SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of May 2018
Commission File Number: 001-35052
Adecoagro S.A.
(Translation of registrant’s name into English)
Vertigo Naos Building 6,
Rue Eugene Ruppert,
L-2453, Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ¨ No x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ¨ No x
Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes ¨ No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF AND FOR THE THREE MONTH PERIOD ENDED MARCH 31, 2018
This Report of Foreign Private Issuer on Form 6-K (this “Form 6-K”) is being filed by Adecoagro S.A. (“Adecoagro” or the “Company”) with the Securities and Exchange Commission (the “SEC”) and is incorporated by reference into the Company’s Registration Statement on Form F-3 filed with the SEC on December 6, 2013 (File No. 333-191325) and will be deemed to be a part thereof from the date on which this Form 6-K is filed with the SEC, to the extent not superseded by documents or reports subsequently filed or furnished. The Company is filing this report on Form 6-K for the purpose of filing a copy of the Company’s unaudited condensed consolidated interim financial statements as of and for the three month period ended March 31, 2018 (the “Consolidated Financial Statements”) as Exhibit 99.1. The Consolidated Financial Statements are presented in U.S. Dollars and prepared in accordance with International Financial Reporting Standards.
Forward-Looking Statements
The attachment contains forward-looking statements. The registrant desires to qualify for the “safe-harbor” provisions of the Private Securities Litigation Reform Act of 1995, and consequently is hereby filing cautionary statements identifying important factors that could cause the registrant’s actual results to differ materially from those set forth in the attachment.
The registrant’s forward-looking statements are based on the registrant’s current expectations, assumptions, estimates and projections about the registrant and its industry. These forward-looking statements can be identified by words or phrases such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “is/are likely to,” “may,” “plan,” “should,” “would,” or other similar expressions.
The forward-looking statements included in the attached relate to, among others: (i) the registrant’s business prospects and future results of operations; (ii) weather and other natural phenomena; (iii) developments in, or changes to, the laws, regulations and governmental policies governing the registrant’s business, including limitations on ownership of farmland by foreign entities in certain jurisdictions in which the registrant operate, environmental laws and regulations; (iv) the implementation of the registrant’s business strategy; (v) the registrant’s plans relating to acquisitions, joint ventures, strategic alliances or divestitures; (vi) the implementation of the registrant’s financing strategy and capital expenditure plan; (vii) the maintenance of the registrant’s relationships with customers; (viii) the competitive nature of the industries in which the registrant operates; (ix) the cost and availability of financing; (x) future demand for the commodities the registrant produces; (xi) international prices for commodities; (xii) the condition of the registrant’s land holdings; (xiii) the development of the logistics and infrastructure for transportation of the registrant’s products in the countries where it operates; (xiv) the performance of the South American and world economies; and (xv) the relative value of the Brazilian Real, the Argentine Peso, and the Uruguayan Peso compared to other currencies; as well as other risks included in the registrant’s other filings and submissions with the United States Securities and Exchange Commission.
These forward-looking statements involve various risks and uncertainties. Although the registrant believes that its expectations expressed in these forward-looking statements are reasonable, its expectations may turn out to be incorrect. The registrant’s actual results could be materially different from its expectations. In light of the risks and uncertainties described above, the estimates and forward-looking statements discussed in the attached might not occur, and the registrant’s future results and its performance may differ materially from those expressed in these forward-looking statements due to, inclusive, but not limited to, the factors mentioned above. Because of these uncertainties, you should not make any investment decision based on these estimates and forward-looking statements.
The forward-looking statements made in the attached relate only to events or information as of the date on which the statements are made in the attached. The registrant undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which the statements are made or to reflect the occurrence of unanticipated events.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
| | | | | | |
| | | | | | |
| | | | Adecoagro S.A. |
| | | |
Date: May 14, 2018 | | | | By: | | /s/ Carlos Boero Hughes |
| | | | Name: | | Carlos Boero Hughes |
| | | | Title: | | Chief Financial Officer |
Adecoagro S.A.
Condensed Consolidated Interim Financial Statements as of March 31, 2018 and for the three-month periods ended March 31, 2018 and 2017
Legal information
Denomination: 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
Capital stock: 122,381,815 common shares (of which 6,039,649 are treasury shares)
Adecoagro S.A.
Condensed Consolidated Interim Statements of Income
for the three-month periods ended March 31, 2018 and 2017
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
|
| | | | | | |
| | March 31, | | March 31, |
| Note | 2018 | | 2017 |
| | | | |
| | (unaudited) |
Sales of goods and services rendered | 4 | 155,567 |
| | 166,091 |
|
Cost of goods sold and services rendered | 5 | (120,948 | ) | | (139,362 | ) |
Initial recognition and changes in fair value of biological assets and agricultural produce | 14 | 16,081 |
| | 17,365 |
|
Changes in net realizable value of agricultural produce after harvest | | (691 | ) | | (227 | ) |
Margin on manufacturing and agricultural activities before operating expenses | | 50,009 |
| | 43,867 |
|
General and administrative expenses | 6 | (15,172 | ) | | (14,017) |
|
Selling expenses | 6 | (16,326 | ) | | (16,014) |
|
Other operating income, net | 8 | 18,936 |
| | 13,272 |
|
Profit from operations before financing and taxation | | 37,447 |
| | 27,108 |
|
Finance income | 9 | 3,006 |
| | 2,112 |
|
Finance costs | 9 | (28,217 | ) | | (19,442) |
|
Financial results, net | 9 | (25,211) |
| | (17,330) |
|
Profit before income tax | | 12,236 |
| | 9,778 |
|
Income tax benefit | 10 | (3,704 | ) | | (3,811) |
|
Profit for the period | | 8,532 |
| | 5,967 |
|
Attributable to: | | | | |
Equity holders of the parent | | 6,901 |
| | 4,991 |
|
Non-controlling interest | | 1,631 |
| | 976 |
|
| | | | |
Earnings per share attributable to the equity holders of the parent during the period: | | | | |
Basic | | 0.059 |
| | 0.041 |
|
Diluted | | 0.058 |
| | 0.041 |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 3
Adecoagro S.A.
Condensed Consolidated Interim Statements of Comprehensive Income
for the three-month periods ended March 31, 2018 and 2017
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
|
| | | | | | |
| | March 31, | | March 31, |
| | 2018 | | 2017 |
| | | | |
| | (unaudited) |
| | | | |
Profit for the period | | 8,532 |
| | 5,967 |
|
Other comprehensive income: | |
| | |
Items that may be reclassified subsequently to profit or loss: | |
| | |
Exchange differences on translating foreign operations | | (4,761 | ) | | 14,717 |
|
Cash flow hedge, net of tax (Note 2) | | (3,620 | ) | | 11,392 |
|
Other comprehensive earnings for the period | | (8,381 | ) | | 26,109 |
|
Total comprehensive earnings for the period | | 151 |
| | 32,076 |
|
| | | | |
Attributable to: | | | | |
Equity holders of the parent | | (1,008 | ) | | 30,885 |
|
Non-controlling interest | | 1,159 |
| | 1,191 |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 4
Adecoagro S.A.
Condensed Consolidated Interim Statements of Financial Position
as of March 31, 2018 and December 31, 2017
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
|
| | | | | |
| | March 31, | | December 31, |
| Note | 2018 | | 2017 |
| | (unaudited) | | |
ASSETS | | | | |
Non-Current Assets | | | | |
Property, plant and equipment | 11 | 852,159 |
| | 820,931 |
Investment property | 12 | 2,102 |
| | 2,271 |
Intangible assets | 13 | 16,850 |
| | 17,192 |
Biological assets | 14 | 11,639 |
| | 11,276 |
Deferred income tax assets | 10 | 39,586 |
| | 43,437 |
Trade and other receivables | 16 | 21,462 |
| | 22,107 |
Other assets | | 522 |
| | 535 |
Total Non-Current Assets | | 944,320 |
| | 917,749 |
Current Assets | | | �� | |
Biological assets | 14 | 138,815 |
| | 156,718 |
Inventories | 17 | 136,614 |
| | 108,919 |
Trade and other receivables | 16 | 180,036 |
| | 150,107 |
Derivative financial instruments | 15 | 12,058 |
| | 4,483 |
Other assets | | 25 |
| | 30 |
Cash and cash equivalents | 18 | 183,775 |
| | 269,195 |
Total Current Assets | | 651,323 |
| | 689,452 |
TOTAL ASSETS | | 1,595,643 |
| | 1,607,201 |
SHAREHOLDERS EQUITY | | | | |
Capital and reserves attributable to equity holders of the parent | | | | |
Share capital | 19 | 183,573 |
| | 183,573 |
Share premium | 19 | 897,536 |
| | 908,934 |
Cumulative translation adjustment | | (545,834 | ) | | (541,545) |
Equity-settled compensation | | 19,185 |
| | 17,852 |
Cash flow hedge | | (28,311 | ) | | (24,691) |
Treasury shares | | (9,061 | ) | | (6,967) |
Reserve from the sale of non-controlling interests in subsidiaries | | 41,574 |
| | 41,574 |
Retained earnings | | 67,897 |
| | 60,984 |
Equity attributable to equity holders of the parent | | 626,559 |
| | 639,714 |
Non-controlling interest | | 6,576 |
| | 5,417 |
TOTAL SHAREHOLDERS EQUITY | | 633,135 |
| | 645,131 |
LIABILITIES | | | | |
Non-Current Liabilities | | | | |
Trade and other payables | 21 | 823 |
| | 827 |
Borrowings | 22 | 643,845 |
| | 663,060 |
Deferred income tax liabilities | 10 | 8,526 |
| | 10,457 |
Payroll and social security liabilities | 23 | 1,373 |
| | 1,240 |
Provisions for other liabilities | 24 | 3,877 |
| | 4,078 |
Total Non-Current Liabilities | | 658,444 |
| | 679,662 |
Current Liabilities | | | | |
Trade and other payables | 21 | 83,747 |
| | 98,423 |
Current income tax liabilities | | 774 |
| | 503 |
Payroll and social security liabilities | 23 | 30,150 |
| | 27,267 |
Borrowings | 22 | 184,686 |
| | 154,898 |
Derivative financial instruments | 15 | 2,321 |
| | 552 |
Provisions for other liabilities | 24 | 2,386 |
| | 765 |
Total Current Liabilities | | 304,064 |
| | 282,408 |
TOTAL LIABILITIES | | 962,508 |
| | 962,070 |
TOTAL SHAREHOLDERS EQUITY AND LIABILITIES | | 1,595,643 |
| | 1,607,201 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 5
Adecoagro S.A.
Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity
for the three-month periods ended March 31, 2018 and 2017 (continued)
(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 19) | Share Premium | Cumulative Translation Adjustment | Equity-settled Compensation | Cash flow hedge | Treasury shares | Reserve from the sale of non-controlling interests in subsidiaries | Retained Earnings | Subtotal | Non-Controlling Interest | Total Shareholders’ Equity |
Balance at January 1, 2017 | | 183,573 | | 937,250 |
| (527,364) |
| 17,218 |
| (37,299) |
| (1,859) |
| 41,574 |
| 50,998 |
| 664,091 |
| 7,582 | | 671,673 | |
Profit for the period | | — | | — |
| — |
| — |
| — |
| — |
| — |
| 4,991 |
| 4,991 |
| 976 | | 5,967 | |
Other comprehensive income: | | | | | | | | | | | | |
- Items that may be reclassified subsequently to profit or loss: | | | | | | | | | | | | |
Exchange differences on translating foreign operations | | — | | — |
| 14,502 |
| — |
| — |
| — |
| — |
| — |
| 14,502 |
| 215 | | 14,717 | |
Cash flow hedge (*) | | — | | — |
| — |
| — |
| 11,392 |
| — |
| — |
| — |
| 11,392 |
| — | | 11,392 | |
Other comprehensive income for the period | | — | | — |
| 14,502 |
| — |
| 11,392 |
| — |
| — |
| — |
| 25,894 |
| 215 | | 26,109 | |
Total comprehensive income for the period | | — | | — |
| 14,502 |
| — |
| 11,392 |
| — |
| — |
| 4,991 |
| 30,885 |
| 1,191 | | 32,076 | |
| | | | | | | | | | | | |
Restricted shares (Note 20): | | | | | | | | | | | | |
- Value of employee services | | — | | — |
| — |
| 1,429 |
| — |
| — |
| — |
| — |
| 1,429 |
| — | | 1,429 | |
-Purchase of own shares (Note 19) | | — | | (1,059 | ) | — |
| — |
| — |
| (171) |
| — |
| — |
| (1,230 | ) | — | | (1,230 | ) |
-Dividends | | — | | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| (1,664 | ) | (1,664 | ) |
Balance at March 31, 2017 (unaudited) | | 183,573 | | 936,191 |
| (512,862 | ) | 18,647 |
| (25,907 | ) | (2,030 | ) | 41,574 |
| 55,989 |
| 695,175 |
| 7,109 | | 702,284 | |
(*) Net of 5,920 of Income Tax.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 6
Adecoagro S.A.
Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity
for the three-month periods ended March 31, 2018 and 2017 (continued)
(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 19) | Share Premium | Cumulative Translation Adjustment | Equity-settled Compensation | Cash flow hedge | Treasury shares | Reserve from the sale of non-controlling interests in subsidiaries | Retained Earnings | Subtotal | Non-Controlling Interest | Total Shareholders’ Equity |
| | | | | | | | | | | | |
Balance at January 1, 2018 | | 183,573 | | 908,934 |
| (541,545 | ) | 17,852 |
| (24,691 | ) | (6,967 | ) | 41,574 |
| 60,984 |
| 639,714 |
| 5,417 |
| 645,131 |
|
Profit for the period | | — | | — |
| — |
| — |
| — |
| — |
| — |
| 6,901 |
| 6,901 |
| 1,631 |
| 8,532 |
|
Other comprehensive loss: | | | | | | | | | | | | |
- Items that may be reclassified subsequently to profit or loss: | | | | | | | | | | | | |
Exchange differences on translating foreign operations | | — | | — |
| (4,289 | ) | — |
| — |
| — |
| — |
| — |
| (4,289 | ) | (472 | ) | (4,761 | ) |
Cash flow hedge (*) | | — | | — |
| — |
| — |
| (3,620 | ) | — |
| — |
| — |
| (3,620 | ) | — |
| (3,620 | ) |
Other comprehensive income for the period | | — | | — |
| (4,289 | ) | — |
| (3,620 | ) | — |
| — |
| — |
| (7,909 | ) | (472 | ) | (8,381 | ) |
Total comprehensive income for the period | | — | | — |
| (4,289 | ) | — |
| (3,620 | ) | — |
| — |
| 6,901 |
| (1,008 | ) | 1,159 |
| 151 |
|
| | | | | | | | | | | | |
Employee share options (Note 20) | | | | | | | | | | | | |
- Forfeited | | — | | — |
| — |
| (12 | ) | — |
| — |
| — |
| 12 |
| — |
| — |
| — |
|
Restricted shares (Note 20): | | | | | | | | | | | | — |
|
- Value of employee services | | — | | — |
| — |
| 1,345 |
| — |
| — |
| — |
| — |
| 1,345 |
| — |
| 1,345 |
|
- Purchase of own shares | | — | | (11,398 | ) | — |
| — |
| — |
| (2,094 | ) | — |
| — |
| (13,492 | ) | — |
| (13,492 | ) |
Balance at March 31, 2018 (unaudited) | | 183,573 | | 897,536 |
| (545,834 | ) | 19,185 |
| (28,311 | ) | (9,061 | ) | 41,574 |
| 67,897 |
| 626,559 |
| 6,576 |
| 633,135 |
|
(*) Net of 1,294 of Income Tax.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 7
Adecoagro S.A.
Condensed Consolidated Interim Statements of Cash Flows
for the three-month periods ended March 31, 2018 and 2017
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
|
| | | | | | |
| Note | March 31, 2018 | | March 31, 2017 |
| | (unaudited) |
Cash flows from operating activities: | | | | |
Profit for the period | | 8,532 |
| | 5,967 |
|
Adjustments for: | | | | |
Income tax expense | 10 | 3,704 |
| | 3,811 |
|
Depreciation | 11 | 24,228 |
| | 17,458 |
|
Amortization | 13 | 265 |
| | 191 |
|
(Gain) / Loss from disposal of other property items | 8 | (120 | ) | | 557 |
|
Equity settled share-based compensation granted | 7, 20 | 1,345 |
| | 1,429 |
|
(Gain) from derivative financial instruments | 8, 9 | (16,572 | ) | | (14,571 | ) |
Interest and other expense, net | 9 | 11,225 |
| | 12,024 |
|
Initial recognition and changes in fair value of non harvested biological assets (unrealized) | | (9,296 | ) | | (5,843 | ) |
Changes in net realizable value of agricultural produce after harvest (unrealized) | | (910 | ) | | 174 |
|
Provision and allowances | | 29 |
| | 68 |
|
Foreign exchange losses, net | 9 | 9,348 |
| | 3,684 |
|
Cash flow hedge – transfer from equity | 9 | 2,101 |
| | (666 | ) |
Subtotal | | 33,879 |
| | 24,283 |
|
Changes in operating assets and liabilities: | | | | |
Increase in trade and other receivables | | (32,399 | ) | | (20,864 | ) |
(Increase) / Decrease in inventories | | (17,801 | ) | | 2,276 |
|
Decrease in biological assets | | 9,332 |
| | 2,616 |
|
Decrease / (Increase) in other assets | | 6 |
| | (17 | ) |
Decrease in derivative financial instruments | | 12,579 |
| | 8,066 |
|
Decrease in trade and other payables | | (13,699 | ) | | (28,522 | ) |
Increase in payroll and social security liabilities | | 3,690 |
| | 3,860 |
|
(Decrease) / Increase in provisions for other liabilities | | (221 | ) | | 111 |
|
Net cash generated in operating activities before taxes paid | | (4,634 | ) | | (8,191 | ) |
Income tax paid | | (131 | ) | | (278 | ) |
Net cash generated from operating activities | | (4,765 | ) | | (8,469 | ) |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 8
Adecoagro S.A.
Condensed Consolidated Interim Statements of Cash Flows
for the three-month periods ended March 31, 2018 and 2017 (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
|
| | | | | | |
| Note | March 31, 2018 | | March 31, 2017 |
| | (unaudited) |
Cash flows from investing activities: | | | | |
Purchases of property, plant and equipment | 11 | (62,418 | ) | | (58,535 | ) |
Purchases of cattle and non current biological assets | | (1,464 | ) | | — |
|
Purchases of intangible assets | 13 | (456 | ) | | (101 | ) |
Interest received | 9 | 2,463 |
| | 1,422 |
|
Proceeds from sale of property, plant and equipment | | 508 |
| | 222 |
|
Net cash used in investing activities | | (61,367) |
| | (56,992 | ) |
| | | | |
Cash flows from financing activities: | | | | |
Proceeds from long-term borrowings | | 8,728 |
| | 149,801 |
|
Payments of long-term borrowings | | (6,074 | ) | | (45,567 | ) |
Proceeds from short-term borrowings | | 39,335 |
| | 52,604 |
|
Payment of short-term borrowings | | (23,934 | ) | | (2,021 | ) |
Payment of derivatives financial instruments | | (190 | ) | | (2,704 | ) |
Interest paid | | (21,035 | ) | | (10,046 | ) |
Purchase of own shares | | (13,492 | ) | | (1,230 | ) |
Dividends paid to non-controlling interest | | (1,195 | ) | | (659 | ) |
Net cash generated from financing activities | | (17,857 | ) | | 140,178 |
|
Net decrease in cash and cash equivalents | | (83,989) |
| | 74,717 |
|
Cash and cash equivalents at beginning of period | 18 | 269,195 |
| | 158,568 |
|
Effect of exchange rate changes on cash and cash equivalents | | (1,431 | ) | | (1,964 | ) |
Cash and cash equivalents at end of period | 18 | 183,775 |
| | 231,321 |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 9
Adecoagro S.A.
Notes to the Condensed Consolidated Interim 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". These activities are carried out through three major lines of business, namely, Farming; Sugar, Ethanol and Energy and Land Transformation. Farming is further comprised of three reportable segments, which are described in detail in Note 3 to these condensed consolidated interim financial statements.
Adecoagro is a public company listed in the New York Stock Exchange as a foreign registered company under the symbol of AGRO.
These condensed consolidated interim financial statements have been approved for issue by the Board of Directors on May 11, 2018.
2. Financial risk management
Risk management principles and processes
The Group continues to be exposed to several risks arising from financial instruments including price risk, exchange rate risk, interest rate risk, liquidity risk and credit risk. A thorough explanation of the Group´s risks and the Group´s approach to the identification, assessment and mitigation of risks is included in Note 2 to the annual financial statements. There have been no changes to the Group´s exposure and risk management principles and processes since December 31, 2017 and refers readers to the annual financial statements for information.
However, the Group considers that the following tables below provide useful information to understand the Group´s interim results for the three month period ended March 31, 2018. These disclosures do not appear in any particular order of potential materiality or probability of occurrence.
The following tables show the Group’s net monetary position broken down by various currencies for each functional currency in which the Group operates at March 31, 2018. All amounts are shown in US dollars.
|
| | | | | | | | | | |
| March 31, 2018 |
| (unaudited) |
| Functional currency |
Net monetary position (Liability)/ Asset | Argentine Peso | Brazilian Reais | Uruguayan Peso | US Dollar | Total |
Argentine Peso | (17,170 | ) | — |
| — |
| — |
| (17,170 | ) |
Brazilian Reais | — |
| (60,240 | ) | — |
| — |
| (60,240) |
|
US Dollar | (244,096 | ) | (441,107 | ) | 24,021 |
| 112,199 |
| (548,983 | ) |
Uruguayan Peso | — |
| — |
| (713 | ) | — |
| (713) |
|
Total | (261,266) |
| (501,347) |
| 23,308 |
| 112,199 |
| (627,106) |
|
The Group’s analysis shown on the tables below is carried out based on the exposure of each functional currency subsidiary against the US dollar. The Group estimated that, other factors being constant, a 10% appreciation of the US dollar against the respective functional currencies for the period ended March 31, 2018 would have increased the Group’s Profit Before Income Tax for the period. A 10% depreciation of the US dollar against the functional currencies would have an equal and opposite effect on the income statement. A portion of this effect would be recognized as other comprehensive income since a portion of the Company’s borrowings was used
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 10
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| |
2. | Financial risk management (continued) |
as cash flow hedge of the foreign exchange rate risk of a portion of its highly probable future sales in US dollars (see Hedge Accounting - Cash Flow Hedge below for details).
|
| | | | | | | | | |
| March 31, 2018 |
| (unaudited) |
| Functional currency |
Net monetary position | Argentine Peso | Brazilian Reais | Uruguayan Peso | US Dollar | Total |
US Dollar | (24,410 | ) | (44,111 | ) | 2,402 |
| — |
| (66,119) |
(Decrease) or increase in Profit Before Income Tax | (24,410) |
| (44,111) |
| 2,402 |
| — |
| (66,119) |
Hedge Accounting - Cash Flow Hedge
Effective July 1, 2013, the Group formally documented and designated cash flow hedging relationships to hedge the foreign exchange rate risk of a portion of its highly probable future sales in US dollars using a portion of its borrowings denominated in US dollars, currency forwards and foreign currency floating-to-fixed interest rate swaps.
