,362 | 186,092 |
| Non-current<br>liabilities | 106,850 | 421,928 |
| Total liabilities | 174,212 | 608,020 |
| Total<br>capital and reserves attributable to the shareholders of the<br>controlling company | 31,475 | 27,086 |
| Minority<br>interests | 61,207 | 104,419 |
| Shareholders’ equity | 92,682 | 131,505 |
| Total liabilities plus minority interests plus shareholders’<br>equity | 266,894 | 739,525 |
Comparative Summary Consolidated Statement of Income Data
| In ARS million | Sep-20 | Sep-19 |
|---|---|---|
| Gross<br>profit | 2,899 | 5,034 |
| Profit from operations | 24,269 | 15,705 |
| Share<br>of profit of associates and joint ventures | 134 | 870 |
| Profit<br>/ (loss) from operations before financing and taxation | 24,403 | 16,575 |
| Financial<br>results, net | (2,504) | (18,251) |
| Loss<br>before income tax | 21,899 | (1,676) |
| Income<br>tax expense | (7,977) | (2,719) |
| Loss<br>of the period of continuous operations | 13,922 | (4,395) |
| Profit<br>of discontinued operations after taxes | (6,396) | 13,887 |
| Loss for the period | 7,526 | 9,492 |
| Controlling<br>company’s shareholders | 2,893 | (3,193) |
| Non-controlling<br>interest | 4,633 | 12,685 |
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Comparative Summary Consolidated Statement of Cash Flow Data
| In ARS million | Sep-20 | Sep-19 |
|---|---|---|
| Net<br>cash generated by operating activities | 4,337 | 11,901 |
| Net<br>cash generated by investment activities | 40,540 | 3,262 |
| Net<br>cash used in financing activities | (30,240) | (35,960) |
| Total net cash (used in) / generated during the fiscal<br>period | 14,637 | (20,797) |
Ratios
| In ARS million | Sep-20 | Sep-19 |
|---|---|---|
| Liquidity <br>(1) | 0.603 | 1.336 |
| Solvency <br>(2) | 0.532 | 0.216 |
| Restricted capital <br>(3) | 0.848 | 0.664 |
(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
August 2020: Notes issuance
As a subsequent event, on August 31, 2020, the seventeenth Series of Notes public tender was carried out, within the framework of the Program approved by the Shareholders Meeting, for up to USD 500 million. The main characteristics of the issuance are detailed bellow:
●
Series XXX: denominated in dollars and payable in pesos at the applicable exchange rate, as defined in the issuance documents, with a nominal value of USD 25.0 million at a fixed rate of 2.0%, maturing 36 months from the date of issuance with quarterly payments and principal expiring at maturity. The issue price was 100.0% of Nominal Value. Proceeds will be mainly used for debt refinancing.
October 2020: General Ordinary and Extraordinary Shareholders’ Meeting
On October 26, 2020, our General Ordinary and Extraordinary Shareholders’ Meeting was held. The following matters. inter alia, were resolved by majority of votes:
●
Allocation of net income for the fiscal year ended June 30, 2020 to the legal reserve and unappropriated retained earnings.
●
Not to distribute dividends as a result of the absorption of losses.
●
Designation of board members.
●
Compensations to the Board of Directors for the fiscal year ended June 30, 2019
●
Incentive plan for employees. management and directors to be integrated without premium for up to 1% of the Capital Stock.
November 2020: Notes Issuance – Exchange Offer Series XXIV Notes - BCRA “A” 7106 Communication
On November 12, 2020, the company carried out an exchange operation of its Series XXIV Notes, for a nominal value of USD 73.6 million
Nominal Value of Existing Notes presented and accepted for the Exchange (for both Series): approximately USD 65.1 million which represents 88.41% acceptance, through the participation of 1,098 orders.
●
Series XXXI: Face Value of Existing Notes presented and accepted for the Exchange: approximately USD 30.8 million.
Nominal Value to be Issued: approximately USD 1.3 million.
Issuance Price: 100% nominal value.
Maturity Date: It will be November 12, 2023.
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Consideration of the Exchange Offer: eligible holders whose existing notes have been accepted for the Exchange by the Company, will receive for every USD 1 submitted to the Exchange, the accrued interest of the existing notes until the settlement and issue date and the following:
■
A sum of money of approximately USD 29.4 million for repayment of capital of such existing notes presented to the Exchange, in cash, in United States Dollars, which will be equivalent to USD 0.95741755 for each USD 1 of existing notes presented to the Exchange; and
■
The remaining amount until completing 1 USD for each 1 USD of existing notes presented to the Exchange, in notes Series XXXI.
