EX-99.2 3 ex992fs12312022.htm EX-99.2 Document

Adecoagro S.A.
 
Consolidated Financial Statements as of December 31, 2022 and 2021 and for the years ended December 31, 2022, 2021 and 2020



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Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of Adecoagro S.A.

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of financial position of Adecoagro S.A. and its subsidiaries (the “Company”) as of December 31, 2022 and 2021, and the related consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2022, including the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022 in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Valuation of Level 3 Biological Assets

As described in Notes 16, 32 (b) and 33.11 to the consolidated financial statements, the total aggregated fair value of the Company’s level 3 biological assets related to sown land crops, sown land rice and sown land sugarcane was US$ 228 million as of December 31, 2022. The fair value of these level 3 biological assets is determined by management using a discounted cash flow model which requires the input of highly subjective assumptions including significant unobservable inputs. The discounted cash flow model included significant
Price Waterhouse & Co. S.R.L., Bouchard 557, 8th floor, C1106ABG - City of Buenos Aires
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© 2023 Price Waterhouse & Co. S.R.L. All rights reserved. Price Waterhouse & Co. S.R.L. is a member firm of the global network of PricewaterhouseCoopers International Limited (PwCIL). Each member firm is a separate legal entity and does not act as agent of PwCIL or any other member firm.

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judgements and assumptions relating to management’s cash flow projections including future market prices, estimated yields at the point of harvest, estimated production cycle, future costs of harvesting and other costs and estimated discount rate.

The principal considerations for our determination that performing procedures relating to the valuation of the level 3 biological assets related to sown land crops, sown land rice and sown land sugarcane is a critical audit matter are (i) the significant judgment by management when developing the fair value measurement; (ii) a high degree of auditor judgement, subjectivity, and effort in performing procedures and evaluating management’s cash flow projections and significant assumptions related to future market prices, estimated yields at the point of harvest, estimated production cycle, future costs of harvesting and other costs and estimated discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the valuation of the level 3 biological assets related to sown land crops, sown land rice and sown land sugarcane. These procedures also included, among others evaluating the significant assumptions and methods used by management in developing the fair value measurement including future market prices, estimated yields at the point of harvest, estimated production cycle, future costs of harvesting and other costs and estimated discount rate. Evaluating management’s assumptions involved evaluating whether these assumptions were reasonable considering the consistency with external information and past records and testing management’s sensitivity analysis of certain significant assumptions. Professionals with specialized skill and knowledge were used to assist in the evaluation of certain significant assumptions, including estimated yields at the point of harvest and estimated production cycle.

Property, Plant and Equipment and Goodwill Impairment Assessment- Cash Generating Units with Allocated Goodwill in Brazil

As described in Notes 12, 15, 32 (a) and 33.10 to the consolidated financial statements, the Company’s total consolidated property, plant and equipment and goodwill balances as of December 31, 2022 were US$ 1,565.3 million and US$ 18.5 million, respectively. The total property, plant and equipment and goodwill balances allocated to the cash generating units with allocated goodwill in Brazil were US$ 534 million and US$ 4.2 million, respectively. The Company conducts an impairment test as of September 30 of each year, or more frequently if events or changes in circumstances indicate that the carrying value of the asset or cash generating unit may not be recoverable. An impairment loss is recognized for the amount by which the carrying amount of the asset or cash generating unit exceeds its recoverable amount. The recoverable amounts are estimated for individual assets or, where an individual asset does not generate cash flows independently, the recoverable amount is estimated for the cash generating unit to which the asset belongs. The recoverable amount of the asset or the cash generating unit is the higher of the fair value less costs to sell and value in use. The recoverable amount of cash generating units with allocated goodwill in Brazil was determined based on value in use calculations. The determination of the value in use calculation required the use of significant estimates and assumptions related to management’s cash flow projections, including yield average growth rates, future pricing increases, future cost decreases, discount rates and perpetuity growth rate.

The principal considerations for our determination that performing procedures relating to the impairment assessment of property, plant and equipment and goodwill associated with the cash generating units with allocated goodwill in Brazil is a critical audit matter are (i) the significant judgment by management when developing the value in use calculation of these cash generating units; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s cash flow projections and significant assumptions related to yield average growth rates, future pricing increases, future cost decrease, discount rates and perpetuity growth rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of


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controls relating to management’s impairment assessment of property, plant and equipment and goodwill associated with the cash generating units with allocated goodwill in Brazil, including controls over the valuation of the Company’s cash generating units. These procedures also included, among others (i) testing management’s process for developing the estimate; (ii) evaluating the appropriateness of the discounted cash flow model; (iii) testing the completeness and accuracy of underlying data used in the model; and (iv) evaluating the reasonableness of the significant assumptions used by management related to yield average growth rates, future pricing increases, future cost decrease, discount rates and perpetuity growth rate. Evaluating management’s assumptions related to yield average growth rates, future pricing increases, future cost decrease, discount rates and perpetuity growth rate involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the cash generating units; (ii) the consistency with external market and industry data; and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in the evaluation of the Company’s discounted cash flow model and the discount rate assumptions.



/s/ PRICE WATERHOUSE & CO. S.R.L.
/s/ Eduardo Alfredo Loiácono (Partner)
Eduardo Alfredo Loiácono

Buenos Aires, Argentina.
March 7, 2023.

We have served as the Company’s auditor since 2008.


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Legal information
 
Name as specified in charter: Adecoagro S.A.
 
Legal address: Vertigo Naos Building, 6, Rue Eugène Ruppert, L-2453, Luxembourg
 
Company activity: Agricultural and agro-industrial
Date of registration: June 11, 2010
Expiration of company charter: No term defined
Number of register (RCS Luxembourg): B153.681
Issued Capital Stock: 111,381,815 common shares
Outstanding Capital stock: 108,191,218 common shares
Treasury shares: 3,190,597 common shares

F-5


Adecoagro S.A.
Consolidated Statements of Income
for the years ended December 31, 2022, 2021 and 2020
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 Note202220212020
Sales of goods and services rendered41,347,724 1,124,352 817,764 
Cost of goods sold and services rendered5(1,075,747)(854,965)(611,946)
Initial recognition and changes in fair value of biological assets and agricultural produce16215,941 227,740 122,729 
Changes in net realizable value of agricultural produce after harvest (22,293)(12,879)7,005 
Margin on manufacturing and agricultural activities before operating expenses 465,625 484,248 335,552 
General and administrative expenses6(84,287)(69,794)(53,428)
Selling expenses6(143,515)(117,662)(95,058)
Other operating income / (expense), net81,870 (18,768)1,987 
Bargain purchase gain on acquisition2110,107 — — 
Profit from operations 249,800 278,024 189,053 
Finance income925,308 36,670 26,054 
Finance costs9(137,600)(151,681)(213,776)
Other financial results - Net (loss) / gain of inflation effects on monetary items9(2,144)11,541 12,064 
Financial results, net9(114,436)(103,470)(175,658)
Profit before income tax 135,364 174,554 13,395 
Income tax (expense)10(26,758)(43,837)(12,325)
Profit for the year 108,606 130,717 1,070 
Attributable to:    
Equity holders of the parent 108,138 130,669 412 
Non-controlling interest 468 48 658 
Earnings per share attributable to the equity holders of the parent during the year:  
Basic earnings per share110.982 1.135 0.003 
Diluted earnings per share110.979 1.130 0.003 

 

 
The accompanying notes are an integral part of these consolidated financial statements.

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Adecoagro S.A.
Consolidated Statements of Comprehensive Income
for the years ended December 31, 2022, 2021 and 2020
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 202220212020
Profit for the year108,606 130,717 1,070 
Other comprehensive income:
-  Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations98,741 121,146 (78,961)
Cash flow hedge, net of income tax16,060 29,758 (14,386)
-  Items that will not be reclassified to profit or loss:
Revaluation surplus net of income tax (Note 12)(46,903)(136,622)29,453 
Other comprehensive income / (loss) for the year67,898 14,282 (63,894)
Total comprehensive income / (loss) for the year176,504 144,999 (62,824)
Attributable to: 
Equity holders of the parent174,705 147,273 (63,353)
Non-controlling interest1,799 (2,274)529 
 


 

The accompanying notes are an integral part of these consolidated financial statements.

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Adecoagro S.A.
Consolidated Statements of Financial Position
as of December 31, 2022 and 2021
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 Note20222021
ASSETS   
Non-Current Assets   
Property, plant and equipment, net121,565,355 1,422,623 
Right of use assets13360,181 260,776 
Investment property1433,330 32,132 
Intangible assets, net1536,120 31,337 
Biological assets1630,622 19,355 
Deferred income tax assets108,758 10,321 
Trade and other receivables, net1844,558 42,231 
Derivative financial instruments175,208 757 
Other assets 1,701 1,071 
Total Non-Current Assets 2,085,833 1,820,603 
Current Assets   
Biological assets16235,822 175,823 
Inventories19274,022 239,524 
Trade and other receivables, net18183,820 145,849 
Derivative financial instruments17134 828 
Other assets — 
Restricted short-term investment1798,571 — 
Cash and cash equivalents20230,653 199,766 
Total Current Assets 1,023,022 761,798 
TOTAL ASSETS 3,108,855 2,582,401 
SHAREHOLDERS EQUITY   
Capital and reserves attributable to equity holders of the parent   
Share capital22167,073 183,573 
Share premium22793,169 851,060 
Cumulative translation adjustment (456,029)(514,609)
Equity-settled compensation 18,792 16,073 
Cash flow hedge2(44,872)(60,932)
Other reserves126,925 106,172 
Treasury shares (4,792)(16,909)
Revaluation surplus281,909 289,982 
Reserve from the sale of non-controlling interests in subsidiaries41,574 41,574 
Retained earnings 202,342 115,735 
Equity attributable to equity holders of the parent 1,126,091 1,011,719 
Non-controlling interest 37,552 36,111 
TOTAL SHAREHOLDERS EQUITY 1,163,643 1,047,830 
LIABILITIES   
Non-Current Liabilities   
Trade and other payables2517,210 284 
Borrowings26727,983 705,487 
Lease liabilities27283,549 201,718 
Deferred income tax liabilities10301,414 265,848 
Payroll and social security liabilities281,581 1,243 
Derivatives financial instruments1896 — 
Provisions for other liabilities292,526 2,565 
Total Non-Current Liabilities 1,334,359 1,177,145 
Current Liabilities   
Trade and other payables25242,397 168,746 
Current income tax liabilities 422 1,625 
Payroll and social security liabilities2829,964 25,051 
Borrowings26279,769 112,164 
Lease liabilities2754,431 45,136 
Derivative financial instruments172,961 1,283 
Provisions for other liabilities29909 3,421 
Total Current Liabilities 610,853 357,426 
TOTAL LIABILITIES 1,945,212 1,534,571 
TOTAL SHAREHOLDERS EQUITY AND LIABILITIES 3,108,855 2,582,401 

The accompanying notes are an integral part of these consolidated financial statements.

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Adecoagro S.A.
Consolidated Statements of Changes in Shareholders’ Equity
for the years ended December 31, 2022, 2021 and 2020
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 Attributable to equity holders of the parent  
 Share capital
(Note 22)
Share
premium
(Note 22)
Cumulative
translation
adjustment
Equity-settled
compensation
Cash flow hedgeOther ReservesTreasury
shares
Revaluation surplusReserve from the sale of non-controlling
interests in subsidiaries
Retained
earnings
SubtotalNon-
controlling
interest
Total
shareholders’
equity
Balance at January 1, 2020183,573 901,739 (492,374)15,354 (76,303)66,047 (7,946)337,877 41,574 18,728 988,269 40,614 1,028,883 
Profit for the year— — — — — — — — — 412 412 658 1,070 
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations— — (62,670)— — — — (15,173)— — (77,843)(1,118)(78,961)
Cash flow hedge (*)— — — — (14,386)— — — — — (14,386)— (14,386)
Items that will not be reclassified subsequently to profit or loss:
Revaluation surplus (**)— — — — — — — 28,464 — — 28,464 989 29,453 
Reserve of the revaluation surplus derived from the disposals of assets (***)— — — — — — — (7,598)— 7,598 — — — 
Other comprehensive income for the year— — (62,670)— (14,386)— — 5,693 — 7,598 (63,765)(129)(63,894)
Total comprehensive income for the year— — (62,670)— (14,386)— — 5,693 — 8,010 (63,353)529 (62,824)
Reserves for the benefit of government grants (1)— — — — — 18,067 — — — (18,067)— — — 
Employee share options (Note 23)
- Exercised— — — — — — — — — — — — — 
- Forfeited— — — — — — — — — — — — — 
Restricted shares (Note 23):
- Value of employee services— — — 3,266 — — — — — — 3,266 — 3,266 
- Vested— 4,182 — (3,825)— 383 484 — — — 1,224 — 1,224 
 - Forfeited
— — — — — 36 (36)— — — — — — 
 - Granted (***)— — — — — (1,127)1,127 — — — — — — 
Purchase of own shares (Note 22)— (3,106)— — — — (1,259)— — — (4,365)— (4,365)
Dividends to non-controlling interest— — — — — — — — — — — (2,460)(2,460)
Balance at December 31, 2020183,573 902,815 (555,044)14,795 (90,689)83,406 (7,630)343,570 41,574 8,671 925,041 38,683 963,724 
(*) Net of 5,729 of income tax.
(**) Net of 11,790 of Income tax.
(***) Net of 3,458 of Income tax
(1) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values in our Sugar, ethanol and energy business. (please see Note 24).

The accompanying notes are an integral part of these consolidated financial statements.

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Adecoagro S.A.
Consolidated Statements of Changes in Shareholders’ Equity
for the years ended December 31, 2022, 2021 and 2020
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 Attributable to equity holders of the parent  
 Share capital
(Note 22)
Share
premium
(Note 22)
Cumulative
translation
adjustment
Equity-settled
compensation
Cash flow
hedge
Other ReservesTreasury
shares
Revaluation surplusReserve from the sale of non-controlling interests in subsidiariesRetained
earnings
SubtotalNon-
controlling
interest
Total
shareholders’
equity
Balance at January 1, 2021183,573 902,815 (555,044)14,795 (90,689)83,406 (7,630)343,570 41,574 8,671 925,041 38,683 963,724 
Profit for the year— — — — — — — — — 130,669 130,669 48 130,717 
Other comprehensive income: 
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations— — 40,435 — — — — 71,731 — — 112,166 8,980 121,146 
Cash flow hedge (*)— — — — 29,757 — — — — — 29,757 29,758 
Items that will not be reclassified subsequently to profit or loss:
Revaluation surplus (**)— — — — — — — (125,319)— — (125,319)(11,303)(136,622)
Reserve of the revaluation surplus derived from the disposals of assets (***)— — — — — — — — — — — — — 
Other comprehensive (loss) / income for the year— — 40,435 — 29,757 — — (53,588)— — 16,604 (2,322)14,282 
Total comprehensive income for the year— — 40,435 — 29,757 — — (53,588)— 130,669 147,273 (2,274)144,999 
Reserves for the benefit of government grants (1)— — — — — 23,605 — — — (23,605)— — — 
Employee share options (Note 23):
- Forfeited— — — — — — — — — — — — — 
Restricted shares and restricted units (Note 23):
- Value of employee services— — — 5,420 — — — — — — 5,420 — 5,420 
- Vested— 3,594 — (4,142)— 734 262 — — — 448 — 448 
 - Forfeited
— — — — — 27 (27)— — — — — — 
- Granted— — — — — (1,600)1,600 — — — — — — 
Purchase of own shares (Note 22)— (55,349)— — — — (11,114)— — — (66,463)— (66,463)
Dividends to non-controlling interest— — — — — — — — — — — (298)(298)
Balance at December 31, 2021183,573 851,060 (514,609)16,073 (60,932)106,172 (16,909)289,982 41,574 115,735 1,011,719 36,111 1,047,830 
 
(*) Net of 2,526 of Income tax.
(**) Net of 9,953 of Income tax.
(1) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values in our Sugar, ethanol and energy business. (please see Note 24).

The accompanying notes are an integral part of these consolidated financial statements.

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Adecoagro S.A.
Consolidated Statements of Changes in Shareholders’ Equity
for the years ended December 31, 2022, 2021 and 2020
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 Attributable to equity holders of the parent  
 Share capital
(Note 22)
Share
premium
(Note 22)
Cumulative
translation
adjustment
Equity-settled
compensation
Cash flow
hedge
Other reservesTreasury
shares
Revaluation surplusReserve from the sale of non-controlling interests in subsidiariesRetained
earnings
SubtotalNon-
controlling
interest
Total
shareholders’
equity
Balance at January 1, 2022183,573 851,060 (514,609)16,073 (60,932)106,172 (16,909)289,982 41,574 115,735 1,011,719 36,111 1,047,830 
Profit for the year— — — — — — — — — 108,138 108,138 468 108,606 
Other comprehensive income:        
-    Items that may be reclassified subsequently to profit or loss:
        
Exchange differences on translating foreign operations— — 58,580 — — — — 35,367 — — 93,947 4,794 98,741 
Cash flow hedge (*)— — — — 16,060 — — — — — 16,060 — 16,060 
-    Items will not be reclassified to profit or loss:
Revaluation surplus (**)— — — — — — — (43,440)— — (43,440)(3,463)(46,903)
Other comprehensive income/ (loss) for the year— — 58,580 — 16,060 — — (8,073)— — 66,567 1,331 67,898 
Total comprehensive income/ (loss) for the year— — 58,580 — 16,060 — — (8,073)— 108,138 174,705 1,799 176,504 
Reduction of issued share capital of the company (Note 22):(16,500)— — — — — 16,500 — — — — — — 
Reserves for the benefit of government grants (1)— — — — — 21,531 — — — (21,531)— — — 
Employee share options (Note 23):        
- Exercised— 2,432 — (778)— — 470 — — — 2,124 — 2,124 
Restricted shares (Note 23):
- Value of employee services— — — 7,563 — — — — — — 7,563 — 7,563 
- Vested— 4,647 — (4,066)— 1,243 — — — — 1,824 — 1,824 
- Forfeited— — — — — 85 (85)— — — — — — 
- Granted— — — — — (2,106)2,106 — — — — — — 
Purchase of own shares (Note 22)— (29,970)— — — — (6,874)— — — (36,844)— (36,844)
Dividends to shareholders (Note 22)— (35,000)— — — — — — — — (35,000)— (35,000)
Dividends to non-controlling interest— — — — — — — — — — — (358)(358)
Balance at December 31, 2022167,073 793,169 (456,029)18,792 (44,872)126,925 (4,792)281,909 41,574 202,342 1,126,091 37,552 1,163,643 
(*) Net of 2,526 of Income tax.
(**) Net of 25,307 of Income tax.
(1) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values in our Sugar, ethanol and energy business. (please see Note 24).
The accompanying notes are an integral part of these consolidated financial statements.

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Adecoagro S.A.
Consolidated Statements of Cash Flows
for the years ended December 31, 2022, 2021 and 2020
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 Note202220212020
Cash flows from operating activities:    
Profit for the year 108,606 130,717 1,070 
Adjustments for: 
Income tax expense1026,758 43,837 12,325 
Depreciation12188,775 167,297 140,579 
Amortization152,265 1,631 1,293 
Depreciation of right of use assets1363,339 49,199 40,820 
(Gain) / loss from the disposal of other property items8(3,718)397 (2,198)
Gain from the sale of farmland and other assets8— — (2,064)
(Gain) / loss from the sale of subsidiary— (10)554
Bargain purchase gain on acquisition(10,107)— — 
Net loss/(gain)from the fair value adjustment of Investment properties82,961 4,331 (1,077)
Equity settled share-based compensation granted710,227 6,406 4,316 
Loss from derivative financial instruments and forwards8, 913,685 17,276 10,058 
Interest, finance cost related to lease liabilities and other financial expense, net983,130 75,610 47,686 
Initial recognition and changes in fair value of non-harvested biological assets (unrealized)(44,935)(11,310)(32,975)
Changes in net realizable value of agricultural produce after harvest (unrealized)(72)4,001 481 
Provision and allowances 999 1,146 1,940 
Net loss / (gain) of inflation effects on the monetary items92,144 (11,541)(12,064)
Foreign exchange (gains)/ losses, net9(19,278)(18,939)109,266 
Cash flow hedge – transfer from equity940,195 52,650 24,363 
Subtotal 464,974 512,698 344,373 
Changes in operating assets and liabilities:    
Increase in trade and other receivables (60,753)(40,449)(55,233)
Decrease / (increase) in inventories 45,437 (102,815)(30,165)
(Increase) / decrease in biological assets (3,686)7,597 (10,290)
Increase in other assets (1,056)(303)(35)
(Increase) / Decrease in derivative financial instruments (9,661)(29,319)5,234 
(Decrease) / Increase in trade and other payables (64,502)(1,499)828 
Increase in payroll and social security liabilities 7,681 4,874 4,120 
(Decrease) / increase in provisions for other liabilities (290)74 380 
Net cash generated from operating activities before taxes paid 378,144 350,858 259,212 
Income tax paid (8,118)(2,196)(2,087)
Net cash generated from operating activities(a)370,026 348,662 257,125 
 
 
The accompanying notes are an integral part of these consolidated financial statements.

F- 12


Adecoagro S.A.
Consolidated Statements of Cash Flows (Continued)
for the years ended December 31, 2022, 2021 and 2020
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 Note202220212020
Cash flows from investing activities:    
Acquisition of business, net of cash and cash equivalents acquired211,120 — — 
Purchases of property, plant and equipment12(217,776)(199,295)(168,529)
Purchase of cattle and non-current biological assets 16(9,096)(11,776)(7,339)
Purchases of intangible assets15(3,350)(1,934)(1,122)
Interest received and others95,199 16,729 25,421 
Proceeds from disposal of other property items 2,770 2,946 3,482 
Proceeds from the sale of farmland and other assets219,879 8,099 16,022 
Proceeds from the sale of subsidiary2110,000 10,010 10,149 
Acquisition of short-term investment17(98,010)— — 
Net cash used in investing activities(b)(299,264)(175,221)(121,916)
Cash flows from financing activities:    
Proceeds from long-term borrowings2641,082 30,972 116,015 
Payments of long-term borrowings26(14,012)(108,425)(34,750)
Proceeds from short-term borrowings26347,928 286,115 207,217 
Payments of short-term borrowings26(192,648)(328,463)(233,540)
Interest paid (c)(44,788)(53,587)(60,026)
Borrowings prepayment related expenses— (3,068)— 
Proceeds from exercise of employee share options 2,124 — — 
Collections / (Payments) of derivatives financial instruments 118 2,370 (1,687)
Lease payments(91,175)(62,273)(40,336)
Purchase of own shares (36,844)(66,462)(4,365)
Dividends paid to non-controlling interest(358)(311)(2,447)
Dividends paid to shareholders(35,000)— — 
Net cash used from financing activities(d)(23,573)(303,132)(53,919)
Net increase / (decrease) in cash and cash equivalents 47,189 (129,691)81,290 
Cash and cash equivalents at beginning of year20199,766 336,282 290,276 
Effect of exchange rate changes and inflation on cash and cash equivalents(e)(16,302)(6,825)(35,284)
Cash and cash equivalents at end of year20230,653 199,766 336,282 
(a) Includes (38,043), (30,666) and (14,956) of the combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries for 2022, 2021 and 2020, respectively.
(b) Includes (83), (4,694) and (429) of the combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries for 2022, 2021 and 2020, respectively.
(c) Includes 77, (1,109) and (1,639) of the combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries for 2022, 2021 and 2020, respectively.
(d) Includes 45,359, 41,238 and 15,694 of the combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries for 2022, 2021 and 2020, respectively.
(e) Includes (7,233), (5,878) and (309) of the combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries for 2022, 2021 and 2020, respectively.

For non-cash transactions, see Note 13 for Right of Use Assets and related to acquisition of subsidiaries, see Note 21.
The accompanying notes are an integral part of these consolidated financial statements.