The Group expects that the cash flows will occur and affect profit or loss between 2018 and 2020.
For the period ended March 31, 2018, a total amount before income tax of US$ 7,015 loss was recognized in other comprehensive income and an amount of US$ 2,101 loss was reclassified from equity to profit or loss within “Financial results, net”.
The following table shows a breakdown of the Group’s fixed-rate and floating-rate borrowings per currency denomination and functional currency of the subsidiary issuing the loans at March 31, 2018 (all amounts are shown in US dollars):
|
| | | | | | | | | | | | | |
| March 31, 2018 |
| (unaudited) |
| Functional currency |
Rate per currency denomination | Argentine Peso | | Brazilian Reais | | Uruguayan Peso | | US Dollar | | Total |
Fixed rate: | | | | | | | | | |
Argentine Peso | 7,029 |
| | — |
| | — |
| | — |
| | 7,029 |
Brazilian Reais | — |
| | 88,829 |
| | — |
| | — |
| | 88,829 |
US Dollar | 63,677 |
| | 30,704 |
| | 30,006 |
| | 496,586 |
| | 620,973 |
Subtotal Fixed-rate borrowings | 70,706 |
| | 119,533 |
| | 30,006 |
| | 496,586 |
| | 716,831 |
Variable rate: | | | | | | | | | |
Brazilian Reais | — |
| | 25,981 |
| | — |
| | — |
| | 25,981 |
US Dollar | 69,203 |
| | 16,435 |
| | — |
| | — |
| | 85,638 |
Subtotal Variable-rate borrowings | 69,203 |
| | 42,416 |
| | — |
| | — |
| | 111,619 |
Total borrowings as per analysis | 139,909 |
| | 161,949 |
| | 30,006 |
| | 496,586 |
| | 828,450 |
Finance leases | 81 |
| | — |
| | — |
| | — |
| | 81 |
Total borrowings at March 31, 2018 | 139,990 |
| | 161,949 |
| | 30,006 |
| | 496,586 |
| | 828,531 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 11
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| |
2. | Financial risk management (continued) |
At March 31, 2018, if interest rates on floating-rate borrowings had been 1% higher (or lower) with all other variables held constant, Profit Before Income Tax for the period would decrease as follows:
|
| | | | | | |
| March 31, 2018 |
| (unaudited) |
| Functional currency |
Rate per currency denomination | Argentine Peso | Brazilian Reais | Total |
Variable rate: | | | |
Brazilian Reais | — |
| (260 | ) | (260) |
|
US Dollar | (692 | ) | (164 | ) | (856) |
|
Decrease in Profit Before Income Tax | (692 | ) | (424 | ) | (1,116 | ) |
As of March 31, 2018, nine banks accounted for more than 92% of the total cash deposited (J.P. Morgan, HSBC, Banco do Brasil, Banco Itau, Banco Santander, Banco Safra, Banco do Brasil NY, ING Bank, Banco Tokyo).
| |
• | Derivative financial instruments |
The following table shows the outstanding positions for each type of derivative contract as of March 31, 2018:
|
| | | | | | | | | | | | |
| | March 31, 2018 |
Type of | | Quantities (thousands) (**) | | Notional | | Market | | Profit / (Loss) (*) |
derivative contract | | | amount | | Value Asset/ (Liability) | |
| | | | | | (unaudited) | | (unaudited) |
Futures: | | | | | | | | |
Sale | | | | | | | | |
Corn | | (12 | ) | | 34 |
| | (337 | ) | | (359 | ) |
Soybean | | 94 |
| | 30,074 |
| | (794 | ) | | (1,151 | ) |
Wheat | | (38 | ) | | (6,553 | ) | | (172 | ) | | 172 |
|
Sugar | | 498,804 |
| | 169,246 |
| | 11,661 |
| | 21,541 |
|
Ethanol | | 15,450 |
| | 24,070 |
| | 28 |
| | 28 |
|
Options: | | | | | | | | |
Sell call | | | | | | | | |
Corn | | (15 | ) | | 109 |
| | 229 |
| | 119 |
|
Total | | 514,283 |
| | 216,980 |
| | 10,615 |
| | 20,350 |
|
(*) Included in line "Gain / (Loss) from commodity derivative financial instruments" Note 8.
(**) All quantities expressed in tons except otherwise indicated.
Commodity future contract fair values are computed with reference to quoted market prices on future exchanges.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 12
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| |
2. | Financial risk management (continued) |
| |
§ | Other derivative financial instruments |
As of March 31, 2018, the Group has floating-to-fixed interest rate swap, foreign currency fixed-to-floating interest rate swap and foreign currency floating-to fixed interest rate swap agreements, which were also outstanding as of December 31, 2017.
During the period ended March 31, 2017, the Group entered into several currency forward contracts with Brazilian banks in order to hedge the fluctuation of the Brazilian Reais against US Dollar for a total notional amount of US$ 14.8 million. Those contracts entered in 2018 had maturity dates November 2018. The outstanding contracts resulted in the recognition of a loss of US$ 0.1 million in 2018. No contract of this kind have been entered in 2018.
During the period ended on March 31 2017, the Group entered into a currency forward contract with Brazilian banks in order to hedge the fluctuation of the Brazilian Reais against US Dollar for a total notional amount of US$ 37.7. These contract finished in February 2017 and resulted in a recognition of US$ 0.02 million loss.
During the period ended on March 31, 2018 and 2017, the Group entered into several currency forward contracts in order to hedge the fluctuation of the US Dollar against Euro for a total notional amount of US$ 11.0 million and US$ 20.3 million, respectively. The currency forward contracts maturity date are between May and June 2018, and March and June 2017, respectively. The outstanding contracts resulted in the recognition of a gain of US$ 0.04 million and US$ 0.02 million, respectively.
Gain and losses on currency forward contracts are included within “Financial results, net” in the statement of income.
3. Segment information
IFRS 8 “Operating Segments” requires an entity to report financial and descriptive information about its reportable segments, which are operating segments or aggregations of operating segments that meet specified criteria. 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 CODM evaluates the business based on the differences in the nature of its operations, products and services. The amount reported for each segment item is the measure reported to the CODM for these purposes.
The Group operates in three major lines of business, namely, Farming; Sugar, Ethanol and Energy; and Land Transformation.
| |
• | The Group’s ‘Farming’ line of business is further comprised of three reportable segments: |
| |
§ | The Group’s ‘Crops’ Segment consists of planting, harvesting and sale of grains, oilseeds and fibers (including wheat, corn, soybeans, cotton and sunflowers, among others), and to a lesser extent the provision of grain warehousing/conditioning, handling and drying services to third parties, and the purchase and sale of crops produced by third parties crops. Each underlying crop in the Crops 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. |
| |
§ | The Group’s ‘Rice’ Segment consists of planting, harvesting, processing and marketing of rice; |
| |
§ | The Group’s ‘Dairy’ Segment consists of the production and sale of raw milk; |
| |
§ | The Group’s ‘All Other Segments’ column consists of the aggregation of the remaining non-reportable operating segments, which do not meet the quantitative thresholds for disclosure and for which the Group's management does not consider them to be significance Coffee and Cattle. |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 13
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
3. Segment information (continued)
| |
• | The Group’s ‘Sugar, Ethanol and Energy’ Segment consists of cultivating sugarcane which is processed in owned sugar mills, transformed into ethanol, sugar and electricity and marketed; |
| |
• | The Group’s ‘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). |
The measurement principles for the Group’s segment reporting structure are based on the IFRS principles adopted in the interim financial statements.
Total segment assets and liabilities are measured in a manner consistent with that of the condensed consolidated interim financial statements. These assets and liabilities are allocated based on the operations of the segment and the physical location of the asset. The Group’s investment in the joint venture CHS S.A. is allocated to the ‘Crops’ segment.
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’.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 14
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
3. Segment information (continued)
Segment analysis for the three-month period ended March 31, 2018 (unaudited)
|
| | | | | | | | | | | | | | | | | | | | | | | | |
| Farming | | Sugar, Ethanol and Energy | | Land Transformation | | Corporate | | Total |
| Crops | | Rice | | Dairy | | All Other Segments | | Farming subtotal | | | | |
Sales of goods and services rendered | 33,701 |
| | 15,348 |
| | 8,263 |
| | 344 |
| | 57,656 | | 97,911 |
| | — |
| | — |
| | 155,567 |
Cost of goods sold and services rendered | (33,996 | ) | | (16,457 | ) | | (8,040 | ) | | (220 | ) | | (58,713) | | (62,235 | ) | | — |
| | — |
| | (120,948) |
Initial recognition and changes in fair value of biological assets and agricultural produce | 17,894 |
| | 10,622 |
| | 2,250 |
| | (185 | ) | | 30,581 | | (14,500 | ) | | — |
| | — |
| | 16,081 |
Changes in net realizable value of agricultural produce after harvest | (691 | ) | | — |
| | — |
| | — |
| | (691) | | — |
| | — |
| | — |
| | (691) |
Margin on manufacturing and agricultural activities before operating expenses | 16,908 |
| | 9,513 |
| | 2,473 |
| | (61 | ) | | 28,833 | | 21,176 |
| | — |
| | — |
| | 50,009 |
General and administrative expenses | (905 | ) | | (1,310 | ) | | (391 | ) | | (40 | ) | | (2,646) | | (7,651 | ) | | — |
| | (4,875 | ) | | (15,172) |