Annual Nominal Fixed Interest Rate: 9.00%.
Amortization: The capital of the Series XXXI Notes will be amortized in 3 annual installments (33% of the capital on November 12, 2021, 33% of the capital on November 12, 2022, 34% of the capital on the maturity date of Series XXXI).
Interest Payment Dates: Interest will be paid quarterly for the expired period as of the issue and settlement date.
Payment Address: Payment will be made to an account at Argentine Securities Commission in the Autonomous City of Buenos Aires
●
Series XXXII: Face Value of Existing Notes presented and accepted for the Exchange: approximately USD 34.3 million.
Nominal Value to be Issued: approximately USD 34.3 million.
Issuance Price: 100% nominal value.
Maturity Date: It will be November 12, 2022.
Consideration of the Exchange Offer: the eligible holders whose existing notes have been accepted for the Exchange by the Company, will receive Series XXXII Notes for 100% of the capital amount presented for exchange and accepted by the Company and the accrued interest of the existing notes until the settlement and issue date.
Early Bird: will consist of the payment of USD 0.02 for each USD 1 of existing notes delivered and accepted in the Exchange on or before the deadline date to Access the Early Bird. Said consideration will be paid in Pesos on the issue and settlement date according to the exchange rate published by Communication “A” 3500 of the Central Bank of Argentina on the business day prior to the expiration date of the Exchange, which is ARS 79.3433 for each USD 1 of Existing Notes delivered and accepted in the Exchange.
Annual Nominal Fixed Interest Rate: 9.00%.
Amortization: The capital of the Series XXXII Notes will be amortized in one installment on the maturity date.
Interest Payment Dates: Interest will be paid quarterly for the expired period from the issuance and settlement date.
Payment Address: Payment will be made to an account at Argentine Securities Commission in New York, United States, for which purpose the Company will make US dollars available to an account reported by the Argentine Securities Commission in said jurisdiction.
88
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
Urban Properties and Investments Business
September 2020: Investment in IDBD and DIC
The Company indirectly participated through IRSA in IDBD and DIC. These companies had certain financial restrictions and agreements in relation to their financial debt, including their negotiable obligations and loans with banks and financial institutions. These commitments and other restrictions resulting from the indebtedness of IDBD and DIC (such as the pledges granted by IDBD over part of its shareholding in DIC) do not have recursive effects against IRSA, nor has IRSA guaranteed them with its assets, so the economic risk of IRSA is limited to the value of said investments.
IDBD financial situation as of June 30, 2020 showed a negative Shareholders Equity, negative Cash Flows and a downgrade in the credit rating. In order to comply with financial liabilities, including short term debts, IDBD cash flow depended on the financial support of its controlling shareholder (Dolphin Netherlands B.V.) and the sale of assets which was not under the control of IDBD. IDBD has been keeping negotiations with financial creditors (bondholders) to restructure its financial debt in more favorable conditions.
As of June 30, 2020, the aggregate principal amount of the (i) IDBD Series 9 Bonds was NIS 901 million (“Series 9”), (ii) IDBD Series 14 Bonds was NIS 889 million collateralized by DIC shares owned directly or indirectly by us representing 70% of the share capital of DIC (“Series 14”), (iii) IDBD Series 15 Bonds was NIS 238million collateralized by shares of Clal representing 5% of the share capital of Clal (“Series 15”).
On September 7, 2020, the Company reported that, regarding the capital contributions committed for September 2, 2020 and 2021, for NIS 70 million each, it considered that there were doubts regarding the fulfilment of the previous conditions established to make said contributions. Therefore, it has resolved not to make the corresponding payment for this year.
On September 17, 2020, the Series 9 trustee submitted to the District Court in Tel-Aviv-Jaffa (the "Court") a petition to grant an order for the opening of proceedings for IDBD pursuant to the Insolvency and Economic Rehabilitation Law, 5778 – 2018 and to instruct the appointment of a trustee for IDBD pursuant to Section 33 and to grant the trustee any and all authority over the decision making of IDBD as well as the request of an immediate hearing to open the proceedings against IDBD (the “Petition”).
On September 21, 2020, the Series 14 trustee informed that the holders of Series 14 approved to make the entire uncleared balance of Series 14 repayable immediately.
