Bioceres Crop Solutions 6K Current report | BIOX 27 May 22

Exhibit 99.1

BIOCERES CROP SOLUTIONS CORP.
Unaudited interim condensed consolidated financial
statements as of March 31, 2022 and June 30, 2021, and
for the three-and nine-month periods ended March 31, 2022, and 2021.

INDEX

Unaudited interim condensed consolidated financial statements as of March 31, 2022, June 30, 2021 and for the three and nine-month periods ended March 31, 2022 and 2021.
Unaudited interim condensed consolidated statements of financial position as of March 31, 2022 and June 30, 2021	F-3

Unaudited interim condensed consolidated statements of comprehensive income for the three and nine-month periods ended March 31, 2022 and 2021	F-5

Unaudited interim condensed consolidated statements of changes in equity for the nine-month periods ended March 31, 2022 and 2021	F-7

Unaudited interim condensed consolidated statements of cash flows for the nine-month periods ended March 31, 2022 and 2021	F-9

Notes to the unaudited interim condensed consolidated financial statements	F-12

F-2

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

As of March 31, 2022, and June 30, 2021

(Amounts in US Dollars)

	Notes		03/31/2022		06/30/2021
ASSETS
CURRENT ASSETS
Cash and cash equivalents		6.1		39,041,287		36,046,113
Other financial assets		6.2		2,243,803		11,161,398
Trade receivables		6.3		113,388,127		88,784,172
Other receivables		6.4		16,457,851		11,153,705
Income and minimum presumed recoverable income taxes				1,272,791		990,881
Inventories		6.5		102,350,569		61,037,551
Biological assets		6.6		22,199,193		2,315,838
Total current assets				296,953,621		211,489,658

NON-CURRENT ASSETS
Other financial assets		6.2		859,981		1,097,462
Trade receivables		6.3		634,428		135,739
Other receivables		6.4		1,964,822		2,543,142
Income and minimum presumed recoverable income taxes				39,349		12,589
Deferred tax assets		8		4,582,941		3,278,370
Investments in joint ventures and associates		12		35,783,222		30,657,173
Property, plant and equipment		6.7		50,656,642		47,954,596
Intangible assets		6.8		75,714,907		67,342,362
Goodwill		6.9		34,688,835		28,751,206
Right of use asset		18		1,700,405		1,327,660
Total non-current assets				206,625,532		183,100,299
Total assets				503,579,153		394,589,957

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

F-3

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

As of March 31, 2022, and June 30, 2021

(Amounts in US Dollars)

	Notes		03/31/2022		06/30/2021
LIABILITIES
CURRENT LIABILITIES
Trade and other payables		6.10		123,224,013		72,091,408
Borrowings		6.11		76,364,127		76,785,857
Employee benefits and social security		6.12		6,600,609		4,680,078
Deferred revenue and advances from customers				2,655,322		6,277,313
Income tax payable				5,970,572		7,452,891
Consideration for acquisition				1,917,210		-
Convertible notes		19		37,578,030		-
Lease liabilities		18		838,776		750,308
Total current liabilities				255,148,659		168,037,855

NON-CURRENT LIABILITIES
Borrowings		6.11		78,155,343		47,988,468
Government grants				-		784
Joint ventures and associates		12		449,943		1,278,250
Deferred tax liabilities		8		27,991,379		25,699,495
Provisions				507,219		449,847
Consideration for acquisition				10,830,526		11,790,533
Convertible notes		19		12,895,578		48,664,012
Lease liabilities		18		539,935		390,409
Total non-current liabilities				131,369,923		136,261,798
Total liabilities				386,518,582		304,299,653

EQUITY
Equity attributable to owners of the parent				88,306,816		67,743,242
Non-controlling interest				28,753,755		22,547,062
Total equity				117,060,571		90,290,304
Total equity and liabilities				503,579,153		394,589,957

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

F-4

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the three-month and nine-month periods ended March 31, 2022 and 2021

(Amounts in US Dollars)

			Three-month period ended						Nine-month period ended
	Notes		03/31/2022			03/31/2021			03/31/2022			03/31/2021
Revenues from contracts with customers		7.1		68,231,084			35,536,258			226,898,734			125,644,856
Government grants				(805	)		547			-			1,707
Initial recognition and changes in the fair value of biological assets				2,040,559			684,308			4,183,387			1,668,501
Changes in the net realizable value of agricultural products after harvest				(788,320	)		-			(2,030,505	)		-
Total				69,482,518			36,221,113			229,051,616			127,315,064

Cost of sales		7.2		(45,823,445	)		(20,901,909	)		(139,038,887	)		(69,088,393	)
Research and development expenses		7.3		(1,836,029	)		(1,443,241	)		(4,651,603	)		(3,582,273	)
Selling, general and administrative expenses		7.4		(18,033,917	)		(10,213,137	)		(53,031,678	)		(31,525,096	)
Share of profit or loss of joint ventures and associates		12		(203,954	)		906,241			715,133			1,211,928
Other income or expenses, net				(1,437,718	)		205,127			(3,155,700	)		345,449
Operating profit				2,147,455			4,774,194			29,888,881			24,676,679

Net financial cost		7.5		(4,784,248	)		(5,008,002	)		(18,185,537	)		(23,640,338	)
Profit before income tax				(2,636,793	)		(233,808	)		11,703,344			1,036,341