Selling expenses | (1,401 | ) | | (2,593 | ) | | (60 | ) | | (43 | ) | | (4,097) | | (12,219 | ) | | — |
| | (10 | ) | | (16,326) |
Other operating income, net | (5,214 | ) | | 135 |
| | (22 | ) | | (2 | ) | | (5,103) | | 24,033 |
| | — |
| | 6 |
| | 18,936 |
Profit / (loss) from operations before financing and taxation | 9,388 |
| | 5,745 |
| | 2,000 |
| | (146 | ) | | 16,987 | | 25,339 |
| | — |
| | (4,879 | ) | | 37,447 |
| | | | | | | | | | | | | | | | | |
Depreciation and amortization | (461 | ) | | (1,038 | ) | | (304 | ) | | (41 | ) | | (1,844) | | (22,649 | ) | | — |
| | — |
| | (24,493) |
Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized) | 13,818 |
| | 10,622 |
| | 67 |
| | 108 |
| | 24,615 | | (15,319 | ) | | — |
| | — |
| | 9,296 |
Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | 4,076 |
| | — |
| | 2,183 |
| | (293 | ) | | 5,966 | | 819 |
| | — |
| | — |
| | 6,785 |
Changes in net realizable value of agricultural produce after harvest (unrealized) | 910 |
| | — |
| | — |
| | — |
| | 910 | | — |
| | — |
| | — |
| | 910 |
Changes in net realizable value of agricultural produce after harvest (realized) | (1,601 | ) | | — |
| | — |
| | — |
| | (1,601) | | — |
| | — |
| | — |
| | (1,601) |
| | | | | | | | | | | | | | | | | |
Farmlands and farmland improvements, net | 56,676 |
| | 12,300 |
| | 198 |
| | 8,690 |
| | 77,864 | | 26,218 |
| | — |
| | — |
| | 104,082 |
Machinery, equipment, building and facilities, and other fixed assets, net | 21,442 |
| | 17,137 |
| | 11,051 |
| | 369 |
| | 49,999 | | 410,058 |
| | — |
| | — |
| | 460,057 |
Bearer plants, net | 274 |
| | — |
| | — |
| | 1,823 |
| | 2,097 | | 244,499 |
| | — |
| | — |
| | 246,596 |
Work in progress | 3,001 |
| | 5,089 |
| | 7,696 |
| | — |
| | 15,786 | | 25,638 |
| | — |
| | — |
| | 41,424 |
Investment property | — |
| | — |
| | — |
| | 2,102 |
| | 2,102 | | — |
| | — |
| | — |
| | 2,102 |
Goodwill | 2,983 |
| | 1,371 |
| | — |
| | 1,077 |
| | 5,431 | | 6,571 |
| | — |
| | — |
| | 12,002 |
Biological assets | 47,297 |
| | 4,233 |
| | 9,740 |
| | 4,200 |
| | 65,470 | | 84,984 |
| | — |
| | — |
| | 150,454 |
Finished goods | 21,938 |
| | 9,907 |
| | — |
| | — |
| | 31,845 | | 20,585 |
| | — |
| | — |
| | 52,430 |
Raw materials, Stocks held by third parties and others | 8,969 |
| | 45,687 |
| | 3,433 |
| | 63 |
| | 58,152 | | 26,032 |
| | — |
| | — |
| | 84,184 |
Total segment assets | 162,580 |
| | 95,724 |
| | 32,118 |
| | 18,324 |
| | 308,746 | | 844,585 |
| | — |
| | — |
| | 1,153,331 |
Borrowings | 76,173 |
| | 90,422 |
| | 2,707 |
| | 2,412 |
| | 171,714 | | 611,714 |
| | — |
| | 45,103 |
| | 828,531 |
Total segment liabilities | 76,173 |
| | 90,422 |
| | 2,707 |
| | 2,412 |
| | 171,714 | | 611,714 |
| | — |
| | 45,103 |
| | 828,531 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 15
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
3. Segment information (continued)
Segment analysis for the three-month period ended March 31, 2017 (unaudited)
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Farming | | Sugar, Ethanol and Energy | | Land Transformation | | Corporate | | Total |
| Crops | | Rice | | Dairy | | All Other Segments | | Farming subtotal | | | | |
Sales of goods and services rendered | 25,196 |
| | 19,260 |
| | 10,812 |
| | 171 |
| | 55,439 |
| | 110,652 | | | — | | | — | | | 166,091 | |
Cost of goods sold and services rendered | (25,136 | ) | | (17,436 | ) | | (10,485 | ) | | (56 | ) | | (53,113 | ) | | (86,249 | ) | | — | | | — | | | (139,362 | ) |
Initial recognition and changes in fair value of biological assets and agricultural produce | 11,897 |
| | 6,022 |
| | 1,941 |
| | 184 |
| | 20,044 |
| | (2,679 | ) | | — | | | — | | | 17,365 | |
Changes in net realizable value of agricultural produce after harvest | (227 | ) | | — |
| | — |
| | — |
| | (227 | ) | | — | | | — | | | — | | | (227 | ) |
Margin on manufacturing and agricultural activities before operating expenses | 11,730 |
| | 7,846 |
| | 2,268 |
| | 299 |
| | 22,143 |
| | 21,724 | | | — | | | — | | | 43,867 | |
General and administrative expenses | (673 | ) | | (1,125 | ) | | (239 | ) | | (43 | ) | | (2,080 | ) | | (6,865 | ) | | — | | | (5,072 | ) | | (14,017 | ) |
Selling expenses | (1,032 | ) | | (3,085 | ) | | (239 | ) | | (4 | ) | | (4,360 | ) | | (11,606 | ) | | — | | | (48 | ) | | (16,014 | ) |
Other operating (loss)/income, net | 2,160 |
| | 174 |
| | 250 |
| | (161 | ) | | 2,423 |
| | 10,887 | | | — | | | (38 | ) | | 13,272 | |
Profit / (loss) from operations before financing and taxation | 12,185 |
| | 3,810 |
| | 2,040 |
| | 91 |
| | 18,126 |
| | 14,140 | | | — | | | (5,158 | ) | | 27,108 | |
| | | | | | | | | | | | | | | | | |
Depreciation and amortization | (335 | ) | | (922 | ) | | (238 | ) | | (30 | ) | | (1,525 | ) | | (16,124 | ) | | — | | | — | | | (17,649 | ) |
Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized) | 9,960 |
| | 5,673 |
| | — |
| | 184 |
| | 15,817 |
| | (9,974 | ) | | — | | | — | | | 5,843 | |
Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | 1,937 |
| | 349 |
| | 1,941 |
| | — |
| | 4,227 |
| | 7,295 | | | — | | | — | | | 11,522 | |
Changes in net realizable value of agricultural produce after harvest (unrealized) | (174 | ) | | — |
| | — |
| | — |
| | (174 | ) | | — | | | — | | | — | | | (174 | ) |
Changes in net realizable value of agricultural produce after harvest (realized) | (53 | ) | | — |
| | — |
| | — |
| | (53 | ) | | — | | | — | | | — | | | (53 | ) |
| | | | | | | | |
|
| | | | | | | | |
As of December 31,2017: | | | | | | | | | | | | | | | | | |
Farmlands and farmland improvements, net | 59,680 |
| | 13,688 |
| | 248 |
| | 9,346 |
| | 82,962 |
| | 26,342 | | | — | | | — | | | 109,304 | |
Machinery, equipment, building and facilities, and other fixed assets, net | 21,365 |
| | 18,851 |
| | 12,175 |
| | 341 |
| | 52,732 |
| | 390,350 | | | — | | | — | | | 443,082 | |
Bearer plants, net | 252 |
| | — |
| | — |
| | 1,832 |
| | 2,084 |
| | 236,826 | | | — | | | — | | | 238,910 | |
Work in progress | 714 |
| | 1,940 |
| | 5,659 |
| | — |
| | 8,313 |
| | 21,322 | | | — | | | — | | | 29,635 | |
Investment property | — |
| | — |
| | — |
| | 2,271 |
| | 2,271 |
| | — | | | — | | | — | | | 2,271 | |
Goodwill | 3,221 |
| | 1,480 |
| | — |
| | 1,110 |
| | 5,811 |
| | 6,601 | | | — | | | — | | | 12,412 | |
Biological assets | 31,745 |
| | 29,717 |
| | 9,338 |
| | 4,016 |
| | 74,816 |
| | 93,178 | | | — | | | — | | | 167,994 | |
Finished goods | 21,146 |
| | 8,476 |
| | — |
| | — |
| | 29,622 |
| | 32,266 | | | — | | | — | | | 61,888 | |
Raw materials, Stocks held by third parties and others | 17,958 |
| | 9,927 |
| | 1,726 |
| | 364 |
| | 29,975 |
| | 17,056 | | | — | | | — | | | 47,031 | |
Total segment assets | 156,081 |
| | 84,079 |
| | 29,146 |
| | 19,280 |
| | 288,586 |
| | 823,941 | | | — | | | — | | | 1,112,527 | |
Borrowings | 69,789 |
| | 62,790 |
| | 2,384 |
| | 3,829 |
| | 138,792 |
| | 633,638 | | | — | | | 45,528 | | | 817,958 | |
Total segment liabilities | 69,789 |
| | 62,790 |
| | 2,384 |
| | 3,829 |
| | 138,792 |
| | 633,638 | | | — | | | 45,528 | | | 817,958 | |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 16
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
4. Sales
|
| | | | | | |
| | March 31, 2018 | | March 31, 2017 |
| | (unaudited) |
Sales of manufactured products and services rendered: | | | | |
Ethanol | | 73,788 |
| | 57,279 |
|
Sugar (*) | | 19,553 |
| | 46,970 |
|
Soybean oil and meal | | 2,991 |
| | — |
|
Rice | | 14,513 |
| | 19,055 |
|
Energy | | 4,532 |
| | 6,384 |
|
Powder milk | | 429 |
| | 2,660 |
|
Operating leases | | 177 |
| | 175 |
|
Services | | 245 |
| | 411 |
|
Others | | 2,532 |
| | 280 |
|
| | 118,760 |
| | 133,214 |
|
Sales of agricultural produce and biological assets: | | | | |
Soybean (*) | | 8,725 |
| | 5,362 |
|
Cattle for dairy production | | 725 |
| | 735 |
|
Corn (*) | | 13,631 |
| | 9,414 |
|
Milk | | 7,314 |
| | 7,181 |
|
Wheat | | 4,435 |
| | 8,376 |
|
Sunflower | | 710 |
| | 422 |
|
Barley | | 1,090 |
| | 1,324 |
|
Seeds | | 62 |
| | — |
|
Others | | 115 |
| | 63 |
|
| | 36,807 |
| | 32,877 |
|
Total sales | | 155,567 |
| | 166,091 |
|
(*) Includes sales of soybean, corn and sugar produced by third parties for an amount of US$ 3.0 million,US$ 7.1 million and US$ 11.9 million 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 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$89 million as of March 31, 2018 (March 31, 2017: US$ 108 million) comprised primarily of 53.834 tons of sugar (US$ 15.0 million), 16.019 m³ of ethanol (US$ 11.2 million), 198.854 mhw of energy (U$S 28.8 million), 85.441 tons of soybean (US$ 13.3 million), 59,676 tons of corn (US$ 19.2 million), 4,318 tons of wheat (US$ 0.8 million) and other products (US$ 0.8 million) which expire between April 2018 and December 2018.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 17
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
5. Cost of goods sold and services rendered
As of March 31, 2018 :
|
| | | | | | | | | | | | | | | | | |
| March 31, 2018 |
| Crops | | Rice | | Dairy | | All other segments | | Sugar, Ethanol and Energy | | Total |
Finished goods at the beginning of 2018 (Note 17) | 21,146 |
| | 8,476 |
| | — |
| | — |
| | 32,266 |
| | 61,888 |
|
Cost of production of manufactured products (Note 6) | 1,657 |
| | 18,030 |
| | 172 |
| | 49 |
| | 47,337 |
| | 67,245 |
|
Purchases | 10,586 |
| | 542 |
| | — |
| | — |
| | 10,743 |
| | 21,871 |
|
Agricultural produce | 27,065 |
| | — |
| | 7,868 |
| | 171 |
| | — |
| | 35,104 |
|
Transfer to raw material | (4,942 | ) | | — |
| | — |
| | — |
| | — |
| | (4,942 | ) |
Direct agricultural selling expenses | 4,167 |