On September 22, 2020, IDBD and Dolphin Netherlands B.V. submitted an initial response to the Petition, arguing that it was in the best interest of IDBD and its creditors to exhaust the negotiations among the controlling shareholder and its creditors during a short period with the aim to maximize the value of its assets, avoid costs and additional negative effects.
In addition, responses by the Series 14 trustee and the Series 15 trustee were filed requesting the enforcement of liens and the appointment of a receiver as well as an urgent hearing, which was scheduled for September 24, 2020.
On September 25, 2020, the Court resolved that IDBD is insolvent and has therefore resolved to grant all three orders requested and accordingly, issued an order for the initiation of proceedings and liquidation of IDBD, and has appointed a liquidator to IDBD and interim receivers over the Pledged DIC Shares and the Pledged Clal Shares. After this decision, the IDBD Board of Directors was removed from its functions, so the Group lost control on that date, proceeding to deconsolidate the financial statements.
89
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
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.
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 the three-month period ended September 30 (in ARS<br>million) | ||
|---|---|---|
| 2020 | 2019 | |
| Result<br>for the period | 7,526 | 9,492 |
| Result<br>from discontinued operations | 6,396 | (13,887) |
| Income<br>tax expense | 7,977 | 2,719 |
| Net<br>financial results | 2,504 | 18,251 |
| Share<br>of profit of associates and joint ventures | (134) | (870) |
| Depreciation<br>and amortization | 701 | 519 |
| EBITDA (unaudited) | 24,970 | 16,224 |
| Gain<br>from fair value of investment properties, not realized -<br>agribusiness | (46) | (25) |
| Gain<br>from fair value of investment properties, not realized - Urban<br>Properties Business | (19,113) | (12,644) |
| Adjusted EBITDA (unaudited) | 5,811 | 3,555 |
90
Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
Summary as of September 30, 2020
Brief comment on future prospects for the Fiscal Year
The year 2020 was dominated by the COVID-19 pandemic, which originated in China and subsequently spread to numerous countries, generating volatility in the markets and in commodity prices, adversely impacting the global, Argentine and regional economy. Our agricultural operations continued their development normally as agricultural production was an essential activity to guarantee the supply of food.
The 2021 campaign is presented with radical changes from what was observed in the market at the end of the previous year. As of August, the United States reduced its sowing intention on the main crops and South America began to show indicators of lack of water. China activated its demand and this, added to the weakness of the dollar in the world, pushed the international prices of commodities upwards. Soybeans rose approximately 30% in the last year and corn 15%. The challenge will be in the climatic evolution in the region since planting began with some difficulties as a result of the “Niña” effect. If the weather is good and we achieve good agricultural yields, we expect a campaign with excellent results.
We also expect good results for the livestock activity driven by the Chinese demand for meat. Although production will also depend on climatic evolution, local farm prices have been growing steadily in recent months. We will continue to focus on improving productivity and controlling costs, working efficiently to achieve the highest possible operating margins. We will continue concentrating our production in our own farms, mainly in the Northwest of Argentina and consolidating our activity in Brazil.
Furthermore, as part of our business strategy, we will continue to sell the farms that have reached their highest level of appreciation in the region.
The urban properties and investments business, which we own through IRSA, presents challenges for the next quarter and 2021. The company's main shopping malls opened their doors in October and are working with strict protocols that include social distancing, reduced hours and flow, access controls, among other measures while hotels continue to be closed in the city of Buenos Aires. Gradual openings of the hotel business are expected in the coming months. IRSA continues to work on reducing and making the cost structure more efficient, hoping that the activity of shopping malls will evolve in accordance with the economic recovery. To date, although it is too early to evaluate a performance of the activity, we can perceive a gradual recovery in sales in our shopping malls, although progressive.
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 frameworkof this analysis, the indicated tools may be linked to corporate reorganization processes (merger, spin-off or a combination of both), implementation of financial and / or corporate efficiencies in international companies directly or indirectly owned by the Company through reorganization processes, 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, repurchase of shares and instruments similar to those described that are useful to the proposed objectives. All this as described in the Company's Annual Report for the fiscal year ending June 30, 2020.
The Company keeps its commitment to preserve the health and well-being of its clients, employees, tenants and the entire population, constantly reassessing its decisions in accordance with the evolution of events, the regulations that are issued and the guidelines of the competent authorities.
Alejandro Elsztain
CEO
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