F- 13

Adecoagro S.A.
Notes to the Consolidated Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)




1.    General information

Adecoagro S.A. (the "Company" or "Adecoagro") is the Group’s ultimate parent company and is a société anonyme (stock corporation) organized under the laws of the Grand Duchy of Luxembourg. Adecoagro is a holding company primarily engaged through its operating subsidiaries in agricultural and agro-industrial activities. The Company and its operating subsidiaries are collectively referred to hereinafter as the "Group." The Group’s activities are carried out through three major lines of business, namely, Farming; Sugar, Ethanol and Energy and Land Transformation. The Farming line of business is further comprised of three reportable segments, which are described in detail in Note 3 to these Consolidated Financial Statements.
 
Adecoagro is a Public Company listed in the New York Stock Exchange (NYSE) as a foreign registered company under the ticker symbol of AGRO.
 
These Consolidated Financial Statements have been approved for issue by the Board of Directors on March 7, 2023.

2.    Financial risk management

Risk management principles and processes
 
The Group’s activities are exposed to a variety of financial risks. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimize the Group’s capital costs by using suitable means of financing and to manage and control the Group’s financial risks effectively. The Group uses financial instruments to hedge certain risk exposures.
 
The Group’s approach to the identification, assessment and mitigation of risk is carried out by a Risk and Commercial Committee, which focuses on timely and appropriate risk management.
 
The principal financial risks are related to raw material price, end-product price, exchange rate, interest rate, liquidity and credit risk. This section provides a description of the principal risks and uncertainties that could have a material adverse effect on the Group’s strategy, performance, results of operations and financial condition. These risks do not appear in any particular order of materiality or probability of occurrence.
 
Argentina status:
Since the second half of 2019, the Argentine government instituted certain foreign currency exchange controls, which may restrict or partially restrict access to foreign currency, like the U.S. dollars, to make payments abroad, either for foreign debt or the importation of goods or services, dividend payments and others, without prior authorization. Other restrictions also comprise the deferral of payment of certain public debt instruments and fuel price controls. Those regulations have continued to evolve, sometimes making them more or less stringent depending on the Argentine government’s perception of availability of sufficient national foreign currency reserves. The above has led to the existence of an informal foreign currency market where foreign currencies quote at levels significantly higher than the official exchange rate. However, the only exchange rate available for external commerce is the official exchange rate, which as of December 31, 2022 was Pesos 177 per dollar.

Exchange rate risk

The Group’s cash flows, statement of income and statement of financial position are presented in U.S. Dollars and may be affected by fluctuations in exchange rates. Currency risks, as defined by IFRS 7, arise on account of monetary assets and liabilities being denominated in a currency that is not the functional currency.
 
A significant majority of the Group’s business activities is conducted in the functional currencies of the respective subsidiaries (primarily the Brazilian Reais and the Argentine Peso). However, the Group may transact in currencies other than the respective functional currencies, mainly the U.S. Dollar. As such, these subsidiaries may hold U.S. Dollar denominated monetary balances at each year-end as indicated in the tables below.


F- 14


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)
 
The Group’s net financial position exposure to the U.S. Dollar is managed on a case-by-case basis, partly by hedging certain expected cash flows with foreign exchange derivative contracts.
 
The following tables show the net monetary position of the respective subsidiaries within the Group categorized by functional currency. Non-U.S. Dollar amounts are presented in U.S. Dollars for purpose of these tables.
 
 2022
 Subsidiaries’ functional currency
Net monetary position
(Liability)/ Asset
Argentine
Peso
Brazilian
Reais
Uruguayan
Peso
U.S. DollarTotal
Argentine Peso(217,659)— — — (217,659)
Brazilian Reais— (481,232)— — (481,232)
U.S. Dollar(179,319)(290,366)22,810 26,745 (420,130)
Uruguayan Peso— — (2,167)— (2,167)
Total(396,978)(771,598)20,643 26,745 (1,121,188)
 
 2021
 Subsidiaries’ functional currency
Net monetary position
(Liability)/ Asset
Argentine
Peso
Brazilian
Reais
Uruguayan
Peso
U.S. DollarTotal
Argentine Peso(33,002)— — — (33,002)
Brazilian Reais— (396,288)— — (396,288)
U.S. Dollar(267,448)(270,213)21,773 30,490 (485,398)
Uruguayan Peso— — (1,837)— (1,837)
Total(300,450)(666,501)19,936 30,490 (916,525)
 
The Group’s analysis shown on the tables below is carried out based on the exposure of each functional currency subsidiary against the U.S. Dollar. The Group estimated that, other factors being constant, a hypothetical 10% appreciation/(depreciation) of the U.S. Dollar against the respective functional currencies for the years ended December 31, 2022 and 2021 would have (decreased)/increased the Group’s Profit before income tax for the year. A portion of this effect would have been recognized as other comprehensive income since a portion of the Company’s borrowings was used as cash flow hedge of the foreign exchange rate risk of a portion of its highly probable future sales in U.S. Dollars (see Hedge Accounting - Cash Flow Hedge below for details).
 Functional currency
Net monetary positionArgentine
Peso
Brazilian
Reais
Uruguayan
Peso
Total
2022U.S. Dollar(17,932)(29,037)2,281 (44,688)
2021U.S. Dollar(26,745)(27,021)2,177 (51,589)
 
The tables above only consider the effect of a hypothetical appreciation / depreciation of the U.S. Dollars on the Group’s net financial position. A hypothetical appreciation / depreciation of the U.S. Dollar against the functional currencies of the Group’s subsidiaries has historically had a positive / negative effect, respectively, on the fair value of the Group’s biological assets and the end prices of the Group’s agriculture produce, both of which are generally linked to the U.S. Dollar.







F- 15


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)

 Hedge Accounting Cash Flow Hedge
 
The Group formally documents and designates cash flow hedging relationships to hedge the foreign exchange rate risk of a portion of its highly probable future sales in U.S. Dollars using a portion of its borrowings denominated in U.S. Dollars, currency forwards and foreign currency floating-to-fixed interest rate swaps, as needed.
 
Generally, the principal amounts of long-term borrowings (non-derivative financial instruments) and notional values of foreign currency forward contracts (derivative financial instruments) are designated as hedging instruments. These instruments are exposed to foreign currency risks, mainly Brazilian Reais/ U.S. Dollar related to operations in Brazil and Argentine Peso/U.S. Dollar in Argentina related to operations in Argentina. As of December 31, 2022, and 2021, approximately 10% of projected sales within those countries qualify as highly probable forecast transactions for hedge accounting purposes and are designated as hedged items.
 
The Group prepares formal documentation to support hedge designation, including an explanation of how the designation of the hedging relationship is aligned with the Group’s Risk Management Policy, identification of the hedging instrument, the hedged transactions, the nature of the risk being hedged and an analysis which demonstrates that the hedge is expected to be highly effective. The Group reassesses the prospective and retrospective effectiveness of the hedge on an ongoing basis comparing the foreign currency component of the carrying amount of the hedging instruments and of the highly probable future sales.
 
Under cash flow hedge accounting, the effect of changes in foreign currency exchange rates on derivative and non-derivative hedging instruments are not immediately recognized in profit or loss but are reclassified from equity to profit or loss in the periods when the future sales occur, thus allowing for a more appropriate presentation of the results for the period reflecting the strategy in the Group’s Risk Management Policy.
 
Currently, based on the Group’s plans, it is expected that the cash flows will occur and affect profit or loss between 2023 and 2027.
 
For the year ended December 31, 2022, a pre-tax loss of US$15,621 (US$10,565 pre-tax loss in 2021 and US$ 46,145 loss in 2020) was recognized in other comprehensive income and an amount of US$41,371 loss (US$54,650 loss in 2021 and US$26,031 loss in 2020) was reclassified from equity to profit or loss within “Financial results, net”.
 
Raw material price risk

Inflation in the costs of raw materials and goods and services from industry suppliers and manufacturers presents risks to project economics. A significant portion of the Group’s cost structure includes the cost of raw materials primarily seeds, fertilizers and agrochemicals, among others. Prices for these raw materials may vary significantly.
 
End-product price risk

Prices for commodity products have historically been cyclical, reflecting overall economic conditions and changes in capacity within the industry, which affect the profitability of entities engaged in the agribusiness industry. The Group combines different actions to minimize price risk. A percentage of crops are to be sold during and post-harvest period. The Group manages minimum and maximum prices for each commodity as well as gross margin per each crop as to decide when and how to sell. End-product price risks are hedged if economically viable and possible by entering into forward contracts with major trading houses or by using derivative financial instruments, consisting mainly of crops and sugar future contracts, but also includes occasionally put and call options. A movement in end-product futures prices would result in a change in the fair value of the end product hedging contracts. These fair value changes, after taxes, are recorded in the consolidated statement of income.
 



F- 16


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)

Contract positions are designed to ensure that the Group would receive a defined minimum price for certain quantities of its production. The counterparties to these instruments generally are major financial institutions. In entering into these contracts, the Group has assumed the risk that might arise from the possible inability of counterparties to meet the terms of their contracts. The Group does not expect any material losses as a result of counterparty defaults. The Group is also obliged to pay margin deposits and premiums for these instruments. These estimates represent only the sensitivity of the financial instruments to market risk and not the Group exposure to end product price risks as a whole, since the crops and cattle products sales are not financial instruments within the scope of IFRS 7 disclosure requirements.
 
Liquidity risk

The Group is exposed to liquidity risks, including risks associated with refinancing borrowings as they mature, and that borrowing facilities are not available to meet cash requirements. Failure to manage liquidity risks could have a material impact on the Group’s cash flow and statement of financial position.

Prudent liquidity risk management includes managing the profile of debt maturities and funding sources close oversight of cash flows projections, maintaining sufficient cash, and ensuring the availability of funding from an adequate amount of committed credit facilities and the ability to close out market positions. The Group's ability to fund its existing and prospective debt requirements is managed by maintaining diversified funding sources with adequate available funding lines from high quality lenders; and reaching to have long-term financial facilities.
 
As of December 31, 2022, cash and cash equivalents of the Group totaled US$230.7 million, which are available for use.
 
The tables below analyzes the Group’s non-derivative financial liabilities and derivative financial liabilities into relevant maturity groupings based on the remaining period at the statement of financial position to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows and as a result they do not reconcile to the amounts disclosed on the statement of financial position except for short-term payables where discounting is not applied.
 
At December 31, 2022Less than
1 year
Between
1 and 2 years
Between 2
and 5 years
Over
5 Years
Total
Trade and other payables197,780 16,843 31 336 214,990 
Borrowings322,923 103,844 772,634 383 1,199,784 
Leases Liabilities 67,181 80,986 168,565 185,910 502,642 
Derivative financial instruments2,961 96 — — 3,057 
Total590,845 201,769 941,230 186,629 1,920,473 
 
At December 31, 2021Less than
1 year
Between
1 and 2 years
Between 2
and 5 years
Over
5 Years
Total
Trade and other payables153,175 15 22 247 153,459 
Borrowings153,311 57,849 245,538 577,178 1,033,876 
Leases Liabilities53,384 53,172 122,625 123,180 352,361 
Derivative financial instruments1,283 — — — 1,283 
Total361,153 111,036 368,185 700,605 1,540,979 
 
Interest rate risk

The Group’s interest rate risk arises from long-term borrowings at floating rates, which expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The interest rate profile of the Group's borrowings is set out in Note 26.
 


F- 17


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)

The Group occasionally manages its cash flow interest rate risk exposure by using floating-to-fixed interest rate swaps. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates.
 
The following tables show a breakdown of the Group’s fixed-rate and floating-rate borrowings per currency denomination and functional currency of the subsidiary debt holder. These analyses are performed after giving effect to interest rate swaps.

 The analysis for the year ended December 31, 2022 and 2021 is as follows:
 2022
 Subsidiaries’ functional currency
Rate per currency denominationArgentine
Peso
Brazilian
Reais
Uruguayan
Peso
U.S. DollarTotal
Fixed rate:    
Argentine Peso195,982 — — — 195,982 
Brazilian Reais— 4,476 — — 4,476 
U.S. Dollar62,051 388,350 — 149,884 600,285 
Subtotal fixed-rate borrowings258,033 392,826  149,884 800,743 
Variable rate:   
Brazilian Reais— 188,801 — — 188,801 
U.S. Dollar18,096 112 — — 18,208 
Subtotal variable-rate borrowings18,096 188,913   207,009 
Total borrowings as per statement of financial position276,129 581,739  149,884 1,007,752 
 
 2021
 Subsidiaries’ functional currency
Rate per currency denominationArgentine
Peso
Brazilian
Reais
Uruguayan
Peso
U.S. DollarTotal
Fixed rate:    
Argentine Peso11,769 — — — 11,769 
Brazilian Reais— 10,887 — — 10,887 
U.S. Dollar96,456 342,522 — 165,173 604,151 
Subtotal fixed-rate borrowings108,225 353,409  165,173 626,807 
Variable rate:   
Brazilian Reais— 169,597 — — 169,597 
U.S. Dollar19,793 1,454 — — 21,247 
Subtotal variable-rate borrowings19,793 171,051   190,844 
Total borrowings as per statement of financial position128,018 524,460  165,173 817,651 
 
For the years ended December 31, 2022 and 2021, if interest rates on floating-rate borrowings had been 1% higher with all other variables held constant, the Group’s Profit before income tax for the years would have decreased as shown below. A 1% decrease in interest rates would have an equal and opposite effect on the income statement.


F- 18


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)
 2022
 Subsidiaries’ functional currency
Rate per currency denominationArgentine
Peso
Brazilian
Reais
Uruguayan
Peso
U.S. DollarTotal
Variable rate:    
Brazilian Reais— (1,888)— — (1,888)
U.S. Dollar(181)(1)— — (182)
Total effects on profit before income tax(181)(1,889)  (2,070)
 
 2021
 Subsidiaries’ functional currency
Rate per currency denominationArgentine
Peso
Brazilian
Reias
Uruguayan
Peso
U.S. DollarTotal
Variable rate:    
Brazilian Reais— (1,696)— — (1,696)
U.S. Dollar(198)(15)— — (213)
Total effects on profit before income tax(198)(1,711)  (1,909)
 
The sensitivity analysis has been determined assuming that the change in interest rates had occurred at the date of the statement of financial position and had been applied to the exposure to interest rate risk for financial instruments in existence at that date. The 100 basis point increase or decrease represents management's assessment of a reasonable possible change in those interest rates, which have the most impact on the Group, specifically the United States and Brazilian rates over the period until the next annual statement of financial position date.

The London Interbank Offered Rate (LIBOR) was the most widely used interest rate benchmark in the world. It was announced in March 2021 that the permanent cessation of LIBOR publication for all currencies would be finalized. Specifically, it was made public that U.S. dollar (USD) LIBOR, the most widely used LIBOR, would be ceased at the end of June 2023.

The Group has exposure only to one existing legacy LIBOR-based contracts in the amount of US$ 18.6 million.

The Group is currently negotiating with its contractual counterparts a replacement of the LIBOR-related contracts. Although the negotiations are not finalized yet, the Group expects that it will obtain similar interest rates as replacements. However, there can be no assurance that all negotiations will be favorable to the Group.
 
Credit risk

The Group’s exposure to credit risk mainly arise from the potential non-performance of contractual obligations by the parties, in relation to amounts owed for physical product sales, the use of derivative instruments, and the investment of surplus cash balances. The Group is also exposed to political and economic risk events, which may cause non-payment of foreign currency obligations to the Group.
 
The Group’s policy is to manage credit exposure to trading counterparties within defined trading limits. All of the Group’s significant counterparties are assigned internal credit limits.
 
The Group regularly sells to a large base of customers. The type and class of customers may differ depending on the Group’s business segments. For the years ended December 31, 2022 and 2021, more than 71% and 73%, respectively, of the Group’s sales of crops were sold to 34 and 27 well-known customers (both multinational and local) with a good credit history with the Group. In the rice segment 74% and 68% of sales were sold to 79 and 28 well-known customers for the years ended December 31, 2022 and 2021, respectively. In the Sugar, Ethanol and Energy segment, sales of ethanol were concentrated in 66


F- 19


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)
and 39 customers, which represented 100% of total sales of ethanol for the years ended December 31, 2022 and 2021, respectively. Approximately 100% and 86% of the Group’s sales of sugar were concentrated in 158 and 124 well-known traders for the years ended December 31, 2022 and 2021, respectively. For the years ended December 31, 2022 and 2021, 94% and 95% of energy sales were concentrated in 59 and 72 major customers, respectively. In the dairy segment, 62% and 67% of the sales were concentrated in 53 and 18 well-known customers for the years ended December 31, 2022 and 2021, respectively.
 
No credit limits were exceeded during the reporting periods and management does not expect any losses from non-performance by these counterparties. If any of the Group’s customers are independently rated, these ratings are used. Otherwise, the Group assesses the credit quality of the customer taking into account its financial position, past experience and other factors (see Note 17 for details). The Group may seek cash collateral, letter of credit or parent company guarantees, as considered appropriate. Sales to customers are primarily made by credit with customary payment terms. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the statement of financial position after deducting any impairment allowance. The Group’s exposure of credit risk arising from trade receivables is set out in Note 18.
 
The Group is exposed to counterparty credit risk on cash and cash equivalent balances. The Group holds cash on deposit with a number of financial institutions. The Group manages its credit risk exposure by limiting individual deposits to clearly defined limits. The Group only deposits with high quality banks and financial institutions. As of December 31, 2022 and 2021, the total amount of cash and cash equivalents mainly comprise cash in banks and short-term bank deposits. The Group is authorized to transact with banks rated “BBB+” or higher. As of both December 31, 2022 and 2021, 4 banks (primarily JP Morgan, Banco do Brasil, Credit Agricole and Banco Itaú) accounted for more than 86% and 81%, respectively, of the total cash deposited. The remaining amount of cash and cash equivalents relates to cash in hand. Additionally, during the year ended December 31, 2022, the Group invested in fixed-term bank deposits with mainly two banks (FCI and ING), treasury bills and also entered into derivative contracts (currency forward). The Group’s exposure of credit risk arising from cash and cash equivalents is set out in Note 20.
 
The Group’s primary objective for holding derivative financial instruments is to manage currency exchange rate risk, interest rate risk and commodity price risk. The Group generally enters into derivative transactions with high-credit-quality counterparties and, by policy, limits the amount of credit exposure to any one counterparty based on an analysis of that counterparty's relative credit standing. The amounts subject to credit risk related to derivative instruments are generally limited to the amounts, if any, by which counterparty's obligations exceed the obligations with that counterparty.
 
The Group also entered into crop commodity futures traded in the established trading markets of Argentina and Brazil through well-rated brokers. Management does not expect any counterparty to fail to meet its obligations.

Capital risk management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, it may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or buy own shares or sell assets to reduce debt. Consistent with others in the industry, the Group monitors capital on the basis of the gearing ratio. This ratio is calculated as total debt (including current and non-current borrowings as shown in the consolidated statement of financial position, if applicable) divided by total capital. Total capital is calculated as equity, as shown in the consolidated statement of financial position, plus total borrowings. During the year ended December 31, 2022, the strategy was to maintain the gearing ratio within 0.40 to 0.60, as follows:
 20222021
Total borrowings1,007,752 817,651 
Total equity1,163,643 1,047,830 
Total capital2,171,395 1,865,481 
Gearing ratio0.46 0.44 
 



F- 20


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)
Derivative financial instruments

As part of its business operations, the Group may uses a variety of derivative financial instruments to manage its exposure to the financial risks discussed above. As part of its strategy, the Group may enter into derivatives of (i) interest rate to manage the composition of floating and fixed rate debt; (ii) currency to manage exchange rate risk, and (iii) crop (future contracts and put and call options) to manage its exposure to price volatility stemming from its integrated crop production activities. The Group’s policy is not to use derivatives for speculative purposes.
 
Derivative financial instruments involve, to a varying degree, elements of market and credit risk not recognized in the financial statements. The market risk associated with these instruments resulting from price movements is expected to offset the market risk of the underlying transactions, assets and liabilities, being hedged. The counterparties to the agreements relating to the Group’s contracts generally are large institutions with credit ratings equal to or higher than BBB+. The Group continually monitors the credit rating of such counterparties and seeks to limit its financial exposure to any one financial institution. While the contract or notional amounts of derivative financial instruments provide one measure of the volume of these transactions, they do not represent the amount of the Group’s exposure to credit risk. The amounts potentially subject to credit risk (arising from the possible inability of counterparties to meet the terms of their contracts) are generally limited to the amounts, if any, by which the counterparties’ obligations under the contracts exceed the Group’s obligations to the counterparties.
 
The following tables show the outstanding positions for each type of derivative contract as of the date of each statement of financial position:

 Futures / options

As of December 31, 2022:
 2022
Type of
derivative contract
Quantities
(thousands)
(**)
Notional
amount
Fair
Value Asset/
(Liability)
(Loss)/Gain
(*)
Futures:    
Sale    
Corn992 (193)(193)
Soybean34 12,696 (1,081)(1,085)
Wheat2,956 111 115 
Sugar99 3,437 (1,526)(1,778)
Total147 20,081 (2,689)(2,941)
 As of December 31, 2021:
 2021
Type of
derivative contract
Quantities
(thousands)
(**)
Notional
amount
Fair
Value Asset/
(Liability)
(Loss)/Gain
(*)
Futures:    
Sale    
Corn935 157 157 
Soybean55 17,782 (1,283)(1,283)
Sugar87 35,922 671 292 
Total148 54,639 (455)(834)
(*) Included in the line item “(loss) / gain from commodity derivative financial instruments” of Note 8.
(**) All quantities expressed either in tons or cubic meters, as applicable.
Commodity future contract fair values are computed with reference to quoted market prices on future exchanges.


F- 21


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)


Floating-to-fixed interest rate swaps

In April 2022, one of the Group's subsidiaries in Brazil, Usina Monte Alegre (“UMA”) entered into a R$ 20 million loan with Itaú BBA. The loan bears interest at a fixed rate of 13,23% p.a. Concurrently, UMA entered into a swap agreement, to effectively convert the fixed-interest-rate loan into a variable-interest-rate loan denominated in CDI (an interbank floating interest rate in Reais), plus a fixed rate of 1,29%. The swap matures on March 24, 2024, mirroring the loan’s maturity date, and resulted in a recognition of a loss of US$ 90 thousand in 2022.

In December 2020, one of the Group's subsidiaries in Brazil, Adecoagro Vale do Ivinhema entered into an interest rate swap agreement with Itaú BBA for  an aggregate amount of US$400 million. Pursuant to this agreement, Adecoagro Vale do Ivinhema receives IPCA (Extended National Consumer Price Index) plus 4.24% per year and pays CDI (an interbank floating interest rate in Reais) plus 1.85% per year. This swap agreement expires semiannually until December, 2026. This agreement resulted in a recognition of a loss of US$2.2 million in 2022 and a gain of US$2.1 million in 2021.

Currency forward

During the year ended December 31, 2022 the Group entered into several currency forward contracts with Brazilian banks, in order to hedge the fluctuation of the Brazilian Reais against the U.S. Dollar, for a total aggregate amount of US$ 4 million. It resulted in the recognition of non-significant gain or losses in 2022.

Also, the Group entered into several currency forward contracts to hedge the fluctuation of the U.S. Dollar against the Euro for a total notional amount of US$ 2.2 million. The currency forward contracts maturity date is March 2023. The outstanding contracts resulted in the recognition of a loss amounting to US$ 0.16 million in 2022. (2021:nil)
 
Gains and losses on currency forward contracts are included within “Financial results, net” in the statement of income.
 

3.    Segment information

According to IFRS 8, operating segments are identified based on the ‘management approach’. Operating segments are components of an entity about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Group’s CODM is the Management Committee. IFRS 8 stipulates external segment reporting based on the Group’s internal organizational and management structure and on internal financial reporting to the chief operating decision maker.

The Group operates in three major lines of business, namely, Farming; Sugar, Ethanol and Energy; and Land Transformation.

The ‘Farming’ is further comprised of three reportable segments:

‘Crops’ Segment which consists of planting, harvesting and sale of grains, oilseeds and fibers (including wheat, corn, soybeans, peanuts, cotton and sunflowers, among others), and to a lesser extent the provision of grain warehousing/conditioning and handling and drying services to third parties. Each underlying crop in this segment does not represent a separate operating segment. Management seeks to maximize the use of the land through the cultivation of one or more type of crops. Types and surface amount of crops cultivated may vary from harvest year to harvest year depending on several factors, some of them out of the Group’s control. Management is focused on the long-term performance of the productive land, and to that extent, the performance is assessed considering the aggregated combination, if any, of crops planted in the land. A single manager is responsible for the management of operating activity of all crops rather than for each individual crop.