| | — |
| | — |
| | — |
| | — |
| | 4,167 |
|
Tax recoveries (i) | — |
| | — |
| | — |
| | — |
| | (7,998 | ) | | (7,998 | ) |
Changes in net realizable value of agricultural produce after harvest | (691 | ) | | — |
| | — |
| | — |
| | — |
| | (691 | ) |
Finished goods at the end of March 31, 2018 (Note 17) | (21,938 | ) | | (9,907 | ) | | — |
| | — |
| | (20,585 | ) | | (52,430 | ) |
Exchange differences | (3,054 | ) | | (684 | ) | | — |
| | — |
| | 472 |
| | (3,266 | ) |
Cost of goods sold and services rendered, and direct agricultural selling expenses year | 33,996 |
| | 16,457 |
| | 8,040 |
| | 220 |
| | 62,235 |
| | 120,948 |
|
(i): Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
As of March 31, 2017:
|
| | | | | | | | | | | | | | | | | |
| March 31, 2017 |
| Crops | | Rice | | Dairy | | All other segments | | Sugar, Ethanol and Energy | | Total |
Finished goods at the beginning of 2017 | 13,117 |
| | 5,473 |
| | — |
| | — |
| | 49,601 |
| | 68,191 |
|
Cost of production of manufactured products (Note 6) | 77 |
| | 16,992 |
| | — |
| | 56 |
| | 50,946 |
| | 68,071 |
|
Purchases | 11,861 |
| | 972 |
| | 2,569 |
| | — |
| | 19,936 |
| | 35,338 |
|
Agricultural produce | 12,881 |
| | — |
| | 7,916 |
| | — |
| | — |
| | 20,797 |
|
Transfer to raw material | (2,157 | ) | | — |
| | — |
| | — |
| | — |
| | (2,157 | ) |
Direct agricultural selling expenses | 2,965 |
| | — |
| | — |
| | — |
| | — |
| | 2,965 |
|
Tax recoveries (i) | — |
| | — |
| | — |
| | — |
| | (5,320 | ) | | (5,320 | ) |
Changes in net realizable value of agricultural produce after harvest | (227 | ) | | — |
| | — |
| | — |
| | — |
| | (227 | ) |
Finished goods as of March 31, 2017 | (13,808 | ) | | (6,153 | ) | | — |
| | — |
| | (30,428 | ) | | (50,389 | ) |
Exchange differences | 427 |
| | 152 |
| | — |
| | — |
| | 1,514 |
| | 2,093 |
|
Cost of goods sold and services rendered, and direct agricultural selling expenses year | 25,136 |
| | 17,436 |
| | 10,485 |
| | 56 |
| | 86,249 |
| | 139,362 |
|
(i): Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 18
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
6.Expenses by nature
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 March 31, 2018:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Cost of production of manufactured products (Note 5) | | General and Administrative Expenses | | Selling Expenses | | Total |
| | Crops | | Rice | | Dairy | | All other segments | | Sugar, Ethanol and Energy | | Total | | | |
Salaries, social security expenses and employee benefits | | — |
| | 2,087 |
| | 38 |
| | 49 |
| | 6,260 |
| | 8,434 |
| | 8,961 |
| | 1,697 |
| | 19,092 |
Raw materials and consumables | | 42 |
| | 1,286 |
| | — |
| | — |
| | 1,052 |
| | 2,380 |
| | — |
| | — |
| | 2,380 |
Depreciation and amortization | | — |
| | 174 |
| | 69 |
| | — |
| | 15,317 |
| | 15,560 |
| | 1,671 |
| | 218 |
| | 17,449 |
Fuel, lubricants and others | | — |
| | 51 |
| | — |
| | — |
| | 4,426 |
| | 4,477 |
| | 79 |
| | 56 |
| | 4,612 |
Maintenance and repairs | | — |
| | 536 |
| | 13 |
| | — |
| | 2,255 |
| | 2,804 |
| | 358 |
| | 97 |
| | 3,259 |
Freights | | — |
| | 1,416 |
| | 9 |
| | — |
| | 99 |
| | 1,524 |
| | — |
| | 3,058 |
| | 4,582 |
Export taxes / selling taxes | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 8,042 |
| | 8,042 |
Export expenses | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 476 |
| | 476 |
Contractors and services | | 150 |
| | 191 |
| | — |
| | — |
| | 1,122 |
| | 1,463 |
| | — |
| | — |
| | 1,463 |
Energy transmission | | — |
| | — |
| | — |
| | — |
| | 275 |
| | 275 |
| | — |
| | 773 |
| | 1,048 |
Energy power | | — |
| | 492 |
| | 30 |
| | — |
| | — |
| | 522 |
| | 68 |
| | 14 |
| | 604 |
Professional fees | | — |
| | 15 |
| | 10 |
| | — |
| | 147 |
| | 172 |
| | 1,714 |
| | 90 |
| | 1,976 |
Other taxes | | — |
| | 17 |
| | — |
| | — |
| | 286 |
| | 303 |
| | 451 |
| | 2 |
| | 756 |
Contingencies | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 497 |
| | — |
| | 497 |
Lease expense and similar arrangements | | — |
| | 59 |
| | — |
| | — |
| | — |
| | 59 |
| | 292 |
| | 4 |
| | 355 |
Third parties raw materials | | — |
| | 893 |
| | — |
| | — |
| | 414 |
| | 1,307 |
| | — |
| | — |
| | 1,307 |
Tax recoveries | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 3 |
| | — |
| | 3 |
Others | | — |
| | 345 |
| | 3 |
| | — |
| | 1,045 |
| | 1,393 |
| | 1,078 |
| | 1,799 |
| | 4,270 |
Subtotal | | 192 |
| | 7,562 |
| | 172 |
| | 49 |
| | 32,698 |
| | 40,673 |
| | 15,172 |
| | 16,326 |
| | 72,171 |
Own agricultural produce consumed | | 1,465 |
| | 10,468 |
|
| — |
| | — |
|
| 14,639 |
| | 26,572 |
| | — |
|
| — |
| | 26,572 |
Total | | 1,657 |
| | 18,030 |
| | 172 |
| | 49 |
| | 47,337 |
| | 67,245 |
| | 15,172 |
| | 16,326 |
| | 98,743 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 19
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(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 March 31, 2017:
|
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cost of production of manufactured products (Note 5) | | General and Administrative Expenses | | Selling Expenses | | Total |
| Crops | | Rice | | Dairy | | All other segments | | Sugar, Ethanol and Energy | | Total | | | |
Salaries, social security expenses and employee benefits | — |
| | 2,081 |
| | — |
| | 54 |
| | 5,298 |
| | 7,433 |
| | 8,329 |
| | 1,512 |
| | 17,274 |
|
Raw materials and consumables | 77 |
| | 1,182 |
| | — |
| | — |
| | 1,179 |
| | 2,438 |
| | — |
| | — |
| | 2,438 |
|
Depreciation and amortization | — |
| | 204 |
| | — |
| | 2 |
| | 12,680 |
| | 12,886 |
| | 1,447 |
| | 181 |
| | 14,514 |
|
Fuel, lubricants and others | — |
| | 34 |
| | — |
| | — |
| | 4,770 |
| | 4,804 |
| | 155 |
| | 38 |
| | 4,997 |
|
Maintenance and repairs | — |
| | 387 |
| | — |
| | — |
| | 2,205 |
| | 2,592 |
| | 286 |
| | 143 |
| | 3,021 |
|
Freights | — |
| | 1,739 |
| | — |
| | — |
| | 15 |
| | 1,754 |
| | — |
| | 4,033 |
| | 5,787 |
|
Export taxes / selling taxes | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 6,872 |
| | 6,872 |
|
Export expenses | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 690 |
| | 690 |
|
Contractors and services | — |
| | — |
| | — |
| | — |
| | 1,137 |
| | 1,137 |
| | — |
| | — |
| | 1,137 |
|
Energy transmission | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 789 |
| | 789 |
|
Energy power | — |
| | 420 |
| | — |
| | — |
| | 54 |
| | 474 |
| | 45 |
| | 10 |
| | 529 |
|
Professional fees | — |
| | 11 |
| | — |
| | — |
| | 54 |
| | 65 |
| | 1,808 |
| | 219 |
| | 2,092 |
|
Other taxes | — |
| | 22 |
| | — |
| | — |
| | 304 |
| | 326 |
| | 167 |
| | — |
| | 493 |
|
Contingencies | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 689 |
| | — |
| | 689 |
|
Lease expense and similar arrangements | — |
| | 49 |
| | — |
| | — |
| | — |
| | 49 |
| | 350 |
| | 16 |
| | 415 |
|
Third parties raw materials | — |
| | — |
| | — |
| | — |
| | 5,239 |
| | 5,239 |
| | — |
| | — |
| | 5,239 |
|
Tax recoveries | — |
| | — |
| | — |
| | — |
| | (492 | ) | | (492 | ) | | — |
| | — |
| | (492 | ) |
Others | — |
| | 138 |
| | — |
| | — |
| | 745 |
| | 883 |
| | 741 |
| | 1,511 |
| | 3,135 |
|
Subtotal | 77 |
| | 6,267 |
| | — |
| | 56 |
| | 33,188 |
| | 39,588 |
| | 14,017 |
| | 16,014 |
| | 69,619 |
|
Own agricultural produce consumed | — |
| | 10,725 |
| | — |
| | — |
| | 17,758 |
| | 28,483 |
| | — |
| | — |
| | 28,483 |
|
Total | 77 |
| | 16,992 |
| | — |
| | 56 |
| | 50,946 |
| | 68,071 |
| | 14,017 |
| | 16,014 |
| | 98,102 |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 20
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
7. Salaries and social security expenses
|
| | | | | |
| March 31, 2018 | | March 31, 2017 |
| (unaudited) |
Wages and salaries | 30,540 |
| | 31,876 |
|
Social security costs | 8,191 |
| | 7,776 |
|
Equity-settled share-based compensation | 1,345 |
| | 1,429 |
|
| 40,076 |
| | 41,081 |
|
Number of employees | 7,921 |
| | 8,358 |
|
8. Other operating income / (loss), net
|
| | | | | |
| March 31, 2018 | | March 31, 2017 |
| (unaudited) |
Gain from commodity derivative financial instruments | 19,790 |
| | 16,274 |
|
Gain / (Loss) from disposal of other property items | 120 |
| | (557 | ) |
Losses related to energy business | — |
| | (3,247 | ) |
Others | (974 | ) | | 802 |
|
| 18,936 |
| | 13,272 |
|
9. Financial results, net
|
| | | | | |
| March 31, 2018 | | March 31, 2017 |
| (unaudited) |
Finance income: | | | |
- Interest income | 2,463 |
| | 1,422 |
|
- Cash flow hedge – transfer from equity | — |
| | 666 |
|
- Other income | 543 |
| | 24 |
|
Finance income | 3,006 | | 2,112 |
|
| | | |
Finance costs: | | | |
- Interest expense | (13,630 | ) | | (13,253 | ) |
- Cash flow hedge – transfer from equity | (2,101 | ) | | — |
|
- Foreign exchange losses, net | (9,348 | ) | | (3,684 | ) |
- Taxes | (1,050 | ) | | (517 | ) |
- Loss from interest rate/foreign exchange rate derivative financial instruments | (1,458 | ) | | (1,703 | ) |
- Other expenses | (630 | ) | | (285 | ) |
Finance costs | (28,217) | | (19,442 | ) |
Total financial results, net | (25,211) | | (17,330 | ) |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 21
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
10. Taxation
Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.
|
| | | | | |
| March 31, 2018 | | March 31, 2017 |
| (unaudited) |
Current income tax | (476 | ) | | (295 | ) |
Deferred income tax | (3,228 | ) | | (3,516 | ) |
Income tax expense | (3,704) |
| | (3,811) |
|
There has been no change in the statutory tax rates in the countries where the Group operates since December 31, 2017.
