[ ]
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Rule 13d-1(b)
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[ ]
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Rule 13d-1(c)
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[X]
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Rule 13d-1(d)
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CUSIP NO. L00849106
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Page 2 of 12 Pages
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1.
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Names of Reporting Persons
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2.
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Check the Appropriate Box If a Member of a Group (See Instructions)
|
a.
|
[ ]
|
b.
|
[X]
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3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
|
|
5.
|
Sole Voting Power
|
Number of
Shares
|
|
0
|
Beneficially
Owned By
Each
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6.
|
Shared Voting Power
0
|
Reporting
Person
With
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
|
|
|
0
|
9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
|
10.
|
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
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11.
|
Percent of Class Represented By Amount in Row (9)
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12.
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Type of Reporting Person (See Instructions)
|
CUSIP NO. L00849106
|
Page 3 of 12 Pages
|
1.
|
Names of Reporting Persons
|
2.
|
Check the Appropriate Box If a Member of a Group (See Instructions)
|
a.
|
[ ]
|
b.
|
[X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
|
|
5.
|
Sole Voting Power
|
Number of
Shares
|
|
0
|
Beneficially
Owned By
Each
|
6.
|
Shared Voting Power
0
|
Reporting
Person
With
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
|
|
|
0
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
10.
|
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
|
11.
|
Percent of Class Represented By Amount in Row (9)
|
12.
|
Type of Reporting Person (See Instructions)
|
CUSIP NO. L00849106
|
Page 4 of 12 Pages
|
1.
|
Names of Reporting Persons
|
2.
|
Check the Appropriate Box If a Member of a Group (See Instructions)
|
a.
|
[ ]
|
b.
|
[X]
|
3.
|
SEC Use Only
|
4.
|
Citizenship or Place of Organization
|
|
5.
|
Sole Voting Power
|
Number of
Shares
|
|
0
|
Beneficially
Owned By
Each
|
6.
|
Shared Voting Power
0
|
Reporting
Person
With
|
7.
|
Sole Dispositive Power
0
|
|
8.
|
Shared Dispositive Power
|
|
|
0
|
9.
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
10.
|
Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
|
11.
|
Percent of Class Represented By Amount in Row (9)
|
12.
|
Type of Reporting Person (See Instructions)
|
CUSIP NO. L00849106
|
Page 5 of 12 Pages
|
Item 1(a).
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Name of Issuer:
|
|
|
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Adecoagro S.A. (the “Issuer”).
|
|
|
Item 1(b).
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Address of the Issuer's Principal Executive Offices:
|
|
|
|
Vertigo Naos Building, 6, Rue Eugène Ruppert
L-2453, Luxembourg
|
|
R.C.S. Luxembourg B 153 681
|
|
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Item 2(a).
|
Name of Person Filing
|
|
|
|
The Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
|
i)
|
Soros Fund Management LLC (“SFM LLC”);
|
ii)
|
George Soros; and
|
iii)
|
Robert Soros.
|
|
This statement relates to Shares (as defined herein) that were held for the accounts of Quantum Partners LP, a Cayman Islands exempted limited partnership (“Quantum Partners”) and Geosor Corporation, a New York corporation (“Geosor”). SFM LLC serves as principal investment manager to Quantum Partners. As such, SFM LLC has been granted investment discretion over portfolio investments, including the Shares, that were held for the accounts of Quantum Partners. George Soros serves as Chairman and Manager of SFM LLC and Robert Soros serves as Manager of SFM LLC. Geosor is indirectly wholly owned by George Soros. As such, George Soros may have been deemed to be the beneficial owner of the Shares that were held by Geosor.
|
Item 2(b).
|
Address of Principal Business Office or, if None, Residence:
|
|
|
|
The address of the principal business office of each of the Reporting Persons is 250 West 55th Street, 38th Floor, New York, NY 10019.
|
Item 2(c).
|
Citizenship:
|
i)
|
SFM LLC is a Delaware limited liability company;
|
ii)
|
George Soros is a United States citizen; and
|
iii)
|
Robert Soros is a United States citizen.
|
Item 2(d).
|
Title of Class of Securities:
|
|
Common Shares, par value $1.50 per share (the “Shares”).
|
Item 2(e).
|
CUSIP Number:
|
|
|
|
L00849106
|
CUSIP NO. L00849106
|
Page 6 of 12 Pages
|
Item 3.