‘Rice’ Segment which consists of planting, harvesting, processing and marketing of rice.



F- 22


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
‘Dairy’ Segment which consists of the production and sale of raw milk and industrialized products, including UHT, cheese and powder milk among others.

‘All Other Segments’ which consists of the aggregation of the remaining non-reportable operating segments, which do not meet the quantitative thresholds for disclosure, namely, Coffee and Cattle.

‘Sugar, Ethanol and Energy’ Segment which consists of cultivating sugarcane which is processed in owned sugar mills, transformed into ethanol, sugar and electricity and then marketed;

‘Land Transformation’ Segment comprises the (i) identification and acquisition of underdeveloped and undermanaged farmland businesses; and (ii) realization of value through the strategic disposition of assets (generating profits).

Total segment assets and liabilities are measured in a manner consistent with that of the Consolidated Financial Statements. These assets and liabilities are allocated based on the operations of the segment and the physical location of the asset.

Effective July 1, 2018, the Group applied IAS 29 “Financial Reporting in Hyperinflationary Economies” (“IAS 29”) to its operations in Argentina. IAS 29 “Financial Reporting in Hyperinflationary Economies” requires that the financial statements of entities whose functional currency is that of a hyperinflationary economy be adjusted for the effects of changes in the general price index and be expressed in terms of the current unit of measurement at the closing date of the reporting period (“inflation accounting”). In order to determine whether an economy is classified as hyperinflationary, IAS 29 sets forth a series of factors to be considered, including whether the amount of cumulative inflation nears or exceeds a threshold of 100 % accumulated in three years. Argentina has been classified as a hyperinflationary economy under the terms of IAS 29 from July 1, 2018. (Please see Note 33 - Basis of preparation and presentations).

According to IAS 29, all Argentine Peso-denominated non-monetary items in the statement of financial position are adjusted by applying a general price index from the date they were initially recognized to the end of the reporting period. Likewise, all Argentine Peso-denominated items in the statement of income should be expressed in terms of the measuring unit current at the end of the reporting period, consequently, income statement items are adjusted by applying a general price index on a monthly basis from the dates they were initially recognized in the financial statements to the end of the reporting period. This process is called “re-measurement”.

Once the re-measurement process is completed, all Argentine Peso denominated accounts are translated into U.S. Dollars, the Group’s reporting currency, applying the guidelines in IAS 21 “The Effects of Changes in Foreign Exchange Rates”(“IAS 21”). IAS 21 requires that amounts be translated at the closing rate at the date of the most recent statement of financial position. This process is called “translation”.

The re-measurement and translation processes are applied on a monthly basis until year-end. Due to these processes, the re-measured and translated results of operations for a given month are subject to change until year-end, affecting comparison and analysis.

Following the adoption of IAS 29 to the Argentine operations of the Group, management changed the information reviewed by the CODM. Accordingly, as from July 1, 2018, (commencement of hyper-inflation accounting in Argentina), the information provided to the CODM departs from the application of IAS 29 and IAS 21 re-measurement and translation processes as follows. For segment reporting purposes, the segment results of the Argentine operations for each reporting period were adjusted for inflation and translated into the Group’s reporting currency using the reporting period average exchange rate. The translated amounts were not subsequently re-measured and translated in accordance with the IAS 29 and IAS 21 procedures outlined above.

In order to evaluate the segment’s performance on a monthly basis, results of operations in Argentina are based on monthly data adjusted for inflation and converted into the average exchange rate of the U.S. Dollar each month. These already converted figures are subsequently not readjusted and reconverted as described above under IAS 29 and IAS 21. It should be noted that this translation methodology for evaluating segment information is the same that the Group uses to translate results


F- 23


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
of operation from its other subsidiaries from other countries that have not been designated hyperinflationary economies because it allows for a more accurate analysis of the economic performance of its business as a whole.

The Group’s CODM believes that the exclusion of the re-measurement and translation processes from the segment reporting structure allows for a more useful presentation and facilitates period-to-period comparison and performance analysis.

The following tables show a reconciliation of the reportable segments where the information reviewed by the CODM differs from the reportable segment information measured in accordance with IAS 29 and IAS 21 as per the Consolidated Financial Statements for all years presented. These tables do not include information for the Sugar, Ethanol and Energy reportable segment since this information is not affected by the application of IAS 29 and therefore there is no difference between the information reviewed by the CODM and the information included in the Consolidated Financial Statements:


F- 24


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
Segment reconciliation for the year ended December 31, 2022:
2022
CropsRiceDairy
Total segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of income
Sales of goods sold and services rendered275,200 (2,463)272,737 203,686 (197)203,489 236,222 (1,210)235,012 
Cost of goods and services rendered(252,879)2,217 (250,662)(159,940)(380)(160,320)(204,924)1,039 (203,885)
Initial recognition and changes in fair value of biological assets and agricultural produce 64,133 1,441 65,574 14,802 521 15,323 27,523 (266)27,257 
Gain from changes in net realizable value of agricultural produce after harvest (21,495)136 (21,359)— — — — — — 
Margin on Manufacturing and Agricultural Activities Before Operating Expenses 64,959 1,331 66,290 58,548 (56)58,492 58,821 (437)58,384 
General and administrative expenses (13,175)(13,170)(15,404)169 (15,235)(10,378)181 (10,197)
Selling expenses (31,672)208 (31,464)(34,630)229 (34,401)(27,050)76 (26,974)
Other operating income, net (1,021)(653)(1,674)79 80 (8)(3)(11)
Bargain purchase gain on acquisition— — — 10,070 37 10,107 — — — 
Profit from Operations Before Financing and Taxation 19,091 891 19,982 18,663 380 19,043 21,385 (183)21,202 
Depreciation and amortization (7,908)40 (7,868)(12,112)97 (12,015)(10,075)57 (10,018)
Net (loss) / gain from Fair value adjustment of investment property— — — — — — — — — 
2022
All other segmentsLand transformationCorporateTotal
Total segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of income
Sales of goods sold and services rendered5,839 (113)5,726 — — — — — — 1,351,707 (3,983)1,347,724 
Cost of goods and services rendered(5,153)114 (5,039)— — — — — — (1,078,737)2,990 (1,075,747)
Initial recognition and changes in fair value of biological assets and agricultural produce (336)57 (279)— — — — — — 214,188 1,753 215,941 
Gain from changes in net realizable value of agricultural produce after harvest — — — — — — — — — (22,429)136 (22,293)
Margin on Manufacturing and Agricultural Activities Before Operating Expenses 350 58 408       464,729 896 465,625 
General and administrative expenses (220)(219)— — — (23,413)(136)(23,549)(84,507)220 (84,287)
Selling expenses (257)(253)— — — (257)(1)(258)(144,031)516 (143,515)
Other operating income, net (2,801)(195)(2,996)3,699 3,705 (136)21 (115)2,693 (823)1,870 
Bargain purchase gain on acquisition— — — — — — — — — 10,070 37 10,107 
Profit from Operations Before Financing and Taxation (2,928)(132)(3,060)3,699 6 3,705 (23,806)(116)(23,922)248,954 846 249,800 
Depreciation and amortization (212)— (212)— — — 22 (29)(7)(191,205)165 (191,040)
Net (loss) / gain from Fair value adjustment of investment property(2,764)(197)(2,961)— — — — — — (2,764)(197)(2,961)



F- 25


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
Segment reconciliation for the year ended December 31, 2021:
2021
CropsRiceDairy
Total segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of income
Sales of goods sold and services rendered228,894 11,836 240,730 130,526 4,343 134,869 172,803 10,251 183,054 
Cost of goods and services rendered(203,148)(10,083)(213,231)(109,709)(2,336)(112,045)(149,738)(8,339)(158,077)
Initial recognition and changes in fair value of biological assets and agricultural produce 65,704 8,286 73,990 37,119 6,715 43,834 18,336 1,559 19,895 
Gain from changes in net realizable value of agricultural produce after harvest (10,163)(1,221)(11,384)— — — — — — 
Margin on Manufacturing and Agricultural Activities Before Operating Expenses 81,287 8,818 90,105 57,936 8,722 66,658 41,401 3,471 44,872 
General and administrative expenses (10,273)(827)(11,100)(8,891)(869)(9,760)(4,715)(541)(5,256)
Selling expenses (21,925)(1,494)(23,419)(16,618)(1,490)(18,108)(20,779)(1,793)(22,572)
Other operating income, net (3,538)(185)(3,723)239 46 285 (150)(20)(170)
Profit from Operations Before Financing and Taxation 45,551 6,312 51,863 32,666 6,409 39,075 15,757 1,117 16,874 
Depreciation and amortization (6,501)(634)(7,135)(8,080)(814)(8,894)(7,144)(797)(7,941)
Net (loss) / gain from Fair value adjustment of investment property— — — — — — — — — 
2021
All other segmentsLand transformationCorporateTotal
Total segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of income
Sales of goods sold and services rendered3,490 199 3,689 — — — — — — 1,097,723 26,629 1,124,352 
Cost of goods and services rendered(2,966)(145)(3,111)— — — — — — (834,062)(20,903)(854,965)
Initial recognition and changes in fair value of biological assets and agricultural produce 1,380 (18)1,362 — — — — — — 211,198 16,542 227,740 
Gain from changes in net realizable value of agricultural produce after harvest — — — — — — — — — (11,658)(1,221)(12,879)
Margin on Manufacturing and Agricultural Activities Before Operating Expenses 1,904 36 1,940       463,201 21,047 484,248 
General and administrative expenses (173)(14)(187)— — — (22,119)(1,908)(24,027)(65,635)(4,159)(69,794)
Selling expenses (273)(17)(290)— — — (306)(21)(327)(112,847)(4,815)(117,662)
Other operating income, net (3,995)(470)(4,465)6,613 — 6,613 103 (21)82 (18,118)(650)(18,768)
Profit from Operations Before Financing and Taxation (2,537)(465)(3,002)6,613  6,613 (22,322)(1,950)(24,272)266,601 11,423 278,024 
Depreciation and amortization (175)(15)(190)— — — (738)(49)(787)(166,619)(2,309)(168,928)
Net (loss) / gain from Fair value adjustment of investment property(3,884)(447)(4,331)— — — — — — (3,884)(447)(4,331)




F- 26


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
Segment reconciliation for the year ended December 31, 2020:
2020
CropsRiceDairy
Total segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of income
Sales of goods sold and services rendered170,114 (1,653)168,461 102,886 (1,024)101,862 135,471 (1,997)133,474 
Cost of goods and services rendered(150,745)1,495 (149,250)(74,395)565 (73,830)(117,754)1,747 (116,007)
Initial recognition and changes in fair value of biological assets and agricultural produce 41,777 (934)40,843 19,449 (772)18,677 12,638 (294)12,344 
Gain from changes in net realizable value of agricultural produce after harvest 7,078 (71)7,007 — — — (2)— (2)
Margin on Manufacturing and Agricultural Activities Before Operating Expenses 68,224 (1,163)67,061 47,940 (1,231)46,709 30,353 (544)29,809 
General and administrative expenses (6,816)122 (6,694)(7,045)146 (6,899)(4,896)108 (4,788)
Selling expenses (18,265)267 (17,998)(14,170)247 (13,923)(13,824)284 (13,540)
Other operating income, net (12,846)(7)(12,853)731 (18)713 (189)(186)
Profit from Operations Before Financing and Taxation 30,297 (781)29,516 27,456 (856)26,600 11,444 (149)11,295 
Depreciation and amortization (5,397)111 (5,286)(6,652)147 (6,505)(6,709)141 (6,568)
Net (loss) / gain from Fair value adjustment of investment property— — — — — — — — — 
2020
All other segmentsCorporateTotal
Total segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of incomeTotal segment reportingAdjustmentTotal as per statement of income
Sales of goods sold and services rendered2,545 (37)2,508 — — — 822,475 (4,711)817,764 
Cost of goods and services rendered(1,984)22 (1,962)— — — (615,775)3,829 (611,946)
Initial recognition and changes in fair value of biological assets and agricultural produce 1,269 (13)1,256 — — — 124,742 (2,013)122,729 
Gain from changes in net realizable value of agricultural produce after harvest — — — — — — 7,076 (71)7,005 
Margin on Manufacturing and Agricultural Activities Before Operating Expenses 1,830 (28)1,802    338,518 (2,966)335,552 
General and administrative expenses (120)(118)(19,319)336 (18,983)(54,138)710 (53,428)
Selling expenses (217)(214)(202)(195)(95,866)808 (95,058)
Other operating income, net 1,069 (2)1,067 (161)(8)(169)2,033 (46)1,987 
Profit from Operations Before Financing and Taxation 2,562 (25)2,537 (19,682)335 (19,347)190,547 (1,494)189,053 
Depreciation and amortization (138)(135)(876)14 (862)(142,288)416 (141,872)
Net (loss) / gain from Fair value adjustment of investment property1,080 (3)1,077 — — — 1,080 (3)1,077 




F- 27


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
The following table presents information with respect to the Group’s reportable segments. Certain other activities of a holding function nature not allocable to the segments are disclosed in the column ‘Corporate’.

Segment analysis for the year ended December 31, 2022:
 FarmingSugar,
Ethanol and Energy
 Land Transformation
Corporate
 Total
 CropsRiceDairyAll other
segments
Farming
subtotal
Sales of goods and services rendered275,200 203,686 236,222 5,839 720,947 630,760   1,351,707 
Cost of goods sold and services rendered(252,879)(159,940)(204,924)(5,153)(622,896)(455,841)  (1,078,737)
Initial recognition and changes in fair value of biological assets and agricultural produce64,133 14,802 27,523 (336)106,122 108,066   214,188 
Changes in net realizable value of agricultural produce after harvest(21,495)— — — (21,495)(934)  (22,429)
Margin on manufacturing and agricultural activities before operating expenses64,959 58,548 58,821 350 182,678 282,051   464,729 
General and administrative expenses(13,175)(15,404)(10,378)(220)(39,177)(21,917) (23,413)(84,507)
Selling expenses(31,672)(34,630)(27,050)(257)(93,609)(50,165) (257)(144,031)
Other operating income, net(1,021)79 (8)(2,801)(3,751)2,881 3,699 (136)2,693 
Bargain purchase gain on acquisition— 10,070 — — 10,070 — — — 10,070 
Profit / (loss) from operations before financing and taxation19,091 18,663 21,385 (2,928)56,211 212,850 3,699 (23,806)248,954 
Depreciation and amortization(7,908)(12,112)(10,075)(212)(30,307)(160,920) 22 (191,205)
Net (loss) / gain from Fair value adjustment of investment property— — — (2,764)(2,764)   (2,764)
Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)3,929 3,701 (2,276)(2,231)3,123 35,232   38,355 
Initial recognition and changes in fair value of biological assets and agricultural produce (realized)60,204 11,101 29,799 1,895 102,999 72,834   175,833 
Changes in net realizable value of agricultural produce after harvest (unrealized)72 — — — 72    72 
Changes in net realizable value of agricultural produce after harvest (realized)(21,567)— — — (21,567)(934)  (22,501)
Farmlands and farmland improvements, net457,286 149,251 2,221 56,928 665,686 78,647 — — 744,333 
Machinery, equipment and other fixed assets, net48,691 58,827 108,589 1,792 217,899 171,307  — 389,206 
Bearer plants, net1,057 — — — 1,057 351,670   352,727 
Work in progress7,021 29,061 22,325 2,399 60,806 18,283   79,089 
Right of use assest18,952 8,594 711 — 28,257 330,681 — 1,243 360,181 
Investment property— — — 33,330 33,330 —  — 33,330 
Goodwill7,990 1,106 5,263 — 14,359 4,185   18,544 
Biological assets66,002 52,752 30,045 8,214 157,013 109,431   266,444 
Finished goods37,539 13,659 12,825 — 64,023 88,693   152,716 
Raw materials, stocks held by third parties and others62,911 22,129 8,700 291 94,031 27,275   121,306 
Total segment assets707,449 335,379 190,679 102,954 1,336,461 1,180,172  1,243 2,517,876 
Borrowings41,493 113,133 138,241 — 292,867 587,865  127,020 1,007,752 
Lease liabilities18,234 8,281 623 — 27,138 310,162 — 680 337,980 
Total segment liabilities59,727 121,414 138,864  320,005 898,027  127,700 1,345,732 



F- 28


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
Segment analysis for the year ended December 31, 2021
 FarmingSugar,
Ethanol and Energy
 Land Transformation
Corporate
 Total
 CropsRiceDairyAll other
segments
Farming
subtotal
Sales of goods and services rendered228,894 130,526 172,803 3,490 535,713 562,010 — — 1,097,723 
Cost of goods sold and services rendered(203,148)(109,709)(149,738)(2,966)(465,561)(368,501)— — (834,062)
Initial recognition and changes in fair value of biological assets and agricultural produce65,704 37,119 18,336 1,380 122,539 88,659 — — 211,198 
Changes in net realizable value of agricultural produce after harvest(10,163)— — — (10,163)(1,495)— — (11,658)
Margin on manufacturing and agricultural activities before operating expenses81,287 57,936 41,401 1,904 182,528 280,673   463,201 
General and administrative expenses(10,273)(8,891)(4,715)(173)(24,052)(19,464)— (22,119)(65,635)
Selling expenses(21,925)(16,618)(20,779)(273)(59,595)(52,946)— (306)(112,847)
Other operating income, net(3,538)239 (150)(3,995)(7,444)(17,390)6,613 103 (18,118)
Profit / (loss) from operations before financing and taxation45,551 32,666 15,757 (2,537)91,437 190,873 6,613 (22,322)266,601 
Depreciation and amortization(6,501)(8,080)(7,144)(175)(21,900)(143,981)— (738)(166,619)
Net (loss) / gain from Fair value adjustment of investment property   (3,884)(3,884)   (3,884)
Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)14,399 4,117 (6,271)8,904 21,149 (16,294)— — 4,855 
Initial recognition and changes in fair value of biological assets and agricultural produce (realized)51,305 33,002 24,607 (7,524)101,390 104,953 — — 206,343 
Changes in net realizable value of agricultural produce after harvest (unrealized)(4,001)— — — (4,001)— — — (4,001)
Changes in net realizable value of agricultural produce after harvest (realized)(6,162)— — — (6,162)(1,495)— — (7,657)
Farmlands and farmland improvements, net448,608 146,795 2,143 56,315 653,861 73,979 — — 727,840 
Machinery, equipment and other fixed assets, net47,122 29,543 81,516 1,641 159,822 158,611 — — 318,433 
Bearer plants, net892 — — — 892 294,090 — — 294,982 
Work in progress3,444 33,200 27,341 1,496 65,481 15,887 — — 81,368 
Right of use assets13,005 3,361 930 — 17,296 243,469 — 11 260,776 
Investment property— — — 32,132 32,132 — — — 32,132 
Goodwill7,074 979 4,660 — 12,713 3,913 — — 16,626 
Biological assets54,886 42,729 18,979 7,257 123,851 71,327 — — 195,178 
Finished goods37,225 5,015 15,157 — 57,397 80,857 — — 138,254 
Raw materials, stocks held by third parties and others42,253 14,797 10,416 579 68,045 33,225 — — 101,270 
Total segment assets654,509 276,419 161,142 99,420 1,191,490 975,358  11 2,166,859 
Borrowings31,755 34,230 62,061 — 128,046 524,461 — 165,144 817,651 
Lease liabilities14,106 4,157 924 — 19,187 227,585 — 82 246,854 
Total segment liabilities45,861 38,387 62,985  147,233 752,046  165,226 1,064,505 
 


F- 29


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
Segment analysis for the year ended December 31, 2020
 FarmingSugar,
Ethanol and Energy
 Land Transformation
Corporate
 Total
 CropsRiceDairyAll other
segments
Farming
subtotal
Sales of goods and services rendered170,114 102,886 135,471 2,545 411,016 411,459 — — 822,475 
Cost of goods sold and services rendered(150,745)(74,395)(117,754)(1,984)(344,878)(270,897)— — (615,775)
Initial recognition and changes in fair value of biological assets and agricultural produce41,777 19,449 12,638 1,269 75,133 49,609 — — 124,742 
Changes in net realizable value of agricultural produce after harvest7,078 — (2)— 7,076 — — — 7,076 
Margin on manufacturing and agricultural activities before operating expenses68,224 47,940 30,353 1,830 148,347 190,171   338,518 
General and administrative expenses(6,816)(7,045)(4,896)(120)(18,877)(15,942)— (19,319)(54,138)
Selling expenses(18,265)(14,170)(13,824)(217)(46,476)(49,188)— (202)(95,866)
Other operating income, net(12,846)731 (189)1,069 (11,235)5,495 7,934 (161)2,033 
Profit / (loss) from operations before financing and taxation30,297 27,456 11,444 2,562 71,759 130,536 7,934 (19,682)190,547 
Depreciation and amortization(5,397)(6,652)(6,709)(138)(18,896)(122,516)— (876)(142,288)
Net (loss) / gain from Fair value adjustment of investment property— — — 1,080 1,080  — — 1,080 
Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)12,211 3,975 (5,151)2,258 13,293 19,682 — — 32,975 
Initial recognition and changes in fair value of biological assets and agricultural produce (realized)29,566 15,474 17,789 (989)61,840 29,927 — — 91,767 
Changes in net realizable value of agricultural produce after harvest (unrealized)(481)— — — (481) — — (481)
Changes in net realizable value of agricultural produce after harvest (realized)7,559 — (2)— 7,557  — — 7,557 
Total segment assets and liabilities are measured in a manner consistent with that of the Consolidated Financial Statements. These assets and liabilities are allocated based on the operations of the segment and the physical location of the asset.
















F- 30


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)

Total reportable segments’ assets and liabilities are reconciled to total assets as per the statement of financial position as follows:
 
 20222021
Total reportable assets as per segment information2,517,876 2,166,859 
Intangible assets (excluding goodwill)17,576 14,711 
Deferred income tax assets8,758 10,321 
Trade and other receivables228,378 188,080 
Other assets1,701 1,079 
Derivative financial instruments5,342 1,585 
Restricted short-term investment98,571 — 
Cash and cash equivalents230,653 199,766 
Total assets as per the statement of financial position3,108,855 2,582,401 

 20222021
Total reportable liabilities as per segment information1,345,732 1,064,505 
Trade and other payables259,607 169,030 
Deferred income tax liabilities301,414 265,848 
Payroll and social liabilities31,545 26,294 
Provisions for other liabilities3,435 5,986 
Current income tax liabilities422 1,625 
Derivative financial instruments3,057 1,283 
Total liabilities as per the statement of financial position1,945,212 1,534,571 

Non-current assets and revenues and fair value gains and losses are shown by geographic region. These are the regions in which the Group is active: Argentina, Brazil, Uruguay and others.
 