The gross movement on the deferred income tax account is as follows:
|
| | | | | |
| March 31, 2018 | | March 31, 2017 |
| (unaudited) |
Beginning of period asset | 32,980 |
| | 23,897 |
|
Exchange differences | 14 |
| | 579 |
|
Tax charge relating to cash flow hedge (i) | 1,294 |
| | (5,920 | ) |
Income tax expense | (3,228 | ) | | (3,516 | ) |
End of period asset | 31,060 |
| | 15,040 |
|
| |
(i) | Relates to the gain or loss before income tax of cash flow hedge recognized in other comprehensive income net of the amount reclassified from equity to profit and loss amounting to U$S 7,015 loss for the three-month period ended March 31, 2018. |
The tax on the Group’s profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits of the consolidated entities as follows:
|
| | | | | |
| March 31, 2018 | | March 31, 2017 |
| (unaudited) |
Tax calculated at the tax rates applicable to profits in the respective countries | (4,388 | ) | | (3,348 | ) |
Non-deductible items | (253 | ) | | (501 | ) |
Non-taxable income | 361 |
| | — |
|
Tax losses where no deferred tax asset was recognized | 82 |
| | — |
|
Utilization of previously unrecognized tax | 178 |
| | — |
|
Others | 316 |
| | 38 |
|
Income tax expense | (3,704) |
| | (3,811) |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 22
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
11. Property, plant and equipment
Changes in the Group’s property, plant and equipment in the three-month periods ended March 31, 2018 and 2017 were as follows:
|
| | | | | | | | | | | | | | | | | | | | | | | |
| Farmlands | | Farmland improvements | | Buildings and facilities | | Machinery, equipment, furniture and Fittings | | Bearer plants | | Others | | Work in progress | | Total |
Three-month period ended March 31, 2017 | | | | | | | | | | | | | | | |
Opening net book amount. | 109,858 |
| | 9,640 |
| | 190,055 |
| | 251,310 |
| | 216,169 |
| | 3,935 |
| | 21,641 |
| | 802,608 |
|
Exchange differences | 3,364 |
| | 306 |
| | 5,356 |
| | 7,377 |
| | 6,100 |
| | 127 |
| | 337 |
| | 22,967 |
|
Additions | — |
| | — |
| | 5,163 |
| | 31,075 |
| | 18,266 |
| | 860 |
| | 10,742 |
| | 66,106 |
|
Transfers | — |
| | 226 |
| | 1,472 |
| | 2,896 |
| | — |
| | — |
| | (4,594 | ) | | — |
|
Disposals | — |
| | — |
| | (56 | ) | | (974 | ) | | — |
| | (3 | ) | | — |
| | (1,033 | ) |
Reclassification to non-income tax credits (*) | — |
| | — |
| | (33 | ) | | (250 | ) | | — |
| | — |
| | (91 | ) | | (374 | ) |
Depreciation (Note 6) | — |
| | (508 | ) | | (2,209 | ) | | (6,209 | ) | | (8,174 | ) | | (358 | ) | | — |
| | (17,458 | ) |
Closing net book amount | 113,222 |
| | 9,664 |
| | 199,748 |
| | 285,225 |
| | 232,361 |
| | 4,561 |
| | 28,035 |
| | 872,816 |
|
At March 31, 2017 (unaudited) | | | | | | | | | | | | | | | |
Cost | 113,222 |
| | 20,206 |
| | 303,714 |
| | 621,376 |
| | 422,696 |
| | 14,825 |
| | 28,035 |
| | 1,524,074 |
|
Accumulated depreciation | — |
| | (10,542 | ) | | (103,966 | ) | | (336,151 | ) | | (190,335 | ) | | (10,264 | ) | | — |
| | (651,258 | ) |
Net book amount | 113,222 |
| | 9,664 |
| | 199,748 |
| | 285,225 |
| | 232,361 |
| | 4,561 |
| | 28,035 |
| | 872,816 |
|
Three-month period ended March 31, 2018 | | | | | | | | | | | | | | | |
Opening net book amount | 100,297 |
| | 9,007 |
| | 192,844 |
| | 246,080 |
| | 238,910 |
| | 4,158 |
| | 29,635 |
| | 820,931 |
|
Exchange differences | (3,987 | ) | | (671 | ) | | (2,257 | ) | | (5,058 | ) | | (1,317 | ) | | (176 | ) | | 1,367 |
| | (12,099 | ) |
Additions | — |
| | — |
| | 5,520 |
| | 29,910 |
| | 17,823 |
| | 913 |
| | 14,161 |
| | 68,327 |
|
Transfers | — |
| | 4 |
| | 814 |
| | 2,882 |
| | — |
| | — |
| | (3,700 | ) | | — |
|
Disposals | — |
| | — |
| | (16 | ) | | (597 | ) | | — |
| | (11 | ) | | — |
| | (624 | ) |
Reclassification to non-income tax credits (*) | — |
| | — |
| | (16 | ) | | (93 | ) | | — |
| | — |
| | (39 | ) | | (148 | ) |
Depreciation (Note 6) | — |
| | (568 | ) | | (3,387 | ) | | (11,058 | ) | | (8,820 | ) | | (395 | ) | | — |
| | (24,228 | ) |
Closing net book amount | 96,310 |
| | 7,772 |
| | 193,502 |
| | 262,066 |
| | 246,596 |
| | 4,489 |
| | 41,424 |
| | 852,159 |
|
At March 31, 2018 (unaudited) | | | | | | | | | | | | | | | |
Cost | 96,310 |
| | 20,115 |
| | 314,791 |
| | 661,559 |
| | 389,087 |
| | 16,374 |
| | 41,424 |
| | 1,539,660 |
|
Accumulated depreciation | — |
| | (12,343 | ) | | (121,289 | ) | | (399,493 | ) | | (142,491 | ) | | (11,885 | ) | | — |
| | (687,501 | ) |
Net book amount | 96,310 |
| | 7,772 |
| | 193,502 |
| | 262,066 |
| | 246,596 |
| | 4,489 |
| | 41,424 |
| | 852,159 |
|
(*) Brazilian federal tax law allows entities to take a percentage of the total cost of the assets purchased as a tax credit. As of March 31, 2018, ICMS tax credits were reclassified to trade and other receivables.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 23
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
11. Property, plant and equipment (continued)
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 period ended March 31, 2018 and 2017, respectively.
As of March 31, 2018, borrowing costs of US$ 1,481 (March 31, 2017: US$ 551) were capitalized as components of the cost of acquisition or construction of 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$ 264,101 as of March 31, 2018.
As of March 31, 2018 included within property, plant and equipment balances are US$ 192 related to the net book value of assets under finance leases.
12. Investment property
Changes in the Group’s investment property in the three-month periods ended March 31, 2018 and 2017 were as follows:
|
| | | | | | |
| | March 31, 2018 | | March 31, 2017 |
| | (unaudited) |
Beginning of the period | | 2,271 |
| | 2,666 |
|
Exchange differences | | (169 | ) | | 86 |
|
End of the period | | 2,102 |
| | 2,752 |
|
Cost | | 2,102 |
| | 2,752 |
|
Net book amount | | 2,102 |
| | 2,752 |
|
The following amounts have been recognized in the statement of income in the line “Sales of manufactured products and services rendered”:
|
| | | | | |
| | March 31, 2018 | | March 31, 2017 |
| | (unaudited) |
Rental income | | 170 |
| | 171 |
As of March 31, 2018, the fair value (level 3) of investment property was US$ 42 million.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 24
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
13. Intangible assets
Changes in the Group’s intangible assets in the three-month periods ended March 31, 2018 and 2017 were as follows:
|
| | | | | | | | | | | | |
| | Goodwill | | Software | | Others | | Total |
Three-month period ended March 31, 2017 | | | | | | | | |
Opening net book amount | | 13,405 |
| | 2,901 |
| | 946 |
| | 17,252 |
|
Exchange differences | | 402 |
| | 74 |
| | 2 |
| | 478 |
|
Additions | | — |
| | 94 |
| | 7 |
| | 101 |
|
Amortization charge (i) (Note 6) | | — |
| | (180 | ) | | (11 | ) | | (191 | ) |
Closing net book amount | | 13,807 |
| | 2,889 |
| | 944 |
| | 17,640 |
|
At March 31, 2017 (unaudited) | | | | | | | | |
Cost | | 13,807 |
| | 5,580 |
| | 2,680 |
| | 22,067 |
|
Accumulated amortization | | — |
| | (2,691 | ) | | (1,736 | ) | | (4,427 | ) |
Net book amount | | 13,807 |
| | 2,889 |
| | 944 |
| | 17,640 |
|
| | | | | | | | |
Three-month period ended March 31, 2018 | | | | | | | | |
Opening net book amount | | 12,412 |
| | 3,851 |
| | 929 |
| | 17,192 |
Exchange differences | | (410 | ) | | (119 | ) | | (4 | ) | | (533 | ) |
Additions | | — |
| | 443 |
| | 13 |
| | 456 |
|
Amortization charge (i) (Note 6) | | — |
| | (255 | ) | | (10 | ) | | (265 | ) |
Closing net book amount | | 12,002 |
| | 3,920 |
| | 928 |
| | 16,850 |
|
At March 31, 2018 (unaudited) | | | | | | | | |
Cost | | 12,002 |
| | 7,575 |
| | 2,704 |
| | 22,281 |
Accumulated amortization | | — |
| | (3,655 | ) | | (1,776 | ) | | (5,431 | ) |
Net book amount | | 12,002 |
| | 3,920 |
| | 928 |
| | 16,850 |
|
(i)Amortization charges are included in “General and administrative expenses” and “Selling expenses” for the period ended March 31, 2018 and 2017, respectively.
The Group tests annually whether goodwill has suffered any impairment. The last impairment test of goodwill was performed as of September 30, 2017.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 25
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
14. Biological assets
Changes in the Group’s biological assets in the three-month periods ended March 31, 2018 and 2017 were as follows:
|
| | | | | | | | | | | | | | | | | |
| March 31, 2018 |
| Crops (i) | | Rice (i) | | Dairy | | All other segments | | Sugarcane (i) | | Total |
Beginning of the year | 31,745 |
| | 29,717 |
| | 9,338 |
| | 4,016 |
| | 93,178 |
| | 167,994 |
|
Increase due to purchases | — |
| | — |
| | — |
| | 430 |
| | — |
| | 430 |
|
Initial recognition and changes in fair value of biological assets | 17,894 |
| | 10,622 |
| | 2,250 |
| | (185 | ) | | (14,500 | ) | | 16,081 |
|
Decrease due to harvest / disposals | (27,065 | ) | | (47,257 | ) | | (550 | ) | | (172 | ) | | (15,434 | ) | | (90,478 | ) |
Decrease due to sales of agricultural produce | — |
| | — |
| | (7,318 | ) | | — |
| | — |
| | (7,318 | ) |
Costs incurred during the year | 27,598 |
| | 13,359 |
| | 6,717 |
| | 414 |
| | 22,042 |
| | 70,130 |
|
Exchange differences | (2,875 | ) | | (2,208 | ) | | (697 | ) | | (303 | ) | | (302 | ) | | (6,385 | ) |
End of the period | 47,297 |
| | 4,233 |
| | 9,740 |
| | 4,200 |
| | 84,984 |
| | 150,454 |
|
|
| | | | | | | | | | | | | | | | | |
| March 31, 2017 |
| Crops (i) | | Rice (i) | | Dairy | | All other segments | | Sugarcane (i) | | Total |
Beginning of the year | 28,189 |
| | 25,575 |
| | 6,827 |
| | 2,433 |
| | 82,380 |
| | 145,404 |
|
Increase due to purchases | — |
| | — |
| | — |
| | 233 |
| | — |
| | 233 |
|
Initial recognition and changes in fair value of biological assets | 11,897 |
| | 6,022 |
| | 1,941 |
| | 184 |
| | (2,679 | ) | | 17,365 |
|
Decrease due to harvest / disposals | (12,881 | ) | | (40,986 | ) | | (735 | ) | | — |
| | (18,983 | ) | | (73,585 | ) |
Decrease due to sales of agricultural produce | — |
| | — |
| | (7,181 | ) | | — |
| | — |
| | (7,181 | ) |
Costs incurred during the year | 23,779 |
| | 12,565 |
| | 6,133 |
| | 221 |
| | 18,281 |
| | 60,979 |
|
Exchange differences | 1,528 |
| | 525 |
| | 226 |
| | (19 | ) | | 2,407 |
| | 4,667 |
|
End of the period | 52,512 |
| | 3,701 |
| | 7,211 |
| | 3,052 |
| | 81,406 |
| | 147,882 |
|
| |
(i) | Biological assets that are measured at fair value within level 3 of the hierarchy. |
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 26
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
14. Biological assets (continued)
Cost of production as of March 31, 2018:
|
| | | | | | | | | | | | | | | | | |
| March 31, 2018 |
| Crops | | Rice | | Dairy | | All other segments | | Sugar, Ethanol and Energy | | Total |
Salaries, social security expenses and employee benefits | 910 |
| | 2,494 |
| | 1,012 |
| | 122 |
| | 1,931 |
| | 6,469 |
|
Depreciation and amortization | 127 |
| | — |
| | — |
| | — |
| | 432 |
| | 559 |
|
Fertilizers, agrochemicals and seeds | 15,612 |