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If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
|
|
This Item 3 is not applicable.
|
Item 4.
|
Ownership:
|
|
|
Item 4(a).
|
Amount Beneficially Owned:
|
|
|
|
As of December 31, 2017, each of the Reporting Persons may be deemed to be the beneficial owner of 0 Shares.
|
|
|
Item 4(b).
|
Percent of Class:
|
|
|
|
As of December 31, 2017, each of the Reporting Persons may be deemed to be the beneficial owner of 0% of the total number of Shares outstanding.
|
|
|
Item 4(c).
|
Number of shares as to which such person has:
|
|
|
|
SFM LLC
|
||
|
(i)
|
Sole power to vote or direct the vote
|
0
|
|
(ii)
|
Shared power to vote or to direct the vote
|
0
|
|
(iii)
|
Sole power to dispose or to direct the disposition of
|
0
|
|
(iv)
|
Shared power to dispose or to direct the disposition of
|
0
|
|
George Soros
|
||
|
(i)
|
Sole power to vote or direct the vote
|
0
|
|
(ii)
|
Shared power to vote or to direct the vote
|
0
|
|
(iii)
|
Sole power to dispose or to direct the disposition of
|
0
|
|
(iv)
|
Shared power to dispose or to direct the disposition of
|
0
|
|
Robert Soros
|
||
|
(i)
|
Sole power to vote or direct the vote
|
0
|
|
(ii)
|
Shared power to vote or to direct the vote
|
0
|
|
(iii)
|
Sole power to dispose or to direct the disposition of
|
0
|
|
(iv)
|
Shared power to dispose or to direct the disposition of
|
0
|
CUSIP NO. L00849106
|
Page 7 of 12 Pages
|
Item 5.
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Ownership of Five Percent or Less of a Class:
|
|
|
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class securities, check the following [X].
|
|
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person:
|
|
|
|
The partners of Quantum Partners were entitled to receive, or had the power to direct, the receipt of dividends from or the proceeds of sales of the Shares that were held for the accounts of Quantum Partners, in accordance with their ownership interests in Quantum Partners. The shareholders of Geosor were entitled to receive, or had the power to direct, the receipt of dividends from or the proceeds of sales of the Shares that were held for the accounts of Geosor, in accordance with their ownership interests in Geosor.
|
|
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
|
|
|
|
This Item 7 is not applicable.
|
|
|
Item 8.
|
Identification and Classification of Members of the Group:
|
|
|
|
This Item 8 is not applicable.
|
|
|
Item 9.
|
Notice of Dissolution of Group:
|
|
|
|
This Item 9 is not applicable.
|
|
|
Item 10.
|
Certification:
|
|
This Item 10 is not applicable.
|
CUSIP NO. L00849106
|
Page 8 of 12 Pages
|
Date: February 13, 2018
|
SOROS FUND MANAGEMENT LLC
|
|
|
|
By: /s/ Jodye Anzalotta
|
|
Jodye Anzalotta
|
|
Assistant General Counsel
|
Date: February 13, 2018
|
GEORGE SOROS
|
|
|
|
By: /s/ Jodye Anzalotta
|
|
Jodye Anzalotta
|
|
Attorney-in-Fact
|
|
|
Date: February 13, 2018
|
ROBERT SOROS
|
|
|
|
By: /s/ Jodye Anzalotta
|
|
Jodye Anzalotta
|
|
Attorney-in-Fact
|
|
|
CUSIP NO. L00849106
|
Page 9 of 12 Pages
|
|
|
Page No.
|
A.
|
Joint Filing Agreement, dated as of February 13, 2018, by and among Soros Fund Management LLC, George Soros, and Robert Soros
|
10
|
B.
|
Power of Attorney, dated as of November 24, 2015, granted by George Soros in favor of Maryann Canfield, Jodye Anzalotta, Jay Schoenfarber, Thomas O’Grady, Regan O’Neill and Robert Soros
|
11
|
C.
|
Power of Attorney, dated as of November 30, 2015, granted by Robert Soros in favor of Maryann Canfield, Jodye Anzalotta, Jay Schoenfarber, Thomas O’Grady, Regan O’Neill
|
12
|
CUSIP NO. L00849106
|
Page 10 of 12 Pages
|
Date: February 13, 2018
|
SOROS FUND MANAGEMENT LLC
|
|
|
|
By: /s/ Jodye Anzalotta
|
|
Jodye Anzalotta
|
|
Assistant General Counsel
|
Date: February 13, 2018
|
GEORGE SOROS
|
|
|
|
By: /s/ Jodye Anzalotta
|
|
Jodye Anzalotta
|
|
Attorney-in-Fact
|
|
|
Date: February 13, 2018
|
ROBERT SOROS
|
|
|
|
By: /s/ Jodye Anzalotta
|
|
Jodye Anzalotta
|
|
Attorney-in-Fact
|
CUSIP NO. L00849106
|
Page 11 of 12 Pages
|
CUSIP NO. L00849106
|
Page 12 of 12 Pages
|