As of and for the year ended December 31, 2022:
 ArgentinaBrazilUruguayOthers (*)Total
Property, plant and equipment914,444 620,065 30,846  1,565,355 
Investment property33,330 — —  33,330 
Goodwill14,359 4,185 —  18,544 
Non-current portion of biological assets30,622 — —  30,622 
 
Sales of goods and services rendered373,746 494,215 472,538 11,208 1,351,707 
Initial recognition and changes in fair value of biological assets and agricultural produce102,656 108,066 3,466  214,188 
Changes in net realizable value of agricultural produce after harvest(21,482)(934)(13) (22,429)
 



F- 31


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)
As of and for the year ended December 31, 2021:
 ArgentinaBrazilUruguayOthers (*)Total
Property, plant and equipment868,527 542,710 11,386  1,422,623 
Investment property32,132 — —  32,132 
Goodwill12,713 3,913 —  16,626 
Non-current portion of biological assets19,355 — —  19,355 
Sales of goods and services rendered284,026 385,959 427,661 77 1,097,723 
Initial recognition and changes in fair value of biological assets and agricultural produce120,255 88,659 2,284  211,198 
Changes in net realizable value of agricultural produce after harvest(9,679)(1,496)(483) (11,658)
(*) It includes the initial operations in Chile which are not disclosed separately on materiality grounds.
As of and for the year ended December 31, 2020:
 ArgentinaBrazilUruguayTotal
Sales of goods and services rendered389,018 411,779 21,678 822,475 
Initial recognition and changes in fair value of biological assets and agricultural produce72,391 50,348 2,003 124,742 
Changes in net realizable value of agricultural produce after harvest6,770 (88)394 7,076 


F- 32


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



4.    Sales
 202220212020
Manufactured products and services rendered:   
Ethanol387,124 291,883 199,062 
Sugar188,769 208,365 171,102 
Energy (*)
34,919 50,321 42,756 
Peanut63,041 60,939 46,708 
Sunflower14,948 11,282 10,433 
Cotton6,780 2,540 1,969 
Rice (*)
188,263 127,272 96,397 
Fluid milk (UHT)76,596 62,875 54,380 
Powder milk (*)
84,257 62,728 40,500 
Other diary products37,648 28,834 17,205 
Services10,987 7,309 4,774 
Rental income841 615 584 
Others24,199 13,069 5,623 
 1,118,372 928,032 691,493 
Agricultural produce and biological assets:   
Soybean81,757 71,687 44,271 
Corn71,188 59,803 44,475 
Wheat19,915 27,349 14,457 
Rice3,994 — — 
Sunflower9,885 6,167 633 
Barley4,175 1,684 275 
Seeds1,940 1,559 1,732 
Raw milk21,623 16,468 12,817 
Cattle5,039 3,111 1,959 
Cattle for dairy7,543 4,994 2,729 
Others2,293 3,498 2,923 
229,352 196,320 126,271 
Total sales1,347,724 1,124,352 817,764 
(*) Includes sales of energy, rice and powder milk produced by third parties for an amount of US$ 4.5 million. (sales of rice, energy and butter for an amount of US$ 11.5 million and US$ 13.9 million for the years 2021 and 2020 respectively).

Commitments to sell commodities at a future date
 
The Group entered into contracts to sell non-financial instruments, mainly sugar, soybean and corn through sales forward contracts. Those contracts are held for purposes of delivery of the non-financial instrument in accordance with the Group’s expected sales. Accordingly, as the own use exception criteria are met, those contracts are not recorded as derivatives.
 
The notional amount of these contracts is US$89.9 million as of December 31, 2022 (2021: US$75.9 million; 2020: US$42.2 million) and comprised primarily of 34,879 thousand tons of sugar (US$ 26.1 million), 34,905 thousand m3 of ethanol (US$21.5 million), 543,795 thousand mwh of energy (US$28.8 million), 5,498 thousand tons of soybean (US$2.0 million), 15,051 thousand tons of wheat (US$5.1 million), and 16,112 thousand tons of corn (US$3.5 million) which expire between January and December 2023.



F- 33


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

5.    Cost of goods sold and services rendered

For the year ended December 31:
 2022
 CropsRiceDairyAll other
segments
Sugar,
Ethanol and
Energy
Total
Finished goods at the beginning of year (Note 19)37,225 5,015 15,157 — 80,857 138,254 
Cost of production of manufactured products (Note 6)68,510 165,330 180,723 — 455,336 869,899 
Purchases10,528 1,866 1,285 — 856 14,535 
Acquisition of subsidiaries— 8,413 — — — 8,413 
Agricultural produce240,469 — 21,647 5,039 11,571 278,726 
Transfer to raw material(75,158)(6,549)— — — (81,707)
Direct agricultural selling expenses25,623 — — — — 25,623 
Tax recoveries (i)— — — — (17,800)(17,800)
Changes in net realizable value of agricultural produce after harvest(21,359)— — — (934)(22,293)
Loss of idle capacity— — — — 7,507 7,507 
Finished goods at the end of the year (Note 19)(37,539)(13,659)(12,825)— (88,693)(152,716)
Exchange differences2,363 (96)(2,102)— 7,141 7,306 
Cost of goods sold and services rendered250,662 160,320 203,885 5,039 455,841 1,075,747 
 
(i) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
 
For the year ended December 31:
 2021
 CropsRiceDairyAll other
segments
Sugar,
Ethanol and
Energy
Total
Finished goods at the beginning of year30,267 5,970 6,489 — 34,315 77,041 
Cost of production of manufactured products (Note 6)59,590 124,304 158,083 — 415,408 757,385 
Purchases26,880 569 — — 4,860 32,309 
Agricultural produce224,788 — 16,468 3,111 10,944 255,311 
Transfer to raw material(73,068)(7,240)— — — (80,308)
Direct agricultural selling expenses22,642 — — — — 22,642 
Tax recoveries (i)— — — — (19,423)(19,423)
Changes in net realizable value of agricultural produce after harvest(11,384)— — — (1,495)(12,879)
Loss of idle capacity— — — — 14,270 14,270 
Finished goods at the end of the year (Note 19)(37,225)(5,015)(15,157)— (80,857)(138,254)
Exchange differences(29,259)(6,543)(7,806)— (9,521)(53,129)
Cost of goods sold and services rendered213,231 112,045 158,077 3,111 368,501 854,965 
(i) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
 


F- 34


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

5.    Cost of goods sold and services rendered (continued)

For the year ended December 31:
 2020
 CropsRiceDairyAll other
segments
Sugar,
Ethanol and
Energy
Total
Finished goods at the beginning of year17,830 5,805 4,779 — 36,864 65,278 
Cost of production of manufactured products (Note 6)44,074 79,507 102,933 — 285,627 512,141 
Purchases3,648 — — — 6,088 9,736 
Agricultural produce137,204 — 15,546 1,962 — 154,712 
Transfer to raw material(46,192)(4,256)— — — (50,448)
Direct agricultural selling expenses16,467 — — — — 16,467 
Tax recoveries (i)— — — — (21,765)(21,765)
Changes in net realizable value of agricultural produce after harvest7,007 — (2)— — 7,005 
Finished goods at the end of the year (Note 19)(30,267)(5,970)(6,489)— (34,315)(77,041)
Exchange differences(521)(1,256)(760)— (1,602)(4,139)
Cost of goods sold and services rendered149,250 73,830 116,007 1,962 270,897 611,946 
 
(i) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.



F- 35


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



6.    Expenses by nature

The statement of income is presented under the function of expense method. Under this method, expenses are classified according to their function as “cost of goods sold and services rendered," “general and administrative expenses” and “selling expenses”.
 
The following table provides the additional disclosure required on the nature of expenses and their relationship to the function within the Group:
 
Expenses by nature for the year ended December 31, 2022:
 Cost of production of manufactured products (Note 5)General and
Administrative
Expenses
Selling
Expenses
Total
 CropsRiceDairySugar,
Ethanol and
Energy
Total
Salaries, social security expenses and employee benefits4,216 12,362 11,627 35,890 64,095 39,347 9,472 112,914 
Raw materials and consumables367 367 29,317 14,094 44,145 — — 44,145 
Depreciation and amortization4,463 3,814 4,007 123,960 136,244 18,109 1,408 155,761 
Depreciation of right of use assets— 115 971 7,475 8,561 7,702 99 16,362 
Fuel, lubricants and others239 249 1,886 38,813 41,187 712 340 42,239 
Maintenance and repairs1,264 3,320 1,856 22,674 29,114 1,718 741 31,573 
Freights519 9,319 2,862 75 12,775 — 57,913 70,688 
Export taxes / selling taxes— — — —  — 39,202 39,202 
Export expenses— — — —  — 17,963 17,963 
Contractors and services2,218 720 569 7,044 10,551 — — 10,551 
Energy transmission— — — —  — 3,053 3,053 
Energy power1,577 3,172 3,189 733 8,671 373 89 9,133 
Professional fees59 86 110 837 1,092 8,337 802 10,231 
Other taxes25 117 110 2,775 3,027 852 63 3,942 
Contingencies— — — —  568 — 568 
Lease expense and similar arrangements178 682 197 — 1,057 1,153 271 2,481 
Third parties raw materials8,270 23,934 75,674 13,693 121,571 — — 121,571 
Tax recoveries— — — (556)(556)— — (556)
Others1,335 2,736 1,269 4,322 9,662 5,416 12,099 27,177 
Subtotal24,730 60,993 133,644 271,829 491,196 84,287 143,515 718,998 
Own agricultural produce consumed43,780 104,337 47,079 183,507 378,703 — — 378,703 
Total68,510 165,330 180,723 455,336 869,899 84,287 143,515 1,097,701 
 


F- 36


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

6.    Expenses by nature (continued)

Expenses by nature for the year ended December 31, 2021:
 Cost of production of manufactured products (Note 5)General and
Administrative
Expenses
Selling
Expenses
Total
 CropsRiceDairySugar,
Ethanol and
Energy
Total
Salaries, social security expenses and employee benefits3,651 6,841 9,268 27,072 46,832 30,727 7,221 84,780 
Raw materials and consumables578 373 24,755 13,036 38,742 — — 38,742 
Depreciation and amortization3,930 2,692 3,590 108,709 118,921 14,280 1,304 134,505 
Depreciation of right of use assets— 102 602 5,700 6,404 7,173 49 13,626 
Fuel, lubricants and others336 89 1,730 24,747 26,902 854 279 28,035 
Maintenance and repairs1,341 1,851 1,779 16,797 21,768 1,956 800 24,524 
Freights644 8,154 2,377 607 11,782 — 38,970 50,752 
Export taxes / selling taxes— — — —  — 43,509 43,509 
Export expenses— — — —  — 11,745 11,745 
Contractors and services2,587 235 260 6,758 9,840 — — 9,840 
Energy transmission— — — —  — 2,347 2,347 
Energy power1,276 1,501 2,544 839 6,160 335 85 6,580 
Professional fees78 84 140 692 994 7,600 815 9,409 
Other taxes23 92 118 3,049 3,282 582 62 3,926 
Contingencies— — — —  855 — 855 
Lease expense and similar arrangements162 319 257 — 738 1,863 251 2,852 
Third parties raw materials2,804 2,852 62,737 15,240 83,633 — — 83,633 
Tax recoveries— — — (1,546)(1,546)— — (1,546)
Others962 5,273 2,166 2,636 11,037 3,569 10,225 24,831 
Subtotal18,372 30,458 112,323 224,336 385,489 69,794 117,662 572,945 
Own agricultural produce consumed41,218 93,846 45,760 191,072 371,896 — — 371,896 
Total59,590 124,304 158,083 415,408 757,385 69,794 117,662 944,841 

 


F- 37


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

6.    Expenses by nature (continued)

Expenses by nature for the year ended December 31, 2020:

 Cost of production of manufactured products (Note 5)   
 CropsRiceDairySugar,
Ethanol and
Energy
TotalGeneral and
Administrative
Expenses
Selling
Expenses
Total
Salaries, social security expenses and employee benefits2,348 4,466 7,452 26,341 40,607 25,519 5,206 71,332 
Raw materials and consumables448 3,072 14,486 8,743 26,749 — — 26,749 
Depreciation and amortization2,929 2,016 2,812 93,211 100,968 12,490 985 114,443 
Depreciation right-of-use and other leases— 19 461 6,208 6,688 3,557 24 10,269 
Fuel, lubricants and others131 68 2,030 16,543 18,772 428 187 19,387 
Maintenance and repairs639 1,492 1,141 12,581 15,853 954 476 17,283 
Freights172 4,617 1,708 649 7,146 — 33,111 40,257 
Export taxes / selling taxes— — — —  — 35,966 35,966 
Export expenses— — — —  — 8,801 8,801 
Contractors and services1,358 116 54 5,086 6,614 — — 6,614 
Energy transmission— — — —  — 2,231 2,231 
Energy power803 1,015 1,879 764 4,461 137 114 4,712 
Professional fees32 35 103 447 617 6,261 1,060 7,938 
Other taxes20 76 97 2,312 2,505 376 21 2,902 
Contingencies— — — —  703 — 703 
Lease expense and similar arrangements111 182 137 — 430 283 226 939 
Third parties raw materials3,257 6,578 42,051 13,547 65,433 — — 65,433 
Tax recoveries— — — (1,087)(1,087)— — (1,087)
Others524 1,219 1,975 1,613 5,331 2,720 6,650 14,701 
Subtotal12,772 24,971 76,386 186,958 301,087 53,428 95,058 449,573 
Own agricultural produce consumed31,302 54,536 26,547 98,669 211,054 — — 211,054 
Total44,074 79,507 102,933 285,627 512,141 53,428 95,058 660,627 


7.    Salaries and social security expenses
 202220212020
Wages and salaries (i)132,010 101,818 89,662 
Social security costs36,932 30,296 27,430 
Equity-settled share-based compensation10,227 6,406 4,316 
 179,169 138,520 121,408 
(i)Includes US$30,014, US$25,105 and US$32,714, capitalized in Property, Plant and Equipment for the years 2022, 2021 and 2020, respectively.



F- 38


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



8.    Other operating (expense) / income, net
 202220212020
Loss from commodity derivative financial instrument(6,842)(15,990)(8,320)
Gain / (loss) from disposal of other property items3,718 (397)2,198 
Net (loss) / gain from fair value adjustment of investment property(2,961)(4,331)1,077 
Gain from disposal of farmland and other assets (Note 21)— — 2,064 
Gain / (loss) from the sale of subsidiaries (Note 21)10 (554)
Others7,955 1,940 5,522 
 1,870 (18,768)1,987 
 
9.    Financial results, net
 20222021 2020
Finance income:   
- Interest income5,781 4,081 4,084 
 -Foreign exchange gains, net19,278 18,939 — 
- Gain from interest rate/foreign exchange rate derivative financial instruments— 512 92 
- Other income249 13,138 21,878 
Finance income25,308 36,670 26,054 
Finance costs:   
- Interest expense(50,037)(62,536)(58,282)
- Finance cost related to lease liabilities(31,113)(16,502)(12,532)
- Cash flow hedge – transfer from equity (Note 2)(40,195)(52,650)(24,363)
- Foreign exchange losses, net— — (109,266)
- Taxes(4,862)(7,073)(4,559)
- Loss from interest rate/foreign exchange rate derivative financial instruments(2,384)— — 
- Borrowings prepayment related expenses (Brazilian subsidiaries)— (3,068)— 
 -Finance discount— (3,741)— 
- Other expenses(9,009)(6,111)(4,774)
Finance costs(137,600)(151,681)(213,776)
Other financial results - Net (loss) / gain of inflation effects on monetary items(2,144)11,541 12,064 
Total financial results, net(114,436)(103,470)(175,658)



10.    Taxation

Adecoagro is subject to the applicable general tax regulations in Luxembourg.
 
The Group’s income tax has been calculated on the estimated assessable taxable results for the year at the rates prevailing in the respective foreign tax jurisdictions. The subsidiaries of the Group are required to calculate their income taxes on a separate basis according to the rules and regulations of the jurisdictions where they operate. Therefore, the Group is not legally permitted to compensate subsidiaries’ losses against subsidiaries’ income. The details of the provision for the Group’s consolidated income tax are as follows:


F- 39


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

10.    Taxation (continued)

 202220212020
Current income tax(4,655)(4,338)(2,840)
Deferred income tax(22,103)(39,499)(9,485)
Income tax expense(26,758)(43,837)(12,325)
 
The statutory tax rate in the countries where the Group operates for all of the years presented are:
 
Tax JurisdictionIncome Tax Rate
Argentina (i)35 %
Brazil34 %
Uruguay25 %
Spain25 %
Luxembourg24.94 %
Chile27 %
 
(i) In June 2021, the Argentine Government introduced changes to the income tax laws whereby it established an increasing rate scheme starting at 25% up to 35% for income tax gains over Pesos 76 million (0.4 million US$). The revised scheme was effective as from fiscal year 2021. It also established a 7% withholding tax for dividends.

Deferred tax assets and liabilities of the Group as of December 31, 2022 and 2021, without taking into consideration the offsetting of balances within the same tax jurisdiction, will be recovered or settled as follows:

 20222021
Deferred income tax asset to be recovered after more than 12 months127,878 107,552 
Deferred income tax asset to be recovered within 12 months17,862 21,976 
Deferred income tax assets145,740 129,528 
Deferred income tax liability to be settled after more than 12 months(371,047)(367,292)
Deferred income tax liability to be settled within 12 months(67,349)(17,763)
Deferred income tax liability(438,396)(385,055)
Deferred income tax liability, net(292,656)(255,527)
 
The gross movement on the deferred income tax account is as follows:

 20222021
Beginning of year(255,527)(162,556)
Exchange differences(30,187)(40,644)
Changes of fair value valuation for farmlands25,307 (9,953)
Acquisition of subsidiary (Note 21)(1,562)— 
Others(1,247)(349)
Tax credit relating to cash flow hedge (i)(7,337)(2,526)
Income tax expense(22,103)(39,499)
End of year(292,656)(255,527)
 
(i) Relates to the gain or loss before income tax of cash flow hedge recognized in other comprehensive income amounting to US$15,621 for the year ended December 31, 2022 (2021: US$46,145; 2020: US$75,822); net of the reclassification from Equity to the Income Statement of US$ 40,388 for the year ended December 31, 2022 (2021: US$ 26,031; 2020: US$32,305).


F- 40


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

10.    Taxation (continued)

 
The movement in the deferred income tax assets and liabilities during the year, without taking into consideration the offsetting of balances within the same tax jurisdiction, is as follows:

Deferred income tax
liabilities
Property,
plant and
equipment
Investment propertyBiological
assets
OthersTotal
At January 1, 2021268,252 9,878 10,217 8,555 296,902 
Charged / (credited) to the statement of income43,270 (817)(755)(1,811)39,887 
Farmlands revaluation11,469 (1,516)— — 9,953 
Exchange differences32,167 2,336 1,797 2,013 38,313 
At December 31, 2021355,158 9,881 11,259 8,757 385,055 
Charged / (credited) to the statement of income19,318 (1,145)18,105 232 36,510 
Farmlands revaluation(24,271)(1,036)— — (25,307)
Acquisition of subsidiaries1,562 — — — 1,562 
Exchange differences37,379 1,279 1,097 821 40,576 
At December 31, 2022389,146 8,979 30,461 9,810 438,396 
 
Deferred income tax
assets
ProvisionsTax loss
carry
forwards
Equity-settled
share-based
compensation
BorrowingsBiological
assets
OthersTotal
At January 1, 20217,281 67,817 5,171 51,338  2,739 134,346 
Charged / (credited) to the statement of income1,978 13,108 — (13,589)452 (1,561)388 
Tax charge relating to cash flow hedge— (2,526)— — — — (2,526)
Exchange differences20 3,158 — (2,952)(386)(2,171)(2,331)
Others— — (349)— — — (349)
At December 31, 20219,279 81,557 4,822 34,797 66 (993)129,528 
(Credited) / charged to the statement of income(3,900)29,087 — (11,115)(66)401 14,407 
Tax charge relating to cash flow hedge— (7,337)— — — — (7,337)
Exchange differences1,243 6,888 — 2,250 — 10,389 
Others— — (1,247)— — — (1,247)
At December 31, 20226,622 110,195 3,575 25,932  (584)145,740 
 
Tax loss carry forwards in Argentina and Uruguay generally expire within 5 years. Tax loss carry forwards in Brazil and Luxembourg do not expire. However, in Brazil, the taxable profit for each year can only be reduced by tax loss carry forward up to a maximum of 30%.
 
In order to fully realize the deferred tax asset, the Group will need to generate future taxable income in the countries where the tax loss carry forward were incurred. Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible
.
 




F- 41


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

10.    Taxation (continued)


As of December 31, 2022, the Group’s tax loss carry forwards and their corresponding jurisdictions are as follows:

JurisdictionTax loss carry forwardExpiration period
Argentina (1)175,658 5 years
Brazil127,838 No expiration date.
Uruguay1,546 5 years
Luxembourg23,677 No expiration date.
 
(1) As of December 31, 2022, the aging of the determination tax loss carry forward in Argentina is as follows:
Year of generationAmount
201826,606 
201972,768 
202015,288 
2021113 
202260,883 

The tax on the Group’s profit before income tax differs from the theoretical amount that would arise using the tax rates applicable to profits in the respective countries as follows:
 
 202220212020
Tax calculated at the tax rates applicable to profits in the respective countries(43,827)(54,291)(4,184)
Non-deductible items(1,921)(3,459)(7,642)
Effect of the changes in the statutory income tax rate in Argentina(2,237)(31,962)6,324 
Unused tax losses— 482 (710)
Tax losses where no deferred tax asset was recognized(107)— — 
Non-taxable income16,879 13,604 11,060 
Previously unrecognized tax losses now recouped to reduce tax expenses (1)
19,419 38,121 1,529 
Effect of IAS 29 and tax adjustment per inflation in Argentina(18,195)(6,402)(19,239)
Others3,231 70 537 
Income tax expense(26,758)(43,837)(12,325)
 
(1) 2022 includes 16,044 of adjustment by inflation of tax loss carryforwards in Argentina (37,175 in 2021).

Tax Inflation Adjustment in Argentina

Laws 27,430, 27,468 and 27,541 introduced several amendments to the income tax inflation adjustments provided by t.he Income Tax Law. According to these provisions, and effective as from fiscal years beginning on or after January 1, 2018, the inflation adjustment procedure set out in Title VI of the Income Tax Law shall be applicable in fiscal years in which the variation of IPC price index, accumulated in the 36 months immediately preceding the end of the relevant fiscal year, is higher than 100%. As from its effectiveness, this procedure is applicable because the variation of the IPC reached the prescribed limits.

However, Section 39 of Law No. 24,073 suspended the application of the provisions of Title VI of the Income Tax Law relating to the income tax inflation adjustment since April 1, 1992 to certain items, such as, fixed assets, inventory, and tax loss carryforwards, among others.




F- 42


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

10.    Taxation (continued)

After the economic crisis of 2002, many taxpayers began to question the legality of the provisions suspending the income tax inflation adjustment. Also, the Argentine Supreme Court of Justice issued its verdict in the "Candy" case July 3, 2009 in which it stated that particularly for fiscal year 2002 and considering the serious state of disturbance of that year, the taxpayer could demonstrate that not applying the income tax inflation adjustment resulted in confiscatory income tax rates.

More recently, the Argentine Supreme Court of Justice applied a similar criterion to the 2010, 2011, 2012 and 2014 fiscal years in the cases brought by “Distribuidora Gas del Centro” (10/14/14, 06/02/15, 10/04/16 and 06/25/19), among others, enabling the application of income tax inflation adjustment for periods not affected by a severe economic crisis such as 2002.

The Company believes that the lack of application of the income tax inflation adjustment is confiscatory. Accordingly, based on the precedents and the opinion of external and internal tax advisors, the Company has adjusted all items for inflation including those suspended by Section 39 of Law 24, 073 as described above. The net effect of the inflation adjustment resulted in a deferred tax asset of US$53.2 million as of December 31, 2022.

The application of local tax laws require interpretation, and accordingly involves the application of judgement and is open to challenge by the relevant tax authorities. This gives rise to a level of uncertainty. Provisions for uncertain tax positions are established in accordance with IFRIC 23 based on an assessment of the range of likely tax outcomes in open years and reflecting the strength of technical arguments. Amounts are provided for individual tax uncertainties based on management’s assessment of whether the most likely amount or an expected amount based on a probability weighted methodology is the more appropriate predicter of amounts that the Company is ultimately expected to settle. When making this assessment, the Company utilizes specialist in-house tax knowledge and experience and takes into consideration specialist tax advice from third party advisers on specific items. The Company has not provided any amount in this case based on its belief that it has solid arguments to support its position.





F- 43


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



11.    Earnings per share

(a) Basic
 
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Group by the weighted average number of shares in issue during the period excluding ordinary shares held as treasury shares (Note 23).

 202220212020
Profit from operations attributable to equity holders of the Group108,138 130,669 412 
Weighted average number of shares in issue (thousands)110,079 115,148 117,453 
Basic earnings per share0.982 1.135 0.003 
 
(b) Diluted
 
Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding to assume conversion of all dilutive potential shares. The Group has two categories of dilutive potential shares: equity-settled share options and restricted units. For these instruments, a calculation is done to determine the number of shares that could have been acquired at fair value, based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the equity-settled share options. During 2022, the share options outstanding average were 361 thousands (2021: 466 thousands; 2020: 261 thousands) share options outstanding.