| | 1,542 |
| | — |
| | — |
| | 9,366 |
| | 26,520 |
|
Fuel, lubricants and others | 290 |
| | 199 |
| | 182 |
| | 21 |
| | 610 |
| | 1,302 |
|
Maintenance and repairs | 298 |
| | 719 |
| | 450 |
| | 47 |
| | 272 |
| | 1,786 |
|
Freights | 56 |
| | 161 |
| | 11 |
| | 18 |
| | — |
| | 246 |
|
Contractors and services | 6,264 |
| | 6,323 |
| | — |
| | 20 |
| | 2,248 |
| | 14,855 |
|
Feeding expenses | — |
| | — |
| | 2,523 |
| | 58 |
| | — |
| | 2,581 |
|
Veterinary expenses | — |
| | — |
| | 491 |
| | 37 |
| | — |
| | 528 |
|
Energy power | 39 |
| | 1,603 |
| | 247 |
| | — |
| | — |
| | 1,889 |
|
Professional fees | 51 |
| | 5 |
| | — |
| | — |
| | 84 |
| | 140 |
|
Other taxes | 385 |
| | 41 |
| | 2 |
| | 31 |
| | 16 |
| | 475 |
|
Lease expense and similar arrangements | 2,872 |
| | 165 |
| | — |
| | — |
| | 6,917 |
| | 9,954 |
|
Others | 694 |
| | 107 |
| | 44 |
| | 3 |
| | 166 |
| | 1,014 |
|
Subtotal | 27,598 |
| | 13,359 |
| | 4,962 |
| | 357 |
| | 22,042 |
| | 68,318 |
|
Own agricultural produce consumed | — |
| | — |
| | 1,755 |
| | 57 |
| | — |
| | 1,812 |
|
Total | 27,598 |
| | 13,359 |
| | 6,717 |
| | 414 |
| | 22,042 |
| | 70,130 |
|
Cost of production as of March 31, 2017:
|
| | | | | | | | | | | | | | | | | |
| March 31, 2017 |
| Crops | | Rice | | Dairy | | All other segments | | Sugar, Ethanol and Energy | | Total |
Salaries, social security expenses and employee benefits | 1,192 |
| | 2,488 |
| | 1,181 |
| | 95 |
| | 2,136 |
| | 7,092 |
|
Depreciation and amortization | 129 |
| | — |
| | — |
| | — |
| | 558 |
| | 687 |
|
Fertilizers, agrochemicals and seeds | 14,175 |
| | 1,052 |
| | 2 |
| | — |
| | 8,372 |
| | 23,601 |
|
Fuel, lubricants and others | 249 |
| | 268 |
| | 173 |
| | 1 |
| | 728 |
| | 1,419 |
|
Maintenance and repairs | 398 |
| | 676 |
| | 436 |
| | 49 |
| | 433 |
| | 1,992 |
|
Freights | 16 |
| | 236 |
| | 37 |
| | 1 |
| | — |
| | 290 |
|
Contractors and services | 5,147 |
| | 6,431 |
| | — |
| | — |
| | 1,132 |
| | 12,710 |
|
Feeding expenses | — |
| | — |
| | 2,350 |
| | 3 |
| | — |
| | 2,353 |
|
Veterinary expenses | — |
| | — |
| | 421 |
| | 42 |
| | — |
| | 463 |
|
Energy power | 20 |
| | 855 |
| | 155 |
| | — |
| | — |
| | 1,030 |
|
Professional fees | 47 |
| | 11 |
| | 11 |
| | 1,000 |
| | 23 |
| | 93 |
|
Other taxes | 439 |
| | 35 |
| | 2 |
| | 29 |
| | 30 |
| | 535 |
|
Lease expense and similar arrangements | 1,171 |
| | 176 |
| | 1 |
| | — |
| | 4,609 |
| | 5,957 |
|
Others | 796 |
| | 337 |
| | 78 |
| | — |
| | 260 |
| | 1,471 |
|
Subtotal | 23,779 |
| | 12,565 |
| | 4,847 |
| | 221 |
| | 18,281 |
| | 59,693 |
|
Own agricultural produce consumed | — |
| | — |
| | 1,286 |
| | — |
| | — |
| | 1,286 |
|
Total | 23,779 |
| | 12,565 |
| | 6,133 |
| | 221 |
| | 18,281 |
| | 60,979 |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 27
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
14. Biological assets (continued)
Biological assets as of March 31, 2018 and December 31, 2017 were as follows:
|
| | | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Non-current | | | |
Cattle for dairy production | 9,408 |
| | 8,989 |
|
Breeding cattle | 1,953 |
| | 1,984 |
|
Other cattle | 278 |
| | 303 |
|
| 11,639 |
| | 11,276 |
|
Current | | | |
Breeding cattle | 1,969 |
| | 1,729 |
|
Other cattle | 332 |
| | 349 |
|
Sown land – crops | 47,297 |
| | 31,745 |
|
Sown land – rice | 4,233 |
| | 29,717 |
|
Sown land – sugarcane | 84,984 |
| | 93,178 |
|
| 138,815 |
| | 156,718 |
|
Total biological assets | 150,454 |
| | 167,994 |
|
15. Financial instruments
As of March 31, 2018, 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. A market is deemed active if transactions take place with sufficient frequency and in sufficient quantity for price information to be available on an ongoing basis. Since a quoted price in an active market is the most reliable indicator of fair value, this should always be used if available. The financial instruments the Group has allocated to this level mainly comprise crop futures and options traded on the stock market. In the case of securities, the Group allocates them to this level when either a stock market price is available or prices are provided by a price quotation on the basis of actual market transactions.
Derivatives not traded on the stock market allocated to Level 2 are valued using models based on observable market data. For this, the Group uses inputs directly or indirectly observable in the market, other than quoted prices. If the financial instrument concerned has a fixed contract period, the inputs used for valuation must be observable for the whole of this period. 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 inputs used reflect the Group’s assumptions regarding the factors, which market players would consider in their pricing. The Group uses the best available information for this, including internal company data. The Group does not have financial instruments allocated to this level for any of the periods presented.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 28
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
15. Financial instruments (continued)
The following tables present the Group’s financial assets and financial liabilities that are measured at fair value as of March 31, 2018 and their allocation to the fair value hierarchy:
|
| | | | | | | | |
| 2018 |
| Level 1 | | Level 2 | | Total |
| | | | | |
Assets | | | | | |
Derivative financial instruments | 11,996 |
| | 62 |
| | 12,058 |
|
Total assets | 11,996 |
| | 62 |
| | 12,058 |
|
Liabilities | | | | | |
Derivative financial instruments | (1,381 | ) | | (940 | ) | | (2,321 | ) |
Total liabilities | (1,381 | ) | | (940 | ) | | (2,321 | ) |
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:
|
| | | | | | | | | | | |
Class | | Pricing Method | | Parameters | | Pricing Model | | Level | | Total |
| | | | | | | | | | |
Futures | | Quoted price | | - | | - | | 1 | | 10,386 |
|
| | | | | | | | | | |
Options | | Quoted price | | - | | - | | 1 | | 229 |
|
| | | | | | | | | | |
NDF | | Quoted price | | - | | - | | 2 | | (128 | ) |
| | | | | | | | | | |
Foreign-currency interest-rate swaps | | Theoretical price | | Swap curve | | Present value method | | 2 | | (750 | ) |
| | | | | | | | | | 9,737 |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 29
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
16. Trade and other receivables, net
|
| | | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Non current | | | |
Trade receivables | 6,662 |
| | 6,597 |
|
Trade receivables – net | 6,662 |
| | 6,597 |
|
Advances to suppliers | 2,411 |
| | 2,363 |
|
Income tax credits | 6,485 |
| | 6,955 |
|
Non-income tax credits (i) | 1,826 |
| | 1,863 |
|
Judicial deposits | 3,335 |
| | 3,191 |
|
Other receivables | 743 |
| | 1,138 |
|
Non current portion | 21,462 |
| | 22,107 |
|
Current | | | |
Trade receivables | 60,546 |
| | 43,078 |
|
Receivables from related parties (Note 25) | 10,380 |
| | 10,218 |
|
Less: Allowance for trade receivables | (1,309 | ) | | (1,002 | ) |
Trade receivables – net | 69,617 |
| | 52,294 |
|
Prepaid expenses | 17,025 |
| | 11,565 |
|
Advance to suppliers | 43,507 |
| | 36,497 |
|
Income tax credits | 16,229 |
| | 2,046 |
|
Non-income tax credits (i) | 26,410 |
| | 38,865 |
|
Cash collateral | 94 |
| | 380 |
|
Receivables from related parties (Note 25) | 406 |
| | 176 |
|
Other receivables | 6,748 |
| | 8,284 |
|
Subtotal | 110,419 |
| | 97,813 |
|
Current portion | 180,036 |
| | 150,107 |
|
Total trade and other receivables, net | 201,498 |
| | 172,214 |
|
(i) Includes US$ 148 for the three-month period ended March 31, 2018 reclassified from property, plant and equipment (for the year ended December 31, 2017: US$ 1,086).
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 US dollars):
|
| | | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Currency | | | |
US Dollar | 52,217 |
| | 50,400 |
|
Argentine Peso | 59,957 |
| | 48,911 |
|
Uruguayan Peso | 571 |
| | 415 |
|
Brazilian Reais | 88,449 |
| | 72,488 |
|
Euro | 304 |
| | — |
|
| 201,498 |
| | 172,214 |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 30
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements (continued)
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
16. Trade and other receivables, net (continued)
As of March 31, 2018 trade receivables of US$ 61,671 (December 31, 2017: US$ 5,052) were past due but not impaired. The ageing analysis of these receivables indicates that US$ 592 and US$ 318 are over 6 months in March 31, 2018 and December 31, 2017, respectively.
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 other classes within other receivables do not contain impaired assets.
The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable mentioned above.
17. Inventories
|
| | | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Raw materials | 83,939 |
| | 46,836 |
|
Finished goods (Note 5) (i) | 52,430 |
| | 61,888 |
|
Others | 245 |
| | 195 |
|
| 136,614 |
| | 108,919 |
|
(i): Finished goods of Crops reportable segment are valued at fair value.
18. Cash and cash equivalents
|
| | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Cash at bank and on hand | 105,786 |
| | 118,358 |
Short-term bank deposits | 77,989 |
| | 150,837 |
| 183,775 |
| | 269,195 |
19. Shareholder´s Contributions
|
| | | | | | | |
| | | Number of shares (thousands) | | Share capital and share premium |
At January 1, 2017 | | | 122,382 |
| | 1,120,823 |
|
Purchase of own shares | | | — |
| | (1,059 | ) |
At March 31, 2017 | | | 122,382 |
| | 1,119,764 |
|
| | | | | |
At January 1, 2018 | | | 122,382 |
| | 1,092,507 |
|
Purchase of own shares | | | — |
| | (11,398 | ) |
At March 31, 2018 | | | 122,382 |
| | 1,081,109 |
|
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 31
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| |
19. | Shareholder´s contribution (continued) |
Share Repurchase Program
On September 24, 2013, the Board of Directors of the Company authorized a share repurchase program for up to 5% of its outstanding shares. The repurchase program has been renewed by the Board of Directors after each 12-month period. On August 11, 2017, the Board of Directors approved the extension of the program for an additional twelve-month period ending on September 23, 2018.
Repurchases of shares under the program may be made from time to time (i) 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; and (ii) through privately negotiated transactions. 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. The size and the timing of repurchases will depend upon market conditions, applicable legal requirements and other factors.
As of March 31, 2018, the Company repurchased an aggregate of 8,138,436 shares under the program, of which 2,101,777 have been utilized to cover the exercise of the Company’s employee stock option plan and restricted stock units plan. During the period ended March 31, 2018 and 2017 the Company repurchased shares for an amount of US$ 13,492 and US$ 1,230, respectively. The outstanding treasury shares as of March 31, 2018 totaled 6,039,649.