 202220212020
Profit from operations attributable to equity holders of the Group108,138 130,669 412 
Weighted average number of shares in issue (thousands)110,079 115,148 117,453 
Adjustments for:
- Employee share options and restricted units (thousands)361 466 261 
Weighted average number of shares for diluted earnings per share (thousands)110,440 115,614 117,714 
Diluted earnings per share0.979 1.130 0.003 


F- 44


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



12.    Property, plant and equipment, net
 
Changes in the Group’s property, plant and equipment, net in 2022 and 2021 were as follows:
 
 FarmlandsFarmland
improvements
Buildings and  
facilities
Machinery,  
equipment,  
furniture and
fittings
Bearer plantsOthersWork in  
progress
Total
At January 1, 2021        
Fair value for farmlands / Cost694,166 44,278 379,666 743,444 676,516 25,189 57,740 2,620,999 
Accumulated depreciation— (22,693)(202,062)(647,539)(371,687)(18,726)— (1,262,707)
Net book amount694,166 21,585 177,604 95,905 304,829 6,463 57,740 1,358,292 
At December 31, 2021       
Opening net book amount694,166 21,585 177,604 95,905 304,829 6,463 57,740 1,358,292 
Exchange differences142,390 2,772 20,923 (4,804)(34,433)20,567 9,299 156,714 
Additions— 169 11,681 55,463 88,530 2,615 46,371 204,829 
Revaluation surplus(126,675)— — — — — — (126,675)
Reclassification from investment property1,380 — — — — — — 1,380 
Transfers— (4,773)23,049 13,471 149 104 (32,000)— 
Disposals— (8)(126)(4,078)— (63)(42)(4,317)
Reclassification to non-income tax credits (*)— — — (303)— — — (303)
Depreciation— (3,166)(25,452)(72,471)(64,093)(2,115)— (167,297)
Closing net book amount711,261 16,579 207,679 83,183 294,982 27,571 81,368 1,422,623 

 FarmlandsFarmland
improvements
Buildings and
facilities
Machinery,
equipment,
furniture and
fittings
Bearer plantsOthersWork in
progress
Total
At December 31, 2021        
Fair value for farmlands / Cost711,261 42,438 435,193 803,193 730,762 48,412 81,368 2,852,627 
Accumulated depreciation— (25,859)(227,514)(720,010)(435,780)(20,841)— (1,430,004)
Net book amount711,261 16,579 207,679 83,183 294,982 27,571 81,368 1,422,623 
Year ended December 31, 2022       
Opening net book amount711,261 16,579 207,679 83,183 294,982 27,571 81,368 1,422,623 
Exchange differences88,546 1,518 16,237 19,580 15,447 1,389 9,149 151,866 
Additions— — 13,489 62,637 112,614 3,318 41,960 234,018 
Revaluation surplus(72,216)— — — — — — (72,216)
Acquisition of subsidiaries— — 21,331 — — — — 21,331 
Transfers— 2,192 41,167 10,198 — (169)(53,388)— 
Disposals— — (953)(2,278)— (103)— (3,334)
Reclassification to non-income tax credits (*)— — — (158)— — — (158)
Depreciation— (3,547)(30,570)(81,950)(70,316)(2,392)— (188,775)
Closing net book amount727,591 16,742 268,380 91,212 352,727 29,614 79,089 1,565,355 
At December 31, 2022       
Fair value for farmlands / Cost727,591 46,148 526,464 893,172 858,823 52,846 79,089 3,184,133 
Accumulated depreciation— (29,406)(258,084)(801,960)(506,096)(23,232)— (1,618,778)
Net book amount727,591 16,742 268,380 91,212 352,727 29,614 79,089 1,565,355 
 

(*) Brazilian federal tax law allows entities to take a percentage of the total cost of the assets purchased as a tax credit. As of December 31, 2022 and 2021, ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) tax credits were reclassified to trade and other receivables.
 


F- 45


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

12.    Property, plant and equipment, net (continued)

Depreciation is calculated using the straight-line method to allocate their cost over the estimated useful lives. Farmlands are not depreciated.
 
Farmland improvements
5-25 years
Buildings and facilities
20 years
Furniture and fittings
10 years
Computer equipment
3-5 years
Machinery and equipment
4-10 years
Vehicles
4-5 years
Bearer plants
6 years - based on productivity
 
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each statement of financial position date. Farmlands are measured at fair value using a sales comparison approach. prepared by an independent expert. Sale prices of comparable properties are adjusted considering the specific aspects of each property, the most relevant assumption being the price per hectare (Level 3). The Group estimated that, other factors being constant, a 10% reduction on the sales price for the year ended December 31, 2022 would have reduced the value of the farmlands on US$72.8 million (2021: US$71 million), which would impact, net of its tax effect on the "Revaluation surplus" item in the statement of Changes in Shareholders' Equity. Should farmlands be carried at historical cost, the net book value as of December 31, 2022 would have been US$294,8 million.

Depreciation charges are included in “Cost of production of Biological Assets," “Cost of production of manufactures products,”“General and administrative expenses,”“Selling expenses” and capitalized in “Property, plant and equipment” for the years ended December 31, 2022, 2021 and 2020.
 
During the year ended December 31, 2022, borrowing costs of US$3.3 million (2021:US$2.8 million) were capitalized as components of the cost of acquisition or construction for qualifying assets.
 
Certain of the Group’s assets have been pledged as collateral to secure the Group’s borrowings and other payables. The net book value of the pledged assets amounts to US$129.3 million as of December 31, 2022 (2021: US$124.6 million).





F- 46


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



13.    Right of use assets, net

    Changes in the Group’s right of use assets, net in 2022 and 2021 were as follows:
Agricultural partnerships (*)OthersTotal
At January 1, 2021
Opening net book amount192,270 17,424 209,694 
Exchange differences(10,191)(55)(10,246)
Additions and re-measurements95,030 15,497 110,527 
Depreciation(41,138)(8,061)(49,199)
Closing net book amount235,971 24,805 260,776 
At December 31, 2022
Opening net book amount235,971 24,805 260,776 
Exchange differences 13,223 1,593 14,816 
Additions and re-measurements140,724 7,204 147,928 
Depreciation (56,356)(6,983)(63,339)
Closing net book amount333,562 26,619 360,181 

    (*) Agricultural partnership has an average term of 6 years.

Depreciation charges are included in “Cost of production of Biological Assets,”“Cost of production of manufactures products,”“General and administrative expenses,”“Selling expenses” and capitalized in “Property, plant and equipment” for the year ended December 31, 2022, 2021 and 2020.

14.    Investment property
 
Changes in the Group’s investment property in 2022 and 2021 were as follows:
 
 20222021
Beginning of the year32,132 31,179 
Net loss from fair value adjustment (Note 8)(2,961)(4,331)
Reclassification to property, plant and equipment (i)— (1,380)
Exchange difference4,159 6,664 
End of the year33,330 32,132 
Fair value33,330 32,132 
Net book amount33,330 32,132 
 
(i) Relates with the expiration of contracts with third parties.

Investment properties are measured at fair value using a sales comparison approach prepared by an independent expert. Sale prices of comparable properties are adjusted considering the specific aspects of each property, the most relevant assumption being the price per hectare (Level 3). The increase /decrease in the fair value of investment property is recognized in the Statement of income under the line item "Other operating income, net". The Group estimated that, other factors being constant, a 10% reduction on the sales price for the period ended December 31, 2022 and 2021 would have caused a reduction of US$3.3 million and US$3.2 million respectively in the value of the investment properties, which would impact the line item "Net gain from fair value adjustment



F- 47


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



15.    Intangible assets, net
 
Changes in the Group’s intangible assets, net in 2022 and 2021 were as follows:
 GoodwillSoftwareTrademarksOthersTotal
At January 1, 2021    
Cost14,482 11,799 9,118 441 35,840 
Accumulated amortization— (6,535)(1,968)(407)(8,910)
Net book amount14,482 5,264 7,150 34 26,930 
Year ended December 31, 2021   
Opening net book amount14,482 5,264 7,150 34 26,930 
Exchange differences2,144 595 1,407 (4)4,142 
Additions— 1,823 — 73 1,896 
Amortization charge (i)— (1,197)(366)(68)(1,631)
Closing net book amount16,626 6,485 8,191 35 31,337 
At December 31, 2021   
Cost16,626 14,217 10,525 510 41,878 
Accumulated amortization— (7,732)(2,334)(475)(10,541)
Net book amount16,626 6,485 8,191 35 31,337 
Year ended December 31, 2022   
Opening net book amount16,626 6,485 8,191 35 31,337 
Exchange differences1,918 732 900 3,551 
Additions— 2,306 423 768 3,497 
Amortization charge (i)— (1,781)(413)(71)(2,265)
Closing net book amount18,544 7,742 9,101 733 36,120 
At December 31, 2022   
Cost18,544 17,255 11,848 1,279 48,926 
Accumulated amortization— (9,513)(2,747)(546)(12,806)
Net book amount18,544 7,742 9,101 733 36,120 
 
(i)Amortization charges are included in “General and administrative expenses” and “Selling expenses” for the years ended December 31, 2022 and 2021, respectively. There were no impairment charges for any of the years presented (see Note 32 (a)).

The accompanying notes are an integral part of these consolidated financial statements.

F- 48

Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



16.    Biological assets

Changes in the Group’s biological assets in 2022 and 2021 were as follows:
 2022
 Crops
(ii)
Rice
(ii)
DairyAll other
segments
Sugarcane
(ii)
Total
Beginning of the year54,886 42,729 18,979 7,257 71,327 195,178 
Increase due to purchases— — — 3,732 — 3,732 
Acquisition of subsidiaries (Note 21)— 1,676 — — — 1,676 
Initial recognition and changes in fair value of biological assets (i)65,574 15,323 27,257 (279)108,066 215,941 
Decrease due to harvest / disposals(240,469)(80,127)(79,474)(6,487)(202,298)(608,855)
Costs incurred during the year178,922 67,621 60,826 3,052 128,308 438,729 
Exchange differences7,089 5,530 2,457 939 4,028 20,043 
End of the year66,002 52,752 30,045 8,214 109,431 266,444 

 2021
 Crops
(ii)
Rice
(ii)
DairyAll other
segments
Sugarcane
(ii)
Total
Beginning of the year43,787 29,062 12,933 4,703 75,208 165,693 
Increase due to purchases— — — 1,559 — 1,559 
Initial recognition and changes in fair value of biological assets (i)73,990 43,834 19,895 1,362 88,659 227,740 
Decrease due to harvest / disposals(224,788)(99,517)(67,230)(4,322)(208,175)(604,032)
Costs incurred during the year151,971 62,477 50,323 2,842 116,252 383,865 
Exchange differences9,926 6,873 3,058 1,113 (617)20,353 
End of the year54,886 42,729 18,979 7,257 71,327 195,178 
 
(i) Biological asset with a production cycle of more than one year (that is dairy and cattle) generated “Initial recognition and changes in fair value of biological assets” amounting to US$26,978 for the year ended December 31, 2022 (2021: US$21,527). In 2022, an amount of US$4,653 (2021: US$1,824) was attributable to price changes, and an amount of US$22,325 (2021: US$19,433) was attributable to physical changes.
(ii) Biological assets that are measured at fair value within level 3 of the hierarchy.

 


F- 49


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

16.    Biological assets (continued)

Cost of production for the year ended December 31, 2022:

CropsRiceDairyAll other
segments
Sugar,
Ethanol and
Energy
Total
Salaries, social security expenses and employee benefits5,098 11,132 7,592 624 11,795 36,241 
Depreciation and amortization— — — — 5,024 5,024 
Depreciation of right of use assets— — — — 42,166 42,166 
Fertilizers, agrochemicals and seeds68,963 17,220 — 46,020 132,212 
Fuel, lubricants and others1,043 1,452 1,419 51 4,636 8,601 
Maintenance and repairs1,678 6,585 3,979 342 3,172 15,756 
Freights4,085 546 202 223 — 5,056 
Contractors and services49,521 22,317 — 17 8,620 80,475 
Feeding expenses— — 24,940 372 — 25,312 
Veterinary expenses— — 3,715 301 — 4,016 
Energy power39 5,447 1,286 — 6,780 
Professional fees551 403 309 489 1,754 
Other taxes1,270 184 14 69 128 1,665 
Lease expense and similar arrangements45,790 967 — 4,978 51,740 
Others884 1,368 386 64 1,280 3,982 
Subtotal178,922 67,621 43,842 2,087 128,308 420,780 
Own agricultural produce consumed— — 16,984 965 — 17,949 
Total178,922 67,621 60,826 3,052 128,308 438,729 
 


F- 50


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

16.    Biological assets (continued)

Cost of production for the year ended December 31, 2021:

CropsRiceDairyAll other
segments
Sugar,
Ethanol and
Energy
Total
Salaries, social security expenses and employee benefits3,622 8,554 5,978 800 9,681 28,635 
Depreciation and amortization— — — — 4,288 4,288 
Depreciation of right of use assets— — — — 34,312 34,312 
Fertilizers, agrochemicals and seeds55,223 15,549 — — 45,053 115,825 
Fuel, lubricants and others691 745 1,061 60 3,298 5,855 
Maintenance and repairs1,021 7,489 3,106 345 2,287 14,248 
Freights3,752 950 179 76 — 4,957 
Contractors and services49,213 23,602 — 10 7,072 79,897 
Feeding expenses— — 20,534 373 — 20,907 
Veterinary expenses— — 3,485 217 — 3,702 
Energy power36 3,666 1,092 — 4,800 
Professional fees430 187 104 408 1,135 
Other taxes1,339 118 10 97 53 1,617 
Lease expense and similar arrangements34,122 — 9,024 43,149 
Others2,522 1,617 762 29 776 5,706 
Subtotal151,971 62,477 36,312 2,021 116,252 369,033 
Own agricultural produce consumed— — 14,011 821 — 14,832 
Total151,971 62,477 50,323 2,842 116,252 383,865 
 
Biological assets in December 31, 2022 and 2021 were as follows:
 20222021
Non-current  
Cattle for dairy production (i)29,483 18,428 
Breeding cattle (ii)821 707 
Other cattle (ii)318 220 
 30,622 19,355 
Current  
Breeding cattle (iii)7,075 6,330 
Other cattle (iii)562 551 
Sown land – crops (ii) 66,002 54,886 
Sown land – rice (ii)52,752 42,729 
Sown land – sugarcane (ii) (iv)109,431 71,327 
 235,822 175,823 
Total biological assets266,444 195,178 
 
(i)Classified as bearer and mature biological assets.
(ii)Classified as consumable and immature biological assets.
(iii)Classified as consumable and mature biological assets.
(iv)It includes 4,849 and 6,969 of crops planted in sugarcane farms.



F- 51


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

16.    Biological assets (continued)

The fair value less estimated point of sale costs of agricultural produce at the point of harvest amounted to US$522,894 for the year ended December 31, 2022 (2021: US$532,480).
 
The following table presents the Group’s biological assets that are measured at fair value at December 31, 2022 and 2021 (See Note 17 for a the description of each fair value level):

 20222021
 Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Cattle for dairy production— 29,483 — 29,483 — 18,428 — 18,428 
Breeding cattle7,896 — — 7,896 7,037 — — 7,037 
Other cattle— 880 — 880 — 771 — 771 
Sown land – sugarcane— — 109,431 109,431 — — 71,327 71,327 
Sown land – crops— — 66,002 66,002 — — 54,886 54,886 
Sown land – rice— — 52,752 52,752 — — 42,729 42,729 

There were no transfers between any levels during the year.
 
The following significant unobservable inputs were used to measure the Group’s biological assets using the discounted cash flow valuation technique:

DescriptionUnobservable
inputs
Range of unobservable inputsRelationship of unobservable
inputs to fair value
  20222021 
Sown land – sugarcaneSugarcane yield – tonnes per hectare; Sugarcane TRS (kg of sugar per ton of cane) Production Costs – US$ per hectare. (Include maintenance, harvest and leasing costs)
 
'-Sugarcane yield: 50-100 tonnes/ha -Sugarcane TRS: 120-140 kg of sugar/tonnes of cane -Maintenance costs: 500-800 US$/ha -Harvest costs: 6.0-12.0 US$/tonnes of cane -Leasing costs: 12.0-14.4 tonnes/ha
'-Sugarcane yield: 50-100 tonnes/ha - Sugarcane TRS: 120-140kg of sugar/tonnes of cane - Maintenance costs: 500-800 US$/ha - Harvest costs: 6.0-12.0 US$/ tonnes of cane - Leasing costs: 12.0-14.4 tonnes/ha
The higher the sugarcane yield, the higher the fair value. The higher the maintenance, harvest and leasing costs per hectare, the lower the fair value. The higher the TRS of sugarcane, the higher the fair value.
 
Sown land – cropsCrops yield – tonnes per hectare; Commercial Costs – US$ per hectare;
Production Costs – US$ per hectare.
 
'- Crops yield: 1.00 – 5.6 tonnes/ha for Wheat, 1.6 – 13 tonnes/ha for Corn, 0.4 - 5.0 tonnes/ha for Soybean, 0.9 - 2.2 for Sunflower and 1.8 - 5.1 tonnes/ha for Peanut - Commercial Costs: 13-45 US$/tonnes for Wheat, 16-65 US$/tonnes for Corn, 21-65 US$/tonnes for Soybean, 17-36 US$/tonnes for Sunflower and 28-46 US$/ha for Peanut - Production Costs: 200-840 US$/ha for Wheat, 325-1500 US$/ha for Corn, 260-1100 US$/ha for Soybean, 280-890 US$/ha for Sunflower and 756-2000 US$/ha for Peanut
'- Crops yield: 0.85 – 5.6 tonnes/ha for Wheat, 3.0 – 10  tonnes/ha for Corn, 1.1 - 4.0 tonnes/ha for Soybean, 1.7-2.5 for Sunflower and 2.5 - 3.6 tonnes/ha for Peanut
- Commercial Costs: 17-54 US$/ha for Wheat, 14-62 US$/ha for Corn, 19-65 US$/ha for Soybean, 18-49 US$/ha for Sunflower and 36.0 - 69.0 US$/ha for Peanut
- Production Costs: 166-899 US$/ha for Wheat, 334-1449 US$/ha for Corn, 214-1096 US$/ha for Soybean, 308-1005 US$/ha for Sunflower and 802.0 - 2,060.0 US$/ha for Peanut
The higher the crops yield, the higher the fair value. The higher the commercial and direct costs per hectare, the lower the fair value.
 
Sown land – riceRice yield – tonnes per hectare;
Commercial Costs – US$ per hectare;
Production Costs – US$ per hectare.
'-Rice yield: 1.4 -9.2 tonnes/ha -Commercial Costs: 3-23 US$/ha -Production Costs: 760-1250 US$/ha
'-Rice yield: 3.2 -10.1 tonnes/ha
-Commercial Costs: 8-25 US$/ha
-Production Costs: 810-1300 US$/ha
The higher the rice yield, the higher the fair value. The higher the commercial and direct costs per hectare, the lower the fair value.
 
 



F- 52


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

16.    Biological assets (continued)

As of December 31, 2022, the impact of a reasonable 10% increase (decrease) in estimated costs, with all other variables held constant, would result in a decrease (increase) in the fair value of the Group’s biological asset less cost to sell of US$18.5 million for sugarcane, US$3.8 million for crops and US$6.0 million for rice.

As of December 31, 2021, the impact of a reasonable 10% increase (decrease) in estimated costs, with all other variables held constant, would result in a decrease (increase) in the fair value of the Group’s biological asse less cost to sell of US$14.8 million for sugarcane, US$5.4 million for crops and US$4.9 million for rice.
 

17.    Financial instruments by category

The Group classified its financial assets in the following categories:
 
(a) Financial assets at fair value through profit or loss
 
Financial assets at fair value through profit or loss are financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling in the short-term. Derivatives are also categorized as held for trading unless they are designated as hedges. For all years presented, the Group’s financial assets at fair value through profit or loss comprise mainly short-term investment and derivative financial instruments.
 
(b) Financial assets at amortized cost.
 
Financial assets at amortized cost, namely loans and receivables, are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Loans and receivables comprise “trade and other receivables” and “cash and cash equivalents” in the statement of financial position.
 
The following tables show the carrying amounts of financial assets and financial liabilities by category of financial instrument and reconciliation to the corresponding line item in the statements of financial position, as appropriate. Since the line items “Trade and other receivables, net” and “Trade and other payables” contain both financial instruments and non-financial assets or liabilities (such as other tax receivables or advance payments for services to be received in the future), the reconciliation is shown in the columns headed “Non-financial assets” and “Non-financial liabilities”.

 Financial assets at amortized costFinancial assets at fair
value through
profit or loss
Subtotal
financial
assets
Non-
financial
assets
Total
December 31, 2022     
Assets as per statement of financial position     
Trade and other receivables108,025 — 108,025 120,353 228,378 
Derivative financial instruments— 5,342 5,342 — 5,342 
Restricted short term investment— 98,571 98,571 — 98,571 
Cash and cash equivalents230,653 — 230,653 — 230,653 
Total338,678 103,913 442,591 120,353 562,944 
 


F- 53


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

17.    Financial instruments by category (continued)

 Financial
liabilities at
amortized cost
Liabilities at
fair value
through profit
or loss
Subtotal
financial
liabilities
Non-
financial
liabilities
Total
Liabilities as per statement of financial position     
Trade and other payables214,990 — 214,990 44,617 259,607 
Borrowings (i)1,007,752 — 1,007,752 — 1,007,752 
Leases Liabilities337,980 — 337,980 — 337,980 
Derivative financial instruments (i)— 3,057 3,057 — 3,057 
Total1,560,722 3,057 1,563,779 44,617 1,608,396 
  
 Financial assets at amortized costFinancial assets at fair
value through
profit or loss
Subtotal
financial
assets
Non-
financial
assets
Total
December 31, 2021     
Assets as per statement of financial position     
Trade and other receivables101,371 — 101,371 86,709 188,080 
Derivative financial instruments— 1,585 1,585 — 1,585 
Cash and cash equivalents199,766 — 199,766 — 199,766 
Total301,137 1,585 302,722 86,709 389,431 
 
 Financial
liabilities at
amortized cost
Liabilities at
fair value
through profit
or loss
Subtotal
financial
liabilities
Non-
financial
liabilities
Total
Liabilities as per statement of financial position     
Trade and other payables153,459 — 153,459 15,571 169,030 
Borrowings (i)817,651 — 817,651 — 817,651 
Leases Liabilities246,854 — 246,854 — 246,854 
Derivative financial instruments (i)— 1,283 1,283 — 1,283 
Total1,217,964 1,283 1,219,247 15,571 1,234,818 
 
(i) The Group formally documents and designates cash flow hedging relationships to hedge the foreign exchange rate risk of a portion of its highly probable future sales in U.S. Dollars using a portion of its borrowings denominated in U.S. Dollars, currency forwards and foreign currency floating-to-fixed interest rate swaps (See Note 2 for details).
 
Because of the short maturities of most trade accounts receivable and payable, other receivables and liabilities, and cash and cash equivalents, their carrying amounts at the closing date do not differ significantly from their respective fair values. The fair value of long-term borrowings is disclosed in Note 26.
 








F- 54


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

17.    Financial instruments by category (continued)


Income, expense, gains and losses on financial instruments can be assigned to the following categories:

 Financial asset / liabilities at amortized costAssets/ liabilities
at fair value
through profit or
loss
Total
December 31, 2022   
Interest income (i)5,117 664 5,781 
Interest expense (i)(50,037)— (50,037)
Foreign exchange gain (i)19,278 — 19,278 
Loss from derivative financial instruments (ii)(4,472)(4,754)(9,226)
Finance cost related to lease liabilities(31,113)— (31,113)
 Financial assets / liabilities at amortized costAssets/ liabilities
at fair value
through profit or
loss
Total
December 31, 2021   
Interest income (i)4,081 — 4,081 
Interest expense (i)(62,536)— (62,536)
Foreign exchange gains losses (i)18,939 — 18,939 
Loss from derivative financial instruments (ii)— (15,478)(15,478)
Finance cost related to lease liabilities(16,502)— (16,502)
 
(i)Included in “Financial Results, net” in the consolidated statement of income.
(ii)Included in “Other operating income, net” and “Financial Results, net” in the consolidated statement of income.
 
Determining fair values
 
IFRS 13 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. All financial instruments recognized at fair value are allocated to one of the valuation hierarchy levels of IFRS 13. This valuation hierarchy provides for three levels. The allocation reflects which of the fair values derive from transactions in the market and where valuation is based on models because market transactions are lacking. The level in the fair value hierarchy is categorized in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety.
 
As of December 31, 2022 and 2021, the financial instruments recognized at fair value on the statement of financial position comprise derivative financial instruments.
 
In the case of Level 1, valuation is based on unadjusted quoted prices in active markets for identical financial assets that the Group can refer to at the date of the statement of financial position. The financial instruments the Group has allocated to this level mainly comprise crop futures and options traded on the stock market.
 
Derivatives not traded on the stock market allocated to Level 2 are valued using models based on observable market data. The financial instruments the Group has allocated to this level mainly comprise interest-rate swaps and foreign-currency interest-rate swaps.
 
In the case of Level 3, the Group uses valuation techniques not based on inputs observable in the market. This is only permissible insofar as no observable market data are available. The Group does not have financial instruments allocated to this level for any of the years presented.
 


F- 55


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

17.    Financial instruments by category (continued)

The following tables present the Group’s financial assets and financial liabilities that are measured at fair value as of December 31, 2022 and 2021 and their allocation to the fair value hierarchy:
  Level 1Level 2Total
Assets    
Derivative financial instruments2022134 5,208 5,342 
Restricted short-term investment (1)
202298,571 — 98,571 
Derivative financial instruments2021828 757 1,585 
Liabilities    
Derivative financial instruments2022(2,800)(257)(3,057)
Derivative financial instruments2021(1,283)— (1,283)
(1) US-Treasury Bills with maturity from the date of acquisition longer than 90 days used as collateral for short-term borrowings. These investments are not available for use by other entities of the Group. See Note 26.
 
There were no transfers within level 1 and 2 during the years ended December 31, 2022 and 2021.
 
When no quoted prices in an active market are available, fair values (particularly with derivatives) are based on recognized valuation methods. The Group uses a range of valuation models for this purpose, details of which may be obtained from the following table:

ClassPricing MethodParametersPricing ModelLevelTotal
FuturesQuoted price1(2,689)
Non derivable future (“NDF”)Quoted priceSwap curvePresent value method2(160)
NDFQuoted priceForeign-exchange curvePresent value method123 
Interest-rate swapsTheoretical priceMoney market interest-rate curvePresent value method25,111 
US-Treasury BillsQuoted price198,571 

















F- 56


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)




18.    Trade and other receivables, net

 20222021
Non-current  
Advances to suppliers3,680 952 
Income tax credits9,119 6,862 
Non-income tax credits (i)18,688 19,156 
Judicial deposits1,831 1,674 
Receivable from disposal of subsidiary (Note 21)8,478 9,830 
Other receivables2,762 3,757 
Non-current portion44,558 42,231 
Current  
Trade receivables81,707 63,726 
Less: Allowance for trade receivables(4,266)(3,023)
Trade receivables – net77,441 60,703 
Prepaid expenses6,875 9,405 
Advances to suppliers42,966 19,074 
Income tax credits1,089 1,846 
Non-income tax credits (i)37,936 29,414 
Receivable from disposal of subsidiary (Note 21)4,664 17,259 
Cash collateral1,365 21 
Other receivables11,484 8,127 
Subtotal106,379 85,146 
Current portion183,820 145,849 
Total trade and other receivables, net228,378 188,080 
 
(i) Includes US$158 (2021: US$303) reclassified from property, plant and equipment.
 
The fair values of current trade and other receivables approximate their respective carrying amounts due to their short-term nature. The fair values of non-current trade and other receivables approximate their carrying amount, as the impact of discounting is not significant.

The carrying amounts of the Group’s trade and other receivables are denominated in the following currencies (expressed in U.S. Dollars):
 20222021
Currency  
U.S. Dollar89,760 62,604 
Argentine Peso54,801 55,260 
Uruguayan Peso2,229 460 
Brazilian Reais81,588 69,756 
 228,378 188,080 
 
As of December 31, 2022 trade receivables of US$22,933 (2021: US$11,224) were past due but not impaired. The aging analysis of these receivables indicates that US$741 and US$717 are over 6 months in December 31, 2022 and 2021, respectively.
 


F- 57


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

18.    Trade and other receivables, net (continued)
Effective January 1, 2018, for trade receivables, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables.

Delinquency in payments is an indicator that a receivable may be impaired. However, management considers all available evidence in determining when a receivable is impaired. Generally, trade receivables, which are more than 180 days past due are fully provided for. However, certain receivables 180+ days overdue are not provided for based on a case-by-case analysis of credit quality analysis. Furthermore, receivables, which are not 180+ days overdue, may be provided for if specific analysis indicates a potential impairment.
 
Movements on the Group’s allowance for trade receivables are as follows:
 202220212020
At January 13,023 3,965 3,773 
Charge of the year3,570 2,022 2,192 
Unused amounts reversed(661)(970)(769)
Used during the year(100)(1,456)(446)
Exchange differences(1,566)(538)(785)
At December 314,266 3,023 3,965 
 
The creation and release of allowance for trade receivables have been included in “Selling expenses” in the statement of income. Amounts charged to the allowance account are generally written off, when there is no expectation of recovering additional cash.
 
The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable mentioned above.
 
As of December 31, 2022, approximately 72% (2021: 53%) of the outstanding unimpaired trade receivables (neither past due not impaired) relate to sales to 20 well-known multinational companies with good credit quality standing, including but not limited to CDA Alimentos S.A., Intersnack Procurement BV, YPF S.A., Taurus Distribuidora de Petroleo Ltda., Cargill S.A.C.I., Schettino hermanos S.R.L., among others. Most of these entities or their parent companies are externally credit-rated. The Group reviews these external ratings from credit agencies.
 
The remaining percentage as of December 31, 2022 and 2021 of the outstanding unimpaired trade receivables (neither past due nor impaired) relate to sales to a dispersed large quantity of customers for which external credit ratings may not be available. However, the total base of customers without an external credit rating is relatively stable.
 
New customers with less than six months of history with the Group are closely monitored. The Group has not experienced credit problems with these new customers to date. The majority of the customers for which an external credit rating is not available are existing customers with more than six months of history with the Group and with no defaults in the past. A minor percentage of customers may have experienced some non-significant defaults in the past but fully recovered.
 
19.    Inventories
 20222021
Raw materials121,306 101,270 
Finished goods (Note 5)152,716 138,254 
 274,022 239,524 
 







F- 58


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



20.    Cash and cash equivalents
 20222021
Cash at bank and on hand146,242 152,721 
Short-term bank deposits84,411 47,045 
 230,653 199,766 
 
21.    Acquisitions and disposals
 
Acquisitions

Acquisition of subsidiaries of Viterra Group in Argentina and Uruguay

On May 3, 2022, (the “Closing Date”) the Group, through certain subsidiaries consummated the acquisition of the rice operations in Uruguay and Argentina of the Viterra Group, comprising a 100% ownership of Molinos Libres S.A. (Argentina), Viterra Uruguay S.A. (Uruguay) and Paso Dragón S.A. (Uruguay). The transaction also included the acquisition of certain leasing agreements. All of the acquired subsidiaries form part of the Rice Business Segment.

The terms and conditions of the agreement contemplate the payment, subject to adjustments, of a purchase price of approximately US$ 17.7 million payable in three annual installments and the assumption of the existing financial debt for an amount of US$ 17.9 million. At Closing Date, the Group paid the first installments of US$ 2 million and US$ 8 million of the assumed debt.

In addition, the agreement provides for a cash contingent payment of US$ 1,215, which will be payable only if certain conditions are met.

The Company has made an allocation of the estimated purchase price to the identifiable assets acquired and liabilities assumed based on their fair values at acquisition date. The Company has made significant assumptions and estimates in determining the purchase price, including the contingent payment and the allocation of the estimated purchase price in these consolidated financial statements.

As the fair value of the identifiable net assets acquired was greater than the total consideration paid, negative goodwill arises on the acquisition. The negative goodwill is recognized as “Bargain purchase gain on acquisition” in the income statement for the year end December 31, 2022 reflecting the opportunity to acquire the rice operations in Argentina and Uruguay from an outgoing market player.

The following table summarizes the purchase price:

Purchase consideration:
Amount paid in cash
1,512 
Amounts to be paid in installments (*)
16,242 
Total purchase consideration
17,754 
Fair value of net assets acquired
27,507 
Bargain purchase on acquisition over the total purchase consideration
9,753 
During 2022, an amount of US$ 634 of the installments was paid.

(*) Amounts to be paid in installments were discounted at present value as of the date of acquisition at a 6.5% discount rate.







F- 59


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

21.    Acquisitions and disposals (continued)

The assets and liabilities at the date of acquisition are as follows:

Cash and cash equivalents
3,266 
Trade and other receivables
21,068 
Inventories50,891 
Biological assets1,676 
Property, plant and equipment21,479 
Total Assets
98,380 
Trade and other payables
(50,062)
Payroll and other liabilities
(961)
Borrowings
(17,738)
Deferred income tax liabilities
(1,812)
Provision for other liabilities(300)
Total Liabilities
(70,873)
Fair value of Net Assets Acquired
27,507 

The Company used a replacement cost method or a market approach, as appropriate, to measure the fair value of property, plant and equipment.

All other net tangible assets were valued at their respective carrying amounts, as the Company believes that these amounts approximate their current fair values.

A decrease in the fair value of assets acquired, or an increase in the fair value of liabilities assumed, from those preliminary valuations would result in a dollar-for-dollar corresponding decrease in the “Bargain purchase on acquisition”.

Acquisition-related costs of US$ 193 are included in General and administrative expenses in the Consolidated Statement of Income.

The following table summarizes the sales of goods and services rendered and profit from operations of the subsidiaries acquired included in the consolidated financial statements of income for the year end December 31, 2022 as from the date of acquisition:

Period from the date of acquisition to December 31 2022
Sales of goods and services rendered
61,363 
Profit from operations
6,131 

If the acquisition had occurred on January 1, 2022 consolidated pro-forma sales of goods and services rendered, profit from operations and profit for the year, for the year ended 31 December 2022 would have been US$ 1,369,462, US$ 249,462 and US$ 106,950.

Disposals

In December 2020, the Group completed the sale of its wholly owned subsidiaries Global Seward S.L.U. and Peak City S.L.U., which main underlying asset was the Huelen Farm at a sale price of US$30.1 million. The balance was fully collected by the end of 2022. This transaction resulted in a loss before tax of US$ 0.6 million included in the line item “Other operating income”, and also in the reclassification of Revaluation surplus to retained earnings of US$2.2 million.



F- 60


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

21.    Acquisitions and disposals (continued)

In June 2020, the Company collected US$12.1 million in consideration of the sale of 811.70 hectares farm in the Province of Santa Fe, Argentina. This transaction resulted in a gain before tax of US$2.1 million included in the line item “Other operating income” and also in the reclassification of Revaluation surplus to retained earnings before income tax of US$8.0 million reflected in the Statements of changes in shareholders equity.


22.    Shareholders' contributions

The share capital of the Group is represented by common shares with a nominal value of US$1.5 per share and one vote each.
 Number of sharesShare capital and
share premium
At January 1, 2020122,382 1,085,312 
Restricted shares granted and units vested (Note 23)— 4,182 
Purchase of own shares— (3,106)
At December 31, 2020122,382 1,086,388 
Restricted shares granted and units vested (Note 23)— 3,594 
Purchase of own shares— (55,349)
At December 31, 2021122,382 1,034,633 
Reduction of issued share capital of the company(11,000)(16,500)
Employee share options exercised (Note 22) (1)— 2,432 
Restricted shares granted (Note 23)— 4,647 
Purchase of own shares— (29,970)
Dividends paid to shareholders— (35,000)
At December 31, 2022111,382 960,242 
 
(1)Treasury shares were used to settle these options, units and grants.

Decision of the Extraordinary General Shareholders’ meeting

On April 20, 2022 the extraordinary general meeting of the shareholders of the Company resolved to reduce the issued share capital of the Company by an amount of $16,500,000 by the cancellation of 11,000,000 shares with a nominal value of $1.50 each held in treasury by the Company so that, as from April 20, 2022, the issued share capital amounts to $167,072,722.50, represented by 111,381,815 shares in issue (of which 52,254 are treasury shares) with a nominal value of $1.50 each.

Share Repurchase Program

On September 24, 2013, the Board of Directors of the Company has authorized a share repurchase program for up to 5% of its outstanding shares. The repurchase program has commenced on September 24, 2013 and is reviewed by the Board of Directors after each 12-month period. On August 9, 2022, the Board of Directors approved the extension of the program for an additional twelve-month period, ending September 23, 2023.

Repurchases of shares under the program are made from time to time in open market transactions in compliance with the trading conditions of Rule 10b-18 under the U.S. Securities Exchange Act of 1934, as amended, and applicable rules and regulations. The share repurchase program does not require Adecoagro to acquire any specific number or amount of shares and may be modified, suspended, reinstated or terminated at any time in the Company’s discretion and without prior notice.
 





F- 61


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



22.    Shareholders' contributions (continued)

As of December 31, 2022, the Company repurchased 21,948,707 shares under this program, of which 7,862,922 have been applied to some exercise of the Company’s stock option plan and restricted stock units and the grant of restricted shares. In 2022, 2021 and 2020 the Company repurchased shares for an amount of US$36.8 million; US$66.5 million and US$4.4 million respectively. The outstanding treasury shares as of December 31, 2022 totaled 3,190,597 common shares.

Dividend distribution

On April 20, 2022 the general meeting of the shareholders of the Company resolved the payment of an annual dividend of US$ 35 million to be paid to outstanding shares in two installments in May and November. The first payment, of US$ 17.5 million (0.1572 per share) was made on May 17, 2022 and the second also US$ 17.5 million (0.1602 per share) installment was made on November 17, 2022.

Annual Dividend Proposal

On March 7, 2023 the Company’s Board of Directors proposed, for the approval of the Annual General Shareholders' meeting to be held on April 19, 2023, the payment of an annual dividend of $35 million to be paid to outstanding shares in two installments in May and November of 2023. These Consolidated Financial Statements do not reflect this dividend payable.


F- 62


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



23.    Equity-settled share-based payments

The Group has set a “2004 Incentive Option Plan” (collectively referred to as “Option Schemes”) under which the Group granted equity-settled options to senior managers and selected employees of the Group's subsidiaries with a term of ten years. Additionally, in 2010 the Group has set a “Adecoagro Restricted Share and Restricted Stock Unit Plan” (referred to as “Restricted Share Plan”) under which the Group grants restricted stock units and restricted shares to senior and medium management and key employees of the Group’s subsidiaries.
 
(a)Option Schemes

The fair value of the options under the Option Schemes was measured at the date of grant using the Black-Scholes valuation technique.
 
As of the date of these financial statements all options has already been vested and expensed.
 
The Adecoagro/ IFH 2004 Stock Incentive Option Plan was effectively established in 2004 and is administered by the Compensation Committee of the Company. Options are exercisable over a ten-year period. In May 2014 this period was extended for another ten year-period.
 
Movements in the number of equity-settled options outstanding and their related weighted average exercise prices under the Adecoagro/ IFH 2004 Stock Incentive Option Plan are as follows:

202220212020
 Average
exercise
price per
share
Options
(thousands)
Average
exercise
price per 
Share
Options
(thousands)
Average
exercise
price per 
Share
Options
(thousands)
At January 16.66 1,634 6.66 1,634 6.66 1,634 
Exercised6.77 (313)— — — — 
At December 316.66 1,321 6.66 1,634 6.66 1,634 
 
Options outstanding at year end under this Plan have the following expiry date and exercise prices:

 Exercise
price per share
Shares (in thousands)
Expiry date (i):202220212020
May 1, 20245.83 400 496 496 
May 1, 20255.83 369 452 452 
January 1, 20265.83 124 142 142 
February 16, 20267.11 84 103 103 
October 1, 20268.62 344 441 441 
 
(i) On May 2014, the Board of Directors decided to extend the expired date of the Plan.
 

 








F- 63


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

23.    Equity-settled unit-based payments (continued)
(b)Restricted Share / Restricted Stock Unit Plan

The Restricted Share and Restricted Stock Unit Plan was effectively established in 2010 and amended in November 2011. It is administered by the Compensation Committee of the Company. Restricted shares or units under these Plan vest over a 3-year period from the date of grant at 33% on each anniversary of the grant date. Participants are entitled to receive one common share of the Company for each restricted share or restricted unit granted. There are no performance requirements for the delivery of common shares, except that a participant’s employment with the Group must not have been terminated prior to the relevant vesting date. If the participant ceases to be an employee for any reason, any unvested restricted share or unit shall not be converted into common shares. The maximum number of ordinary shares with respect to which awards may be made under the Plan is 8,115,495, of which 7,889,063 have already been vested. The maximum numbers of ordinary shares are revised annually.
 
At December 31, 2022, the Group recognized compensation expense US$10.9 million related to the restricted stock units granted under the Restricted Share Plan (2021: US$6.6 million and 2020: US$4.4 million).
 
The restricted shares under the Restricted Share Plan were measured at fair value at the date of grant.
 
Key grant-date fair value and other assumptions under the Restricted Share Plan are detailed below:
Grant DateApr 1,
2020
May 12,
2020
Apr 1,
2021
May 13,
2021
Apr 1,
2022
Apr 20,
2022
Fair value5.65 7.45 7.84 9.54 10.87 12.60 
 
Movements in the number of restricted shares outstanding under the Restricted Share Plan are as follows: 

 Restricted shares (thousand)Restricted stock units (thousands)
 20222021202020212020
At January 11,766 1,222 750 174 508 
Granted (1)1,406 1,067 751 — — 
Forfeited(43)(32)(24)— (10)
Vested(828)(491)(255)(174)(324)
At December 312,301 1,766 1,222  174 
 
(1) Approved by the Board of Directors of March 11, 2022 and the Shareholders Meeting of April 20, 2022.
 
24.    Legal and other reserves

According to the laws of certain of the countries in which the Group operates, a portion of the profit of the year (5%) is separated to constitute legal reserves until they reach legal capped amounts. These legal reserves are not available for dividend distribution and can only be released to absorb losses. The legal limit of these reserves has not been met.
 
Legal and other reserves amount to US$22,187 as of December 31, 2022 (2021: US$14,643) and are included within the balance of retained earnings in the statement of changes in shareholders’ equity.
 
The Company may make distributions in the form of dividends or otherwise to the extent that it has distributable retained earnings or available distributable reserves (including share premium) that result from the Stand Alone Financial Statements prepared in accordance with Luxembourg GAAP. No distributable retained earning result from the Stand Alone Financial Statements of the Company as of December 31, 2022, but the Company has distributable reserves in excess of US$824,114.





F- 64


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



24.    Legal and other reserves (continued)

In the other reserves line, it is included the benefit that the Company has regarding ICMS conceded by the government of the Estate of Mato Grosso do Sul. In accordance with the Complementary Law 160/17, grants related to ICMS, conceded by any Estate of Brazil, were considered as Investments Grants. This investment grants will not be computed to calculate income tax, since they were accounted as an Equity Reserve. This reserve cannot be distributed, unless income tax is paid on the reserve.


25.    Trade and other payables
 20222021
Non-current  
Trade payables4,175 — 
Payable from acquisition of subsidiary (Note 21)12,646 — 
Other payables389 284 
 17,210 284 
Current  
Trade payables193,127 151,979 
Advances from customers35,749 8,705 
Taxes payable8,868 6,866 
Payable from acquisition of subsidiary (Note 20)3,575 — 
Other payables1,078 1,196 
 242,397 168,746 
Total trade and other payables259,607 169,030 
 

The fair values of current trade and other payables approximate their respective carrying amounts due to their short-term nature. The fair values of non-current trade and other payables approximate their carrying amounts, as the impact of discounting is not significant.
 
26.    Borrowings
 20222021
Non-current  
Senior Notes497,901 497,455 
Bank borrowings230,082 208,032 
 727,983 705,487 
Current  
Senior Notes8,250 8,250 
Bank overdrafts48,058 11,768 
Bank borrowings223,461 92,146 
 279,769 112,164 
Total borrowings1,007,752 817,651 
 
As of December 31, 2022, total bank borrowings include collateralized liabilities of US$188,058 (2021: US$70,221). These loans are mainly collateralized by property, plant and equipment, sugarcane plantations, sugar export contracts, shares of certain subsidiaries of the Group and US Treasury Bills.




F- 65


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

26.    Borrowings (continued)


Notes 2027

On September 21, 2017, the Company issued senior notes (the “Notes”) for a total amount of US$500 million, at an annual fixed rate of 6%. The Notes will mature on September 21, 2027. Interest on the Notes are payable semi-annually in arrears on March 21 and September 21 of each year. The total proceeds nets of expenses was US$495.7 million.

The Notes are fully and unconditionally guaranteed on a senior unsecured basis by certain of our current and future subsidiaries. As of December 31, 2022, Adeco Agropecuaria S.A., Adecoagro Brasil Participações S.A., Adecoagro Vale do Ivinhema S.A., Pilagá S.A. and Usina Monte Alegre Ltda. are the only Subsidiary Guarantors.

The Notes contain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions. As of December 31, 2022 and 2021 the Group was in compliance with these financial covenants.

Debt maturity breakdown

The maturity of the Group's borrowings and the Group's exposure to fixed and variable interest rates is as follows:
 20222021
Fixed rate:  
Less than 1 year272,900 104,349 
Between 1 and 2 years27,720 12,503 
Between 2 and 3 years2,222 12,500 
Between 3 and 4 years— — 
More than 5 years497,901 497,455 
 800,743 626,807 
Variable rate:  
Less than 1 year6,869 7,815 
Between 1 and 2 years35,355 5,075 
Between 2 and 3 years32,851 31,754 
Between 3 and 4 years80,115 29,255 
Between 4 and 5 years50,211 71,045 
More than 5 years1,608 45,900 
 207,009 190,844 
 1,007,752 817,651 
 
Borrowings incurred by the Group’s subsidiaries in Brazil are repayable at various dates between January 2023 and November 2027 and bear either fixed interest rates ranging from 2.00% to 13.23% per annum or variable rates based on base-rates plus spreads ranging from 8.54% to 16.29% per annum. As of December 31, 2022 and 2021 there are no borrowings subject to LIBOR (six months).
 
Borrowings incurred by the Group’s subsidiaries in Argentina are repayable at various dates between December 2022 and June 2028 and bear either fixed interest rates ranging from 0.0% and 9.2% per annum or variable rates based on LIBOR or other specific base-rates plus spreads of 4.0% for those borrowings denominated in U.S. Dollar, and a fixed interest rates ranging from 64.0% to 71.15% per annum for those borrowings denominated in Argentine pesos.







F- 66


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

26.    Borrowings (continued)


Brazilian Subsidiaries
 
The main loans of the Group’s Brazilian Subsidiaries are:
BankGrant date
Nominal
amount
Capital outstanding as of December 31Maturity dateAnnual interest rate
20222021
(In millions)Millions of
Reais
Millions of
equivalent
Dollars
Millions of
equivalent
Dollars
Banco do Brasil / Itaú BBA (FINEM) (1)September 2013R$273.0 R$273.0 52.32 4.75 January 20234.68%
Certificados Recebíveis do Agronegócio (CRA)December 2019R$400.0 R$400.0 76.66 83.68 November 20273,80% + IPCA
DebêntureDecember 2020R$400.0 R$400.0 76.66 80.10 December 20264,24% + IPCA
Banco do Brasil (CCB)December 2020R$30.0 R$30.0 5.75 5.48 January 2024CDI + 2,32%
Banco Itaú BBA (NCR)April 2022R$20.0 R$20.0 3.83 — March 202413.23%
 

(1)Collateralized by (i) liens over the Ivinhema mill and equipment; and (ii) power sales contracts.
  
In December 2019, Adecoagro Vale do Ivinhema placed R$400.0 million in Certificados de Recebíveis do Agronegócio (CRA) adjustable by the IPCA (Brazilian official inflation rate), maturing in November 2027 and bearing an interest 3.80% per annum. This debt was issued with no guarantee.

The above mentioned loans, except the CRA, contain certain customary financial covenants and restrictions which require the Brazilian subsidiaries to meet pre-defined financial ratios, among other restrictions, as well as restrictions on the payment of dividends. These financial ratios are measured considering the statutory financial statements of the Brazilian Subsidiaries.
 