20. Equity-settled share-based payments
The Group has set a “2004 Incentive Option Plan” and a “2007/2008 Equity Incentive Plan” (collectively referred to as “Option Schemes”) under which the Group grants equity-settled options to senior managers and selected employees of the Group´s subsidiaries. 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 shares, or restricted stock units to senior and medium management and key employees of the Group’s subsidiaries.
No expense was accrued for both periods under the Options Schemes.
As of March 31, 2018, nil options (March 31, 2017: nil) were exercised, and 2,575 (March 31, 2017: nil) were forfeited.
| |
(b) | Restricted Share and Restricted Stock Unit Plan |
As of March 31, 2018, the Group recognized compensation expense US$ 1.3 million related to the restricted shares granted under the Restricted Share Plan (March 31, 2017: US$ 1.4 million). For the three-month period ended March 31, 2018, nil Restricted Stock Units were granted, (March 31, 2017: nil), nil vested, (March 31, 2017: nil), and 4,906 were forfeited (March 31, 2017: 4,540).
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 32
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
21. Trade and other payables
|
| | | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Non-current | | | |
Payable from acquisition of property, plant and equipment (i) | 521 |
| | 521 |
|
Other payables | 302 |
| | 306 |
|
| 823 |
| | 827 |
|
Current | | | |
Trade payables | 74,370 |
| | 82,824 |
|
Advances from customers | 3,739 |
| | 6,722 |
|
Amounts due to related parties (Note 25) | 573 |
| | 628 |
|
Taxes payable | 4,474 |
| | 6,462 |
|
Other payables | 591 |
| | 1,787 |
|
| 83,747 |
| | 98,423 |
|
Total trade and other payables | 84,570 |
| | 99,250 |
|
| |
(i) | These trades payable are mainly collateralized by property, plant and equipment. |
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 amount, as the impact of discounting is not significant.
22. Borrowings
|
| | | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Non-current | | | |
Senior Notes (*) | 495,789 |
| | 495,707 |
|
Bank borrowings (*) | 148,019 |
| | 167,315 |
|
Obligations under finance leases | 37 |
| | 38 |
|
| 643,845 |
| | 663,060 |
|
Current | | | |
Senior Notes (*) | 750 |
| | 8,250 |
|
Bank overdrafts | 6,943 |
| | 6,214 |
|
Bank borrowings (*) | 176,949 |
| | 140,367 |
|
Obligations under finance leases | 44 |
| | 67 |
|
| 184,686 |
| | 154,898 |
|
Total borrowings | 828,531 |
| | 817,958 |
|
(*) The Group was in compliance with the related covenants under the respective loan agreements.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 33
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
| |
22. | Borrowings (continued) |
As of March 31, 2018, total bank borrowings include collateralized liabilities of US$ 159,846 (December 31, 2017: US$ 171,369). These loans are mainly collateralized by property, plant and equipment sugarcane plantations, sugar export contracts and shares of certain subsidiaries of the Group.
Notes 2027
On September 21, 2017, the Company issued senior notes (the “Notes”) for US$ 500 million, at an annual nominal 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$ 496.5 million.
The Notes are fully and unconditionally guaranteed on a senior unsecured basis by certain of our current and future subsidiaries. As of the Issue Date, 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.
The maturity of the Group's borrowings (excluding obligations under finance leases) and the Group's exposure to fixed and variable interest rates is as follows:
|
| | | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Fixed rate: | | | |
Less than 1 year | 140,993 |
| | 132,998 |
|
Between 1 and 2 years | 30,595 |
| | 35,762 |
|
Between 2 and 3 years | 19,213 |
| | 20,097 |
|
Between 3 and 4 years | 19,233 |
| | 20,130 |
|
Between 4 and 5 years | 10,953 |
| | 16,310 |
|
More than 5 years | 495,844 |
| | 495,754 |
|
| 716,831 |
| | 721,051 |
|
Variable rate: | | | |
Less than 1 year | 43,649 |
| | 21,833 |
|
Between 1 and 2 years | 22,764 |
| | 22,871 |
|
Between 2 and 3 years | 18,046 |
| | 17,945 |
|
Between 3 and 4 years | 14,718 |
| | 18,215 |
|
Between 4 and 5 years | 10,216 |
| | 11,164 |
|
More than 5 years | 2,226 |
| | 4,774 |
|
| 111,619 |
| | 96,802 |
|
| 828,450 |
| | 817,853 |
|
The breakdown of the Group´s borrowing by currency is included in Note 2 - Interest rate risk.
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 of the notes equals US$ 471 million, 94.228% of the nominal amount.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 34
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
23. Payroll and social security liabilities
|
| | | | | |
| March 31, 2018 | | December 31, 2017 |
| (unaudited) | | |
Non-current | | | |
Social security payable | 1,373 |
| | 1,240 |
|
| 1,373 |
| | 1,240 |
|
Current | | | |
Salaries payable | 10,394 |
| | 6,199 |
|
Social security payable | 2,872 |
| | 3,702 |
|
Provision for vacations | 10,720 |
| | 12,323 |
|
Provision for bonuses | 6,164 |
| | 5,043 |
|
| 30,150 |
| | 27,267 |
|
Total payroll and social security liabilities | 31,523 |
| | 28,507 |
|
24. 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. There have been no material changes to claimed amounts and current proceedings since December 31, 2017.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 35
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
25. Related-party transactions
The following is a summary of the balances and transactions with related parties:
|
| | | | | | | | | | | | | | | | |
Related party | | Relationship | | Description of transaction | | Income / (loss) included in the statement of income | | Balance receivable / (payable) |
| | | March 31, 2018 | | March 31, 2017 | | March 31, 2018 | | December 31, 2017 |
| | | | | | | | | | | | |
| | | | | | (unaudited) |
| | (unaudited) |
| | (unaudited) |
| | |
Mario Jorge de Lemos Vieira/ Cia Agropecuaria Monte Alegre/ Alfenas Agricola Ltda/ Marcelo Weyland Barbosa Vieira/ Paulo Albert Weyland Vieira | | (i) | | Receivables (Note 16) |
| — |
| | — |
| | 406 |
| | 176 |
|
Cost of manufactured products sold and services rendered | | 90 |
| | — |
| | — |
| | — |
|
Payables (Note 21) | |
| | — |
| | (402 | ) | | (367 | ) |
CHS Agro | | Joint venture | | Services | | 18 |
| | 19 |
| | — |
| | — |
|
Sales of good | | 44 |
| | — |
| | — |
| | — |
|
Payables (Note 21) | | — |
| | — |
| | (171 | ) | | (261 | ) |
Interest income | | 78 |
| | 80 |
| | — |
| | — |
|
Receivables (Note 16) | | — |
| | — |
| | 10,380 |
| | 10,218 |
|
Directors and senior management | | Employment | | Compensation selected employees | | (981 | ) | | (2,046 | ) | | (19,339 | ) | | (17,985 | ) |
(i) Shareholder of the Company.
26. Basis of preparation and presentation
The information presented in the accompanying condensed consolidated interim financial statements (“interim financial statements”) as of March 31, 2018 and for the three-month periods ended March 31, 2018 and 2017 is unaudited and in the opinion of management reflect all adjustments necessary to present fairly the financial position of the Group as of March 31, 2018, results of operations and cash flows for the three-month periods ended March 31, 2018 and 2017. All such adjustments are of a normal recurring nature. In preparing these accompanying interim financial statements, management has made certain estimates and assumptions that affect reported amounts in the financial statements and disclosures of contingencies. Actual results may differ from those estimates. The results for interim periods are not necessarily indicative of annual results.
These interim financial statements have been prepared in accordance with IAS 34, ‘Interim financial reporting’ and they should be read in conjunction with the annual financial statements for the year ended December 31, 2017, which have been prepared in accordance with IFRSs.
The accounting policies adopted in the preparation of the interim financial statements are consistent with those followed in the preparation of the Group’s annual consolidated financial statements for the year ended December 31, 2017.
A complete list of standards, amendments and interpretations to existing standards published but not yet effective for the Group is described in Note 33.1 to the annual financial statements.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 36
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
26. Basis of preparation and presentation (continued)
(a) New and amended standards adopted by the Group:
A number of new or amended standards became applicable for the current reporting period and the Group had to change its accounting policies as a result of adopting the following standards:
| |
– | IFRS 9 Financial Instruments, and |
| |
– | IFRS 15 Revenue from Contracts with Customers. |
The impact of adopting IFRS 15 and IFRS 9 was not significant and therefore no cumulative effect upon adoption was recorded. The adoption of IFRS 15 was made by the modified retrospective method.
(b) Impact of standards issued but not yet applied by the Group
Below is a description of the standards, amendments and interpretations issued by the IASB to existing standards that have been issued and are mandatory for the Group with closer adoption:
In January 2016, the IASB finished its long-standing project on lease accounting and published IFRS 16, "Leases", which replaces the current guidance in IAS 17. This will require far-reaching changes in accounting by lessees in particular. The standard applies to annual periods beginning on or after 1 January 2019, with earlier application permitted if IFRS 15, ‘Revenue from Contracts with Customers’, is also applied.
We are currently evaluating the impact of our pending adoption of the new standard on our consolidated financial statements.
(c) IFRS 15 Revenue from Contracts with Customers – Accounting policies
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 10-year power agreement for the sale of electricity which expires in 2018. The delivery period starts in May and ends in November of each year. The Group is also a party to two 15-year power agreements which delivery period
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 37
Adecoagro S.A.
Notes to the Condensed Consolidated Interim Financial Statements
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
26. Basis of preparation and presentation (continued)
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.
Seasonality of operations
The Group’s business activities are inherently seasonal. The Group generally harvest and sell its grains (corn, soybean, rice and sunflower) between February and August, with the exception of wheat, which is harvested from December to January. Cotton is a unique in that while it is typically harvested from June to August, it requires processing which takes about two to three months to complete. Sales in our Dairy business segment tend to be more stable. However, milk production is generally higher during the fourth quarter, when the weather is more suitable for production. Although our Sugar, Ethanol and Electricity cluster is currently operating under a "non-stop" or "continuous" harvest and without stopping during traditional off-season, the rest of the sector in Brazil is still primarily operating with large off-season periods from December/January to March/April. The result of large off-season periods is fluctuations in our sugar and ethanol sales and in our inventories, usually peaking in December to take advantage of higher prices during the traditional off-season period (i.e., January through April). As a result of the above factors, there may be significant variations in our financial results from one quarter to another. In addition, our quarterly results may vary as a result of the effects of fluctuations in commodities prices, production yields and costs on the determination of initial recognition and changes in fair value of biological assets and agricultural produce.
27. Critical accounting estimates and judgments
The Group's critical accounting policies are also consistent with those of the audited annual financial statements for the year ended December 31, 2017 described in Note 33.
28. Recent developments
On March 23, 2018 - the Company announced the submission of an investment proposal to partner with SanCor Cooperativas Unidas Limitadas (“SanCor”), one of the leading dairy processors of Argentina (the “Offer”). The Offer has been approved by the constituent members of the SanCor cooperative, however the Offer is still subject to the satisfaction of certain conditions precedent relating to SanCor’s restructuring and refinancing of SanCor’s indebtedness as well as SanCor and Adecoagro agreeing on formal documentation, among others. SanCor is one of the largest milk processors in Argentina. SanCor produces a wide range of dairy products, including milk, powdered milk, cheese, cream. SanCor is a well-established brand with more than 80 years in the marketplace. It owns several industrial assets with a total milk processing capacity of 4 million liters per day.
The accompanying notes are an integral part of these condensed consolidated interim financial statements
F- 38