As of December 31, 2022 and 2021 the Group was in compliance with all financial covenants.

Argentinian Subsidiaries

The main loans of the Group’s Argentinian Subsidiaries are:
BankGrant dateNominal
amount
Capital outstanding as of
December 31
Maturity dateAnnual interest rate
20222021
(In millions)(In millions)(In millions)
Rabobank (1)2018US$50.025.0037.50June, 20246.17%
IFC Tranche A (2)2020US$12.610.6612.35June, 2028
4% plus LIBOR
IFC Tranche B (2)2020US$9.47.969.22June, 2028
4% plus LIBOR
 
(1) Collateralized by the pledged of the shares of Dinaluca S.A., Compañía Agroforestal S.M.S.A. and Girasoles del Plata S.A.
(2) Collateralized by a US$241.8 million mortgage over Carmen, Abolengo, San Carlos, Las Horquetas, and La Rosa farms, which are property of Adeco Agropecuaria S.A. A US$35.7 million mortgage over El Meridiano farm, which is property of Pilaga S.A. and a US$44.3 million mortgage over Santa Lucia farm, which is property of Bañados del Salado S.A.
 





F- 67


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

26.    Borrowings (continued)

Loan with International Finance Corporation (IFC)

In June 2020, our Argentine subsidiaries, Adeco Agropecuaria S.A., Pilagá S.A. and L3N S.A. entered into a US$100 million loan agreement with International Finance Corporation (IFC), member of the World Bank Group. The loan's tenor is eight years, including a two-year grace period, with a rate of LIBOR + 4%. In October 2020, US$22 million has been received. In December 2021, we entered into an amendment reducing the total amount to US$ 60 million, that the group could request the withdrawal until June, 2022. If the Company withdraw the full amount, the rate would be reduced to LIBOR + 3%
The loan contains customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions.

The above mentioned loans contain certain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions, as well as restrictions on the payment of dividends. These financial ratios are measured considering the statutory financial statements of the Argentinian Subsidiaries.
 
As of December 31, 2022 and 2021 the Group was in compliance with all financial covenants.

The carrying amount of short-term borrowings is approximate its fair value due to the short-term maturity. Long term borrowings subject to variable rate approximate their fair value.The fair value of long-term subject to fix rate do not significant differ from their fair value. The fair value (level 2) of the notes as of December 31, 2022 and 2021 equals US$474.3 million and US$517.5 million, 94.86% and 103.49% of the nominal amount, respectively.
 
The breakdown of the Group’s borrowing by currency is included in Note 2 - Interest rate risk.

Evolution of the Group's borrowings as December 31, 2022 and 2021 is as follow:

 20222021
Amount at the beginning of the year817,651 971,090 
Proceeds from long term borrowings41,082 30,972 
Payments of long term borrowings(14,012)(108,425)
Proceeds from short term borrowings347,928 286,115 
Payments of short term borrowings(192,648)(328,463)
Payments of interest (1)(33,189)(49,592)
Accrued interest51,596 48,791 
Acquisition of subsidiaries (Note 21)17,738 — 
Exchange differences, inflation and translation, net(30,489)(52,693)
Others 2,095 19,856 
Amount at the end of the year1,007,752 817,651 
(1) Excludes payment of interest related to trade and other payables.


27.     Lease liabilities

20222021
Lease liabilities
Non-current283,549 201,718 
Current54,431 45,136 
337,980 246,854 




F- 68


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

27.    Lease liabilities (continued)
The maturity of the Group’s lease liabilities is as follows:

20222021
Less than 1 year54,431 45,136 
Between 1 and 2 years 61,931 44,847 
Between 2 and 3 years 50,839 38,745 
Between 3 and 4 years 41,781 30,085 
Between 4 and 5 years 31,231 24,072 
More than 5 years 97,767 63,969 
337,980 246,854 

Changes in the Group’s lease liabilities, net in 2022 and 2021 were as follows:
Agricultural "partnerships"OthersTotal
Amount at the beginning of the year 2021178,42317,349195,772 
Exchange differences(11,698)50(11,648)
Additions and re-measurement93,09115,409108,500 
Payments(53,206)(9,067)(62,273)
Finance cost related to lease liabilities15,4031,10016,503 
Closing net book amount222,013 24,841 246,854 
Amount at the beginning of the year 2022222,01324,841246,854 
Exchange differences10,230 4,43314,663 
Additions and re-measurement145,0029,521154,523 
Disposal(3,277)(2,644)(5,921)
Payments(90,897)(12,773)(103,670)
Finance cost related to lease liabilities29,3722,15931,531 
Closing net book amount312,443 25,537 337,980 



28.    Payroll and social security liabilities
 20222021
Non-current  
Social security payable1,581 1,243 
 1,581 1,243 
Current  
Salaries payable4,050 2,617 
Social security payable4,693 3,499 
Provision for vacations11,487 8,136 
Provision for bonuses9,734 10,799 
 29,964 25,051 
Total payroll and social security liabilities31,545 26,294 
 


F- 69


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)


29.    Provisions for other liabilities

The Group is subject to several laws, regulations and business practices of the countries where it operates. In the ordinary course of business, the Group is subject to certain contingent liabilities with respect to existing or potential claims, lawsuits and other proceedings, including those involving tax, labor and social security, administrative and civil and other matters. The Group accrues liabilities when it is probable that future costs will be incurred and it can reasonably estimate them. The Group bases its accruals on up-to-date developments, estimates of the outcomes of the matters and legal counsel experience in contesting, litigating and settling matters. As the scope of the liabilities becomes better defined or more information is available, the Group may be required to change its estimates of future costs, which could have a material effect on its results of operations and financial condition or liquidity.

The table below shows the movements in the Group's provisions for other liabilities categorized by type of provision:
 Labor, legal and
other claims
OthersTotal
At January 1, 20212,864 1,495 4,359 
Additions917 3,475 4,392 
Used during year(1,028)(1,455)(2,483)
Exchange differences(226)(56)(282)
At December 31, 20212,527 3,459 5,986 
Additions(270)1,816 1,546 
Acquisition of subsidiaries300 — 300 
Used during year(1,237)(3,210)(4,447)
Exchange differences87 (37)50 
At December 31, 20221,407 2,028 3,435 
 
Analysis of total provisions:
 20222021
Non current2,526 2,565 
Current909 3,421 
 3,435 5,986 

The Group is engaged in several legal proceedings, including tax, labor, civil, administrative and other proceedings in Brazil, which qualified as contingent liabilities for an aggregate claimed nominal amount of US$78.5 million and US$72.1 million as of December 31, 2022 and 2021, respectively. These amounts refers to a claim of the tax authorities in Brazil of the exclusion of the calculation base of Income Tax of the accelerated depreciation of rural activity as provided for in article 6 of Provisional Measure 2,159-70 / 01 and in Article 325 of the Income Tax Regulation / 18.


F- 70

Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



30.    Group companies

The following table details the subsidiaries that comprised the Group as of December 31, 2022 and 2021:

   20222021
 ActivitiesCountry of
incorporation
and operation
Ownership
percentage
held if not
100 %
Ownership
percentage
held if not
100 %
Details of principal subsidiary undertakings:    
Operating companies (unless otherwise stated):    
Adeco Agropecuaria S.A.(a)Argentina— — 
Pilagá S.A.(a)Argentina99.94 %99.94 %
Cavok S.A.(a)Argentina51 %51 %
Establecimientos El Orden S.A.(a)Argentina51 %51 %
Bañado del Salado S.A.(a)Argentina— — 
Agro Invest S.A.(a)Argentina51 %51 %
Forsalta S.A.(a)Argentina51 %51 %
Dinaluca S.A.(a)Argentina— — 
Compañía Agroforestal S.M.S.A.(a)Argentina— — 
Energía Agro S.A.U.(a)Argentina— — 
L3N S.A.(d)Argentina— — 
Maní del Plata S.A.(a)Argentina— — 
Girasoles del Plata S.A.(a)Argentina— — 
Molinos Libres S.A.U.(a)Argentina— — 
Arroz del NEA S.A.U.(a)Argentina— — 
Adeco Agropecuaria Brasil S.A.(b)Brazil— — 
Adecoagro Vale do Ivinhema S.A. ("AVI")(b)Brazil— — 
Usina Monte Alegre Ltda. ("UMA")(b)Brazil— — 
Adecoagro GD LTDA.(b)Brazil— — 
Monte Alegre Combustiveis Ltda.(b)Brazil— — 
Adecoagro Energia Ltda.(b)Brazil— — 
Adecoagro Agricultura e Participação Ltda.(b)Brazil— — 
Methanum Engenharia Ambiental S.A.(b)Brazil— — 
Angelica Energia Ltda.(b)Brazil— — 
Ivinhema Energia Ltda.(b)Brazil— — 
Kelizer S.A.(a)Uruguay— — 
Adecoagro Uruguay S.A.(a)Uruguay— — 
Arroz del Plata S.A. (ex Viterra Uruguay S.A.)(a)Uruguay— — 
Paso Dragón S.A.(a)Uruguay— — 
Adecoagro Chile S.P.A(a)Chile— — 
Holdings companies:   
Adeco Brasil Participações S.A.Brazil— — 
Adecoagro LP S.C.S. Luxembourg— — 
Adecoagro GP S.a.r.l.Luxembourg— — 
Ladelux S.C.A.Uruguay— — 
Spain Holding Companies(c)Spain— — 
 
(a) Mainly crops, rice, cattle and others.
(b) Mainly sugarcane, ethanol and energy.
(c) Comprised by (1) wholly owned subsidiaries: Kadesh Hispania S.L.U.; Leterton España S.L.U.; Global Asterion S.L.U.; Global Acasto S.L.U.; Global Laertes S.L.U.; Global Pindaro S.L.U.; Global Pileo S.L.U.; Peak Texas S.L.U.; Global Neimoidia S.L.U. and 51% controlled subsidiaries; Global Acamante S.L.U.; Global Carelio S.L.U.; Global Calidon S.L.U.; Global Mirabilis S.L.U. Global Anceo S.L.U.Global Hisingen S.L.U.
F- 71

Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

30.    Group companies (continued)

(d) Mainly dairy.

The percentage voting right for each principal subsidiary is the same as the percentage of capital stock held. Issued share capital represents only ordinary shares/ quotas, units or their equivalent. There are no preference shares or units issued in any subsidiary undertaking.
 
According to the laws of certain of the countries in which the Group operates, 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 and can only be released to absorb losses.
 
31.    Related-party transactions
 
The following is a summary of the balances and transactions with related parties:
Related partyRelationshipDescription of transactionIncome (loss) included in the
statement of income
Balance receivable
(payable)/(equity)
20222021202020222021
Management and selected employees EmploymentCompensation selected employees(11,497)(7,883)(5,232)(18,917)(16,198)

32.    Critical accounting estimates and judgments
 
Critical accounting policies are those that are most important to the portrayal of the Group’s financial condition, results of operations and cash flows, and require management to make difficult, subjective or complex judgments and estimates about matters that are inherently uncertain. Management bases its estimates on historical experience and other assumptions that it believes are reasonable. The Group’s critical accounting policies are discussed below.
 
Actual results could differ from estimates used in employing the critical accounting policies and these could have a material impact on the Group’s results of operations. The Group also has other policies that are considered key accounting policies, such as the policy for revenue recognition. However, these other policies, which are discussed in the notes to the Group’s financial statements, do not meet the definition of critical accounting estimates, because they do not generally require estimates to be made or judgments that are difficult or subjective.
 
(a) Impairment of non-financial assets
 
    At the date of each statement of financial position, the Group reviews the carrying amounts of its property, plant and equipment and finite lived intangible assets to determine whether there is any indication that those assets could have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. The Group’s property, plant and equipment items generally do not generate independent cash flows.

    In the case of goodwill, any goodwill acquired is allocated to the cash-generating unit (‘CGU’) expected to benefit from the business combination. CGU to which goodwill is allocated is tested for impairment annually (every September), or more frequently if events or changes in circumstances indicate that the carrying amount of the CGU may be impaired. The carrying amount of the CGU is compared to its recoverable amount, which is the higher of fair value less costs to sell and the value in use. An impairment loss is recognized for the amount by which the carrying amount exceeds its recoverable amount. The impairment review requires management to undertake certain significant judgments, including estimating the recoverable value of the CGU to which goodwill is allocated, based on either fair value less costs-to-sell or the value-in-use, as appropriate, in order to reach a conclusion on whether it deems the goodwill is impaired or not.

    For purposes of the impairment testing, each CGU represents the smallest identifiable group of assets that generate cash inflows that are largely independent of the cash inflows from other assets or group of assets.
F- 72

Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

32.    Critical accounting estimates and judgments (continued)


    Farmlands may be used for different activities that may generate independent cash flows. For those farmlands that are used for more than one segment activity (i.e. crops and cattle or rental income), the farmland is further subdivided into two or more CGUs, as appropriate, for purposes of impairment testing. For its properties in Brazil, management identified a farmland together with its related mill as separate CGUs. Most of the farmlands in Argentina and Uruguay are treated as single CGUs.

    Based on these criteria, management identified a total amount of 42 CGUs as of September 30, 2022 and 39 CGUs as of September 30, 2021.

As of September 30, 2022 and 2021, due to the fact that there were no impairment indicators, the Group only tested those CGUs with allocated goodwill in Argentina and Brazil.

    CGUs tested based on a fair-value-less-costs-to-sell model at September 30, 2022 and 2021:     

    As of September 30, 2022, the Group identified 10 CGUs in Argentina (2021: 10 CGUs) to be tested based on this model (all CGUs with allocated goodwill). Estimating the fair value less costs-to-sell is based on the best information available, and refers to the amount at which the CGU could be bought or sold in a current transaction between willing parties. Management may be assisted by the work of independent experts. When using this model, the Group applies the “sales comparison approach” as its method of valuing most properties, which relies on results of sales of similar agricultural properties to estimate the value of the CGU. This approach is based on the theory that the fair value of a property is directly related to the selling prices of similar properties.

    Fair values are determined by extensive analysis which includes current and potential soil productivity of the land (the ability to produce crops and maintain livestock) projected margins derived from soil use, rental value obtained for soil use, if applicable, and other factors such as climate and location. Farmland ratings are established by considering such factors as soil texture and quality, yields, topography, drainage and rain levels. Farmland may contain farm outbuildings. A farm outbuilding is any improvement or structure that is used for farming operations. Outbuildings are valued based on their size, age and design.

    Based on the factors described above, each farm property is assigned different soil classifications for the purposes of establishing a value, Soil classifications quantify the factors that contribute to the agricultural capability of the soil. Soil classifications range from the most productive to the least productive.

    The first step to establishing an assessment for a farm property is a sales investigation that identifies the valid farm sales in the area where the farm is located. A price per hectare is assigned for each soil class within each farm property. This price per hectare is determined based on the quantitative and qualitative analysis mainly described above.

    The results are then tested against actual sales, if any, and current market conditions to ensure the values produced are accurate, consistent and fair.

    The following table shows only the 10 CGUs (2021: 10 CGUs) where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each one:



F- 73


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

32.    Critical accounting estimates and judgments (continued)

CGU / Operating segment / CountrySeptember 30, 2022September 30, 2021
La Carolina / Crops / Argentina242 197 
La Carolina / Cattle / Argentina39 32 
El Orden / Crops / Argentina260 212 
El Orden / Cattle / Argentina
La Guarida / Crops / Argentina1,726 1,407 
La Guarida / Cattle / Argentina889 725 
Los Guayacanes / Crops / Argentina3,196 2,606 
Doña Marina / Rice / Argentina5,565 4,536 
El Colorado / Crops / Argentina2,768 2,256 
El Colorado / Cattle / Argentina27 22 
Closing net book value of goodwill allocated to CGUs tested (Note 15)14,721 12,001 
Closing net book value of PPE items allocated to CGUs tested143,585 143,064 
Total assets allocated to CGUs tested158,306 155,065 
    
Based on the testing above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2022 and 2021.

    CGUs tested based on a value-in-use model at September 30, 2022 and 2021:

As of September 30, 2022, the Group identified 2 CGUs (2021: 2 CGUs) in Brazil to be tested based on this model (all CGUs with allocated goodwill). The determination of the value-in-use calculation required the use of significant estimates and assumptions related to management’s cash flow projections. In performing the value-in-use calculation, the Group applied pre-tax rates to discount the future pre-tax cash flows. In each case, these key assumptions have been made by management reflecting past experience and are consistent with relevant external sources of information, such as appropriate market data. In calculating value-in-use, management may be assisted by the work of external advisors.

The key assumptions used by management in the value-in-use calculations which are considered to be most sensitive to the calculation are:
Key AssumptionsSeptember 30, 2022September 30, 2021
Financial projections
Covers 5 years for UMA (*)
Covers 5 years for UMA (*)
Covers 5 years for AVI (**)
Covers 5 years for AVI (**)
Yield average growth rates
0-1%
0-1%
Future pricing increases
1.21% per annum
1.76% per annum
Future cost decrease
0.25% per annum
0.33% per annum
Discount rates
5%
4%
Perpetuity growth rate
1%
1%
    
(*) UMA stands for Usina Monte Alegre LTDA.
    (**) AVI stands for Adecoagro Vale Do Ivinhema S.A.

    Discount rates are based on the risk-free rate for U. S. government bonds, adjusted for a risk premium to reflect the increased risk of investing in South America and Brazil in particular. The risk premium adjustment is assessed for factors specific to the respective CGUs and reflects the countries that the CGUs operate in.




F- 74


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

32.    Critical accounting estimates and judgments (continued)

The following table shows only the 2 CGUs where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each one:
CGU/ Operating segmentSeptember 30, 2022September 30, 2021
AVI / Sugar, Ethanol and Energy2,937 2,919 
UMA / Sugar, Ethanol and Energy1,102 1,095 
Closing net book value of goodwill allocated to CGUs tested (Note 15)4,039 4,014 
Closing net book value of PPE items allocated to CGUs tested518,814 469,434 
Total assets allocated to 2 CGUs tested522,853 473,448 
    
Based on the testing above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2022 and 2021.

Management views these assumptions are conservative and does not believe that any reasonable change in the assumptions would cause the carrying value of these CGU’s to exceed the recoverable amount.

The Group’s goodwill and property, plant and equipment balances allocated to the cash generating units with allocated goodwill in Argentina were US$ 14.3 million and US$ 143.9 million, respectively, and goodwill and property, plant and equipment allocated to the cash generating units with allocated goodwill in Brazil were US$ 4.2 million and U$S 534 million, respectively as of December 31, 2022.

As of December 31, 2022, the Group determined that there are no indicators of impairment.

 (b) Biological assets
 
The nature of the Group’s biological assets and the basis of determination of their fair value are explained under Note 33.11. The discounted cash flow model requires the input of highly subjective assumptions including observable and unobservable data. Generally the estimation of the fair value of biological assets is based on models or inputs that are not observable in the market and the use of such unobservable inputs is significant to the overall valuation of the assets. These inputs are determined based on the best information available, for example by reference to historical information of past practices and results, statistical and agronomic information, and other analytical techniques. The discounted cash flow model includes significant assumptions relating to the cash flow projections including future market prices, estimated yields at the point of harvest, estimated production cycle, future costs of harvesting and other costs, and estimated discount rate.
 
Market prices are generally determined by reference to observable data in the principal market for the agricultural produce. Harvesting costs and other costs are estimated based on historical and statistical data. Yields are estimated based on several factors including the location of the farmland and soil type, environmental conditions, infrastructure and other restrictions and growth at the time of measurement. Yields are subject to a high degree of uncertainty and may be affected by several factors out of the Group’s control including but not limited to extreme or unusual weather conditions, plagues and other crop diseases, among other factors.
 
The significant assumptions discussed above are highly sensitive. Reasonable shifts in assumptions including but not limited to increases or decreases in prices, costs and discount factors used would result in a significant increase or decrease to the fair value of biological assets. In addition, cash flows are projected over a number of years and based on estimated production. Estimates of production in themselves are dependent on various assumptions, in addition to those described above, including but not limited to several factors such as location, environmental conditions and other restrictions. Changes in these estimates could materially impact on estimated production, and could therefore affect estimates of future cash flows used in the assessment of fair value (see Note 16).





F- 75


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

32.    Critical accounting estimates and judgments (continued)




(c) Income taxes
 
The Group is subject to income taxes in numerous jurisdictions. Significant judgment is required in determining the worldwide provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain. The Group recognizes liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made.
 
Deferred tax assets are reviewed each reporting date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the asset to be settled. Deferred tax assets and liabilities are not discounted. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment (see Note 10).

(d) Fair value for farmlands and investment property

Property, plant and equipment
Farmlands are recognized at fair value based on periodic, but at least annual, valuations prepared by an external independent expert. A revaluation reserve is credited in shareholders’ equity. The valuation is determined using sales comparison approach. Sale prices of comparable properties are adjusted considering the specific aspects of each property, the most relevant premise being the price per hectare (Level 3) (see Note 12).

Investment property
Investment property consists of farmland for rental or for capital appreciation and not used in production or for sale in the ordinary course of business, and it is measured at fair value. The changes in the fair value, which is based on an independent external expert, impacts the profit and loss of the period, in the line item Other operating income, net (see Note 14).

(e) Purchase price allocation

The acquisition method of accounting is used to account for all acquisitions. Under this method, assets acquired and liabilities assumed of the Company are measured at fair value for financial reporting purposes. In estimating the fair value of an asset or a liability, the Company uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Company estimates the fair value of an asset or a liability by converting future amounts (e.g. cash flows or income and expenses) to a single current (i.e. discounted) amount.

Management applied judgement in estimating the fair value of certain identifiable assets acquired, which involved the use of estimates and assumptions, including the timing and amounts of cash flow projections and discount rates, as applicable.




F- 76


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.    Summary of significant accounting policies



The principal accounting policies applied in the preparation of these Consolidated Financial Statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Financial reporting in a hyperinflation economy

IAS 29 “Financial Reporting in Hyperinflationary Economies” requires that the financial statements of entities whose functional currency is that of a hyperinflationary economy to be adjusted for the effects of changes in a suitable general price index and to be expressed in terms of the current unit of measurement at the closing date of the reporting period. Accordingly, the inflation produced from the date of acquisition or from the revaluation date, as applicable, must be computed in the non-monetary items.

In order to conclude on whether an economy is categorized as hyperinflationary under the terms of IAS 29, the Standard details a series of factors to be considered, including the existence of a cumulative inflation rate in three years that approximates or exceeds 100 %.

Since 2018, when cumulative inflation rate in three years exceeded the 100% threshold, Argentina’s operations are considered to be under hyperinflationary economy for accounting purposes under the terms of IAS 29 and since then, it has been applied IAS 29 in the financial reporting of its subsidiaries and associates with Argentine peso as functional currency.
Financial statements of a foreign entity with a functional currency of a country that has a highly inflationary economy, are restated to reflect changes in the general price level or index in that country before translation into U.S. Dollars. In adjusting for hyperinflation, a general price index is applied to all non-monetary items in the financial statements (including equity) and the resulting gain or loss, which is the gain or loss on the entity's net monetary position, is recognized in the income statement. Monetary items in the closing statement of financial position are not adjusted. The Group treated all Argentine subsidiaries as a hyperinflationary economy as all of them have argentine peso as functional currency. The results and financial position of all foreign entities with a functional currency of a country that has a highly inflationary economy are translated at closing rates after the restatement for changes in the general purchasing power argentine peso.

The inflation adjustment on the years 2022, 2021 and 2020 was calculated by means of conversion factor derived from the Argentine price indexes published by the National Institute of Statistics and the year-over-year change in the index was 1.9479; 1.509 and 1.361, respectively.

The main procedures for the above-mentioned adjustment are as follows:

Monetary assets and liabilities which are carried at amounts current at the balance sheet date are not restated because they are already expressed in terms of the monetary unit current at the balance sheet date.

Non-monetary assets and liabilities which are not carried at amounts current at the balance sheet date, and components of shareholders' equity are adjusted by applying the relevant conversion factors.

All items in the income statement are restated by applying the relevant conversion factors.

The effect of inflation on the Company’s net monetary position is included in the income statement, in "Other financial results" (Note 9).

The ongoing application of the re-translation of comparative amounts to closing exchanges rates under IAS 21 and the hyperinflation adjustments required by IAS 29 will lead to a difference in addition to the difference arising on the application of hyperinflation accounting.

The comparative figures in these Consolidated Financial Statements presented in a stable currency are not adjusted for subsequent changes in the price level or exchange rates. This resulted in a difference between the closing equity of the previous year and the opening equity of the current year. The Company recognized this initial difference directly in equity.



F- 77


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.1    Basis of preparation and presentation


The Consolidated Financial Statements of the Group have been prepared in accordance with International Financial Reporting Standards (IFRS) of the International Accounting Standards Board (IASB) and the Interpretations of the International Financial Reporting Interpretations Committee (IFRIC). All IFRS issued by the IASB, effective at the time of preparing these Consolidated Financial Statements have been applied.
 
The Consolidated Financial Statements have been prepared under the historical cost convention as modified by financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss, biological assets and agricultural produce at the point of harvest and farmlands measured at fair value.
 
The preparation of Consolidated Financial Statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the Consolidated Financial Statements are disclosed in Note 33.

New standards and interpretations not yet adopted

Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2021 reporting periods and have not been early adopted by the group. These standards are not expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

33.2    Scope of consolidation
 
The Consolidated Financial Statements include the results of the Company and all of its subsidiaries from the date that control commences to the date that control ceases. They also include the Group’s share of the net income of its jointly-controlled entities on an equity-accounted basis from the point at which joint control commences, to the date that it ceases.
 
(a) Subsidiaries
 
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date that control commences and deconsolidated from the date that control ceases.
 
The Group uses the acquisition method of accounting to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.
 
The Group recognizes any non-controlling interest in the acquiree on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets.
 
The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. The excess of consideration over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If the consideration is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the statement of income under the line item “Bargain purchase gain on acquisition”.
 
Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.


F- 78


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.2    Scope of consolidation (continued)


(b) Disposal of subsidiaries
 
When the Group ceases to have control any retained interest in the entity is re-measured to its fair value at the date when control is lost, with the change in carrying amount recognized in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amount previously recognized in other comprehensive income in respect of that entity is accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognized in other comprehensive income are reclassified to profit or loss, except for the related revaluation surplus which is reclassified to retained earnings.
 

33.3    Segment reporting
 
According to IFRS 8, operating segments are identified based on the ‘management approach’. This approach stipulates external segment reporting based on the Group’s internal organizational and management structure and on internal financial reporting to the chief operating decision maker (the Management Committee in the case of the Company)
 
33.4    Foreign currency translation
 
(a) Functional and presentation currency
 
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The Consolidated Financial Statements are presented in US dollars, which is the Group’s presentation currency.

Argentine currency status

Since the second half of 2019, the Argentine government instituted certain foreign currency exchange controls, which may restrict or partially restrict access to foreign currency, like the U.S. dollars, to make payments abroad, either for foreign debt or the importation of goods or services, dividend payments and others, without prior authorization. Those regulations have continued to evolve, sometimes making them more or less stringent depending on the Argentine government’s perception of availability of sufficient national foreign currency reserves. The above has led to the existence of an informal foreign currency market where foreign currencies quote at levels significantly higher than the official exchange rate. However, the only exchange rate available for external commerce is the official exchange rate, which as of December 31, 2022 was Pesos 177 per dollar.

We use Argentina’s official exchange rate to record the accounts of Argentine subsidiaries.
 
(b) Transactions and balances
 
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the statement of income, in the line Item “Finance income” or “Finance cost,”as appropriate.
 
(c) Group companies
 
The results and financial position of Group entities (except those that has the currency of a hyper-inflationary economy - Argentine subsidiaries) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
 
assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;


F- 79


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.4    Foreign currency translation (continued)

income and expenses for each statement of income are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and
all resulting exchange differences are recognized as a separate component of equity.

When a foreign operation is sold, exchange differences that were recorded in equity are recognized in the statement of income as part of the gain or loss on sale.
 
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.
 

33.5    Property, plant and equipment

Farmlands are initially recorded at fair value and subsequently under the revaluation model based on periodic, but at least annual, valuations prepared by an external independent expert. A revaluation reserve is credited in shareholders’ equity. All other property, plant and equipment is recorded at cost, less accumulated depreciation and impairment losses, if any. Historical cost comprises the purchase price and any costs directly attributable to the acquisition. Under the definition of Property plant and equipment is included the bearer plants, such as sugarcane and coffee trees.

Where individual components of an item of property, plant and equipment have different useful lives, they are accounted for as separate items, which are depreciated separately.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the statement of income when they are incurred.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized within “Other operating income, net” in the consolidated statement of income.

33.6    Investment property
 
Investment property consists of farmland for rental or for capital appreciation and not used in production or for sale in the ordinary course of business, and it is measured at fair value. Changes of the fair value, which is based on an independent external expert, impacts the profit and loss of the period, in the line item Other operating income, net.
 
33.7    Leases
 
Leases are recognized as a right-of-use asset and corresponding liability at the date of which the leased asset is available for use by the group. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.

In determining the lease term, the Company considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated).

    Short term leases are recognized on a straight line basis as an expense in the income statement.




The accompanying notes are an integral part of these consolidated financial statements.

F- 80

Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.7 Leases (continued)
Accounting as lessee

The Company recognizes a right-of-use asset and a lease liability at the commencement date of each lease contract that grants the right to control the use of an identified asset during a period of time. The commencement date is the date in which the lessor makes an underlying asset available for use by the lessee. The Company applied exemptions for leases with a duration lower than 12 months, with a value lower than thirty thousand dollars and/or with clauses related to variable payments. These leases have been considered as short-term leases and, accordingly, no right-of-use asset or lease liability have been recognized.

At initial recognition, the right-of-use asset is measured considering:

The value of the initial measurement of the lease liability;
Any lease payments made at or before the commencement date, less any lease incentives; and
Any initial direct costs incurred by the lessee; and

After initial recognition, the right-of-use assets are measured at cost, less any accumulated depreciation and/or impairment losses, and adjusted for any re-measurement of the lease liability.

Depreciation of the right-of-use asset is calculated using the straight-line method over the estimated duration of the lease contract.

    The lease liability is initially measured at the present value of the lease payments that are not paid at such date, including the following concepts:

Variable lease payments that depend on an index or rate, initially measured using the index or rate as of the commencement date;
Amounts expected to be payable by the lessee under residual value guarantees;
The exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and
Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease;
Fixed payments, less any lease incentives receivable;

After the commencement date, the Company measures the lease liability by:

Increasing the carrying amount to reflect interest on the lease liability;
Reducing the carrying amount to reflect lease payments made; and
Re-measuring the carrying amount to reflect any reassessment or lease modifications.

    The above mentioned inputs for the valuation of the right of use assets and lease liabilities including the determination of the contracts within the scope of the standard, the contract term ant interest rate used in the discounted cash flow involved a high degree of management’s estimations.
 
33.8    Goodwill
 
Goodwill represents future economic benefits arising from assets that are not capable of being individually identified and separately recognized by the Group on an acquisition. Goodwill on acquisition is initially measured at cost. being the excess of the consideration over the fair value of the Group’s share of net assets of the acquired subsidiary undertaking at the acquisition date. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. It is allocated to those cash generating units expected to benefit from the acquisition for the purpose of impairment testing. Goodwill ais included within “Intangible assets” on the statement of financial position. Goodwill arising on the acquisition of foreign entities is treated as an asset of the foreign entity denominated in the local currency and translated at the closing rate.
 
Goodwill is not amortized but tested for impairment on an annual basis, or more frequently if there is an indication of impairment (see Note 33 (a)). Gains and losses on the disposal of a Group entity include any goodwill relating to the entity sold (see Note 33.10). 

F- 81

Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



33.9    Other intangible assets
 
Other intangible assets that are acquired by the Group, which have finite useful lives, are measured at cost less accumulated amortization and impairment losses, if any. These intangible assets comprise mainly trademarks and computer software and are amortized in the statement of income on a straight-line basis over their estimated useful lives estimated to be 10 to 20 years and 3 to 5 years, respectively.
 
33.10 Impairment of assets

Goodwill
 
The Company conducts an impairment test annually or more frequently if events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the carrying amount exceeds its recoverable amount. For the purpose of impairment testing, assets are grouped at the lowest levels for which there are separately identifiable cash flows, known as cash-generating units. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the cash generating unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset may in the unit. Impairment losses recognized for goodwill cannot be reversed in a subsequent period. Recoverable amount is the higher of the fair value less costs to sell and value in use. In determining the value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted (see Note 33 (a) for details).

Property, plant and equipment and finite lived intangible assets
 
At each statement of financial position date, the Group reviews the carrying amounts of its property, plant and equipment and other intangible assets which have finite lives to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
 
If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, that carrying amount is reduced to its recoverable amount. An impairment loss is recognized immediately in the statement of income.
 
Where an impairment loss subsequently reverses, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, not to exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in the statement of income.
 
33.11    Biological assets

Biological assets comprise growing crops (mainly corn, wheat, soybeans, sunflower peanuts and rice), sugarcane, coffee and livestock (growing herd and cattle for dairy production).
 
The Group distinguishes between consumable and bearer biological assets, and between mature and immature biological assets. “Consumable” biological assets are those assets that may be harvested as agriculture produce or sold as biological assets, for example livestock intended for dairy production. “Bearer” biological assets are those assets capable of producing more than one harvest, for example sugarcane or livestock from which raw milk is produced. “Mature” biological assets are those that have attained harvestable specifications (for consumable biological assets) or are able to sustain regular harvests (for bearer biological assets). “Immature” biological assets are those assets other than mature biological assets.
 

F- 82

Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.11    Biological assets (continued)

Costs are capitalized as biological assets if, and only if, (a) it is probable that future economic benefits will flow to the entity, and (b) the cost can be measured reliably. The Group capitalizes costs such as: planting, harvesting, weeding, seedlings, irrigation, agrochemicals, fertilizers and a systematic allocation of fixed and variable production overheads that are directly attributable to the management of biological assets, among others. Costs that are expensed as incurred include administration and other general overhead and unallocated production overhead, among others.
 
Biological assets, both at initial recognition and at each subsequent reporting date, are measured at fair value less costs to sell, except where fair value cannot be reliably measured. Cost approximates fair value when little biological transformation has taken place since the costs were originally incurred or the impact of biological transformation on price is not expected to be material.
 Gains and losses that arise on measuring biological assets at fair value less costs to sell and measuring agricultural produce at the point of harvest at fair value less costs to sell are recognized in the statement of income in the period in which they arise in the line item “Initial recognition and changes in fair value of biological assets and agricultural produce”.
 
Where there is an active market for a biological asset or agricultural produce, quoted market prices in the most relevant market are used as a basis to determine the fair value. Otherwise, when there is no active market or market-determined prices are not available, fair value of biological assets is determined through the use of valuation techniques.
 
Therefore, the fair value of biological assets is generally derived from the expected discounted cash flows of the related agricultural produce. The fair value of the agricultural produce at the point of harvest is generally derived from market determined prices.

A general description of the determination of fair values based on the Company’s business segments follow:
 
Growing crops including rice:

Growing crops, for which biological growth is not significant, are measured at cost, which approximates fair value. Expenditure on growing crops includes land preparation expenses and other direct expenses incurred during the sowing period including labor, seedlings, agrochemicals and fertilizers among others.
 
Otherwise, biological assets are measured at fair value less estimated point-of-sale costs at initial recognition and at any subsequent period. Point-of-sale costs include all costs that would be necessary to sell the assets
 
The fair value of growing crops including rice is measured based on a formula, which takes into consideration the estimate of crop yields, estimated market prices and costs, and discount rates. Estimated yields are determined based on several factors including location of farmland, environmental conditions and other restrictions and growth at the time of measurement. Yields are multiplied by sown hectares to determine the estimated tons of crops including rice to be obtained. The tons are then multiplied by a net cash flow determined at the future crop prices less the direct costs to be incurred. This amount is discounted at a discount rate, which reflects current market assessments of the assets involved and the time value of money.
 
Growing herd and cattle:

Livestock are measured at fair value less estimated point-of-sale costs, with any changes therein recognized in the statement of income, on initial recognition as well as subsequently at each reporting period. The fair value of livestock is determined based on the actual selling prices less estimated point-of-sale costs in the markets where the Group operates.
 
Sugarcane:

Sugarcane planting costs form part of Property plant and equipment. The agricultural produce growing on sugarcane is classified as biological assets and are measured at fair value less cost to sell. The fair value of agricultural produce growing on sugarcane depends on the variety, location and maturity of the plantation.
 
Agricultural produce growing in the Sugarcane, for which biological growth is not significant, is valued at cost, which approximates fair value. Expenditure on the agricultural produce growing in the sugarcane consists mainly of labor,


F- 83


Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.11    Biological assets (continued)

agrochemicals and fertilizers among others. When it has attained significant biological growth, it is measured at fair value through a discounted cash flow model. Estimated revenues are based on estimated yearly production volume (which will be destined to sugar, ethanol, energy and raw cane production) and the price is calculated as the average of daily prices for sugar future contracts (Sugar #11 ICE-NY contracts) for a six months period. Projected costs include maintenance and land leasing among others. These estimates are discounted at an appropriate discount rate.
 
33.12    Inventories
 
Inventories comprise of raw materials, finished goods (including harvested agricultural produce and manufactured goods) and others.
 
Harvested agricultural produce (except for rice and milk) are measured at net realizable value until the point of sale because there is an active market in the produce, there is a negligible risk that the produce will not be sold and there is a well-established practice in the industry carrying the inventories at net realizable value. Changes in net realizable value are recognized in the statement of income in the period in which they arise under the line item “Changes in net realizable value of agricultural produce after harvest”.
 
All other inventories (including rice and milk) are measured at the lower of cost and net realizable value. Cost is determined using the weighted average method.

33.13    Financial assets
 
Financial assets are classified in the following categories: at fair value through profit or loss and at amortized cost, namely loans and receivables. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition (see Note 17).
 
(a) Recognition and measurement
 
Regular purchases and sales of financial assets are recognized on the trade-date – the date on which the Group commits to purchase or sell the asset. Financial assets not carried at fair value through profit or loss are initially recognized at fair value plus transaction costs. Financial assets carried at fair value through profit or loss are initially recognized at fair value and transaction costs are expensed in the statement of income. Financial assets are derecognized when the rights to receive cash flows from the investments have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. Financial assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables are subsequently carried at amortized cost using the effective interest method.
 
Gains or losses arising from changes in the fair value of the “financial assets at fair value through profit or loss” category are presented in the statement of income within “Other operating income, net” in the period in which they arise.
 
If the market for a financial asset is not active (and for unlisted securities), the Group establishes fair value by using valuation techniques. These include the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted cash flow analysis, and option pricing models, making maximum use of market inputs and relying as little as possible on entity-specific inputs.
 
The Group assesses at each statement of financial position date whether there is objective evidence that a financial asset or a group of financial assets is impaired. Impairment testing of trade receivables is described in Note 33.15.

(b) Offsetting financial instruments
 
Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously. This right must not be contingent on future events and must be enforceable in any case.
 


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Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.14    Derivative financial instruments and hedging activities
 
Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value. Commodity future contract fair values are computed with reference to quoted market prices on future exchanges markets. The fair values of commodity options are calculated using year-end market rates together with common option pricing models. The fair value of interest rate swaps has been calculated using a discounted cash flow analysis.
 
The Group manages exposures to financial and commodity risks using hedging instruments that provide the appropriate economic outcome. The principal hedging instruments used may include commodity future contracts, put and call options, foreign exchange forward contracts and interest rate swaps. The Group does not use derivative financial instruments for speculative purposes.

The Group’s policy is to apply hedge accounting to hedging relationships where it is both permissible under IFRS 9, practical to do so and its application reduces volatility, but transactions that may be effective hedges in economic terms may not always qualify for hedge accounting under IFRS 9. Any derivatives that the Group holds to hedge these exposures are classified as “held for trading” and are shown in a separate line on the face of the statement of financial position. The method of recognizing gains or losses on derivatives depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. Gains and losses on commodity derivatives are classified within “Other operating income, net”. Gains and losses on interest rate and foreign exchange rate derivatives are classified within ‘Financial results, net’. The Group designates certain derivatives as hedges of the foreign currency risk associated with highly probable forecast transactions (cash flow hedge).
 
The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the instruments that are used in hedging transactions are highly effective in offsetting changes in fair value or cash flows of hedged items.
 
Cash flow hedge
 
The effective portion of the gain or loss on the instruments that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in the statement of income within "Finance income” or “Finance cost,”as appropriate.
 
Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss. The gain or loss relating to the effective portion is recognized in the statement of income within "Finance income” or “Finance cost”, as appropriate.
 
When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the statement of income. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to the statement of income.

33.15    Trade and other receivables and trade and other payables
 
Trade receivables are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method. In the case of receivables, less allowance for trade receivables.
 
The group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due.
 
33.16    Short-term investment

Financial assets at fair value through profit or loss are valued at the initial recognition and subsequently at fair value and recognizing the variation in the Statement of income in the line Financial results.


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Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)




33.17    Cash and cash equivalents
 
Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of three months or less. In the statements of cash flows, interest paid is presented within financing cash flows and interest received is presented within investing activities.
 
33.18    Borrowings
 
Borrowings are initially recognized at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortized cost using the effective interest method. Borrowing costs are capitalized during the period of time that is required to complete and prepare the asset for its intended use.
 
33.19    Provisions
 
Provisions are recognized when (i) the Group has a present legal or constructive obligation as a result of past events; (ii) it is probable that an outflow of resources will be required to settle the obligation; and (iii) a reliable estimate of the amount of the obligation can be made. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation.
 
33.20    Onerous contracts

The Group enters into contracts, which require the Group to sell commodities in accordance with the Group's expected sales. These contracts do not qualify as derivatives. These contracts are not recognized until at least one of the parties has performed under the agreement. However, when the contracts are onerous, the Group recognizes the present obligation under the contracts as a provision included within “Provision and other liabilities” in the statement of financial position. Losses under these onerous contracts are recognized within “Other operating income, net” in the statement of income.

33.21    Current and deferred income tax
 
The Group’s tax benefit or expense for each year comprises the charge for current tax payable and deferred taxation attributable to the Group’s operating subsidiaries. Tax is recognized in the statement of income, except to the extent that it relates to items recognized directly in equity. In this case, the tax is also recognized in equity.
 
The current income tax charge is calculated on the basis of the tax laws enacted at the date of the statement of financial position in the countries where the Group’s subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and considers whether it is probable that a taxation authority will accept an uncertain tax treatment. The Group measures its tax balances either based on the most likely amount or the expected value, depending on which method provides a better prediction of the resolution of the uncertainty. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is recognized, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) effective in the countries where the Group’s subsidiaries operate and generate taxable income.

Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized.
 


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Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.21    Current and deferred income tax (continued)
Deferred income tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.

The Group is able to control the timing of dividends from its subsidiaries and hence does not expect to remit overseas earnings in the foreseeable future in a way that would result in a charge to taxable profit. Hence deferred tax is recognized in respect of the retained earnings of overseas subsidiaries only to the extent that, at the date of the statement of financial position, dividends have been accrued as receivable or a binding agreement to distribute past earnings in future has been entered into by the subsidiary.

33.22    Revenue Recognition
 
The Group’s primary activities comprise agricultural and agro-industrial activities.

The Group’s agricultural activities comprise growing and selling agricultural produce. In accordance with IAS 41 “Agriculture”, cattle are measured at fair value with changes therein recognized in the statement of income as they arise. Agricultural produce is measured at net realizable value with changes therein recognized in the statement of income as they arise. Therefore, sales of agricultural produce and cattle generally do not generate any separate gains or losses in the statement of income.
 
The Group’s agro-industrial activities comprise the selling of manufactured products (i.e. industrialized rice, milk-related products, ethanol, sugar, energy, among others). These sales are measured at the fair value of the consideration received or receivable, net of returns and allowances, trade and other discounts, and sales taxes, as applicable.

Revenue is recognized when the full control have been transferred to the buyer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, and there is no continuing management involvement with the goods. Transfers of control vary depending on the individual terms of the contract of sale. Revenues are recognised when control of the products has transferred, being when the products are delivered to the customer, having this full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products.

The Group also provides certain agricultural-related services such as grain warehousing/conditioning and other services, e.g. handling and drying services. Revenue from services is recognized as services are provided.

The Group leases owned farmland property to third parties under operating lease agreements. Rental income is recognized on a straight-line basis over the period of the lease.

The Group is a party to a 25-year power agreement for the sale of electricity which expires in 2042. The delivery period starts in April and ends in November of each year. The Group is also a party to two 15-year power agreements which delivery period starts in March and ends in December of each year, these two agreements will expire in 2024 and 2025, respectively. Prices under all the agreements are adjusted annually for inflation. Revenue related to the sale of electricity under these two agreements is recorded based upon output delivered.
 
33.23    Farmlands sales
 
The Group’s strategy is to profit from land appreciation value generated through the transformation of its productive capabilities. Therefore, the Group may seek to realize value from the sale of farmland assets and businesses.
 
Farmland sales are not recognized until (i) the sale is completed, (ii) the Group has determined that it is probable the buyer will pay, (iii) the amount of revenue can be measured reliably, and (iv) the Group has transferred to the buyer the risk of ownership, and does not have a continuing involvement. Gains from “farmland sales” are included in the statement of income under the line item “Other operating income, net”.

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Adecoagro S.A.
Notes to the Consolidated Financial Statements (Continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)



33.24    Assets held for sale and discontinued operations

When the Group intends to dispose of, or classify as held for sale, a business component that represents a separate major line of business or geographical area of operations, or a subsidiary acquired exclusively with a view to resale, it classifies such operations as discontinued. The post tax profit or loss of the discontinued operations is shown as a single amount on the face of the statement of income, separate from the other results of the Group. Assets and liabilities classified as held for sale are measured at the lower of carrying value and fair value less costs to sell.
 
Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a disposal rather than through continuing use. This condition is regarded as met only when management is committed to the sale (disposal), the sale (disposal) is highly probable and expected to be completed within one year from classification and the asset is available for immediate sale (disposal) in its present condition. The statements of income for the comparative periods are represented to show the discontinued operations separate from the continuing operations.
 
33.25    Earnings per share
 
Basic earnings per share is calculated by dividing the net income for the year attributable to equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted net earnings per share is computed by dividing the net income for the period by the weighted average number of ordinary shares outstanding, and when dilutive, adjusted for the effect of all potentially dilutive shares, including share options, on an as-if converted basis.
 

33.26    Equity-settled share-based payments
 
The Group issues equity settled share-based payments to certain directors, senior management and employees. Options under the awards were measured at fair value at the date of grant. An expense is recognized to spread the fair value of each award over the vesting period on a straight-line basis, after allowing for an estimate of the awards that will eventually vest. The estimate of the level of vesting is reviewed at least annually, with any impact on the cumulative charge being recognized immediately.
 
33.27    Research and development
 
Research phase expenditure is expensed as incurred. Development expenditure is capitalized as an internally generated intangible asset only if it meets strict criteria, relating in particular to technical feasibility and generation of future economic benefits. Research expenses have been immaterial to date. The Group has not capitalized any development expenses to date.

34.     Information related to COVID-19 pandemic

In response to the outbreak of COVID-19 and subsequent new variants of the virus (the "COVID-19 pandemic"), governments and businesses around the world have implemented a variety of restrictive measures to reduce the spread of COVID-19 . These measures have had a significant adverse effect on economic activities worldwide. The Company put in place several measures to preserve the safety of its employees and the communities where it operates, while maintaining its business operations running. The Company’s activities in Argentina, Uruguay and Brazil were considered essential activities by the respective governments and consequently the Company was allowed to continue operating its businesses normally. Thus, the COVID-19 pandemic did not have a significant adverse impact on the business. However, the spread of new variants of COVID-19 pandemic has caused uncertainty as to when restrictions will be finally lifted, if additional restrictions may be initiated or reimposed, if there will be permanent changes to consumer behavior patterns, and the timing of distribution and administration of COVID-19 vaccines and other medical interventions globally. The Company cannot predict the long-term effects of the COVID-19 pandemic on its business and will continue monitoring the situation until the COVID-19 pandemic is over.


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