Income tax		8		(4,340,156	)		(390,710	)		(11,076,571	)		(6,232,163	)
(Loss) profit for the period				(6,976,949	)		(624,518	)		626,773			(5,195,822	)

(Loss) profit for the period attributable to:
Equity holders of the parent				(6,486,721	)		(1,180,484	)		(2,185,491	)		(7,503,849	)
Non-controlling interests				(490,228	)		555,966			2,812,264			2,308,027
				(6,976,949	)		(624,518	)		626,773			(5,195,822	)

(Loss) profit per share
Basic (loss) profit attributable to ordinary equity holders of the parent		9		(0.1577	)		(0.0305	)		(0.0531	)		(0.1936	)
Diluted (loss) profit attributable to ordinary equity holders of the parent		9		(0.1577	)		(0.0305	)		(0.0531	)		(0.1936	)
Weighted average number of shares
Basic		9		41,138,527			38,756,606			41,138,527			38,756,606
Diluted		9		41,138,527			38,756,606			41,138,527			38,756,606

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

F-5

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the three-month and nine-month periods ended March 31, 2022 and 2021

(Amounts in US Dollars)

	Three-month period ended						Nine-month period ended
	03/31/2022			03/31/2021			03/31/2022			03/31/2021
(Loss) profit for the period		(6,976,949	)		(624,518	)		626,773			(5,195,822	)

Other comprehensive income		12,367,795			1,911,937			25,990,283			2,707,064
Items that may be subsequently reclassified to profit and loss		12,387,874			2,853,790			28,837,623			3,766,022
Foreign exchange differences on translation of foreign operations from joint ventures		2,341,347			800,808			5,845,969			850,804
Foreign exchange differences on translation of foreign operations		10,046,527			2,052,982			22,991,654			2,915,218
Items that will not be subsequently reclassified to loss and profit		(20,079	)		(941,853	)		(2,847,340	)		(1,058,958	)
Revaluation of property, plant and equipment, net of tax, of joint ventures and associates ¹		(242,898	)		(167,437	)		(606,746	)		(178,932	)
Revaluation of property, plant and equipment, net of tax ²		222,819			(774,416	)		(2,240,594	)		(880,026	)
Total comprehensive profit (loss)		5,390,846			1,287,419			26,617,056			(2,488,758	)

(1) The tax effect of the revaluation of property, plant and equipment of joint ventures and associates was $326,709 and $130,791 for the nine- month and three-month periods ended March 31, 2022. The tax effect of the revaluation of property, plant and equipment of joint ventures and associates was $59,644 and $55,812 for the nine-month and three-month periods ended March 31, 2021.

(2) The tax effect of the revaluation of property, plant and equipment was $2,228,596 and $ 902,142 for the nine-month and three- month periods ended March 31,2022. The tax effect of the revaluation of property, plant and equipment was $293,342 and $ 258,138 for the nine-month-and three-month periods ended March 31, 2021.

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

F-6

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the nine-month periods ended March 31, 2022 and 2021

(Amounts in US Dollars)

	Attributable to the equity holders of the parent
Description	Issued capital		Share premium		Own shares trading premium			Stock options and share based incentives		Convertible instruments		Cost of own shares held			Retained deficit			Foreign currency translation reserve			Revaluation of PP&E and effect of tax rate change			Equity attributable to owners of the parent			Non- controlling Interests		Total equity
06/30/2020		3,613		96,486,865		-			3,428,029		702,981		(30,906	)		(18,613,112	)		(43,198,201	)		7,400,126			46,179,395			14,570,087		60,749,482
Capitalization of warrants		260		7,765,410		(916,202	)		-		-		-			-			-			-			6,849,468			-		6,849,468
Shares issued		188		14,999,812		-			-		-		-			-			-			-			15,000,000			-		15,000,000
Share-based incentives		-		-		-			955,492		-		-			-			-			-			955,492			-		955,492
Purchase of own shares		-		-		-			-		-		(2,678,624	)		-			-			-			(2,678,624	)		-		(2,678,624	)
(Loss) profit for the period		-		-		-			-		-		-			(7,503,849	)		-			-			(7,503,849	)		2,308,027		(5,195,822	)
Other comprehensive income or loss		-		-		-			-		-		-			-			3,072,069			(847,166	)		2,224,903			482,161		2,707,064
03/31/2021		4,061		119,252,087		(916,202	)		4,383,521		702,981		(2,709,530	)		(26,116,961	)		(40,126,132	)		6,552,960			61,026,785			17,360,275		78,387,060

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

F-7

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the nine-month periods ended March 31, 2022 and 2021

(Amounts in US Dollars)

	Attributable to the equity holders of the parent
Description	Issued capital		Share premium		Changes in non- controlling interests			Own shares trading premium			Stock options and share based incentives		Convertible instruments		Cost of own shares held			Retained deficit			Foreign currency translation reserve			Revaluation of PP&E and effect of tax rate change			Equity / (deficit) attributable to owners of the parent			Non- controlling Interests			Total equity
06/30/2021		4,158		120,662,386		-			(916,202	)		3,672,768		702,981		(3,530,926	)		(25,483,275	)		(32,622,808	)		5,254,160			67,743,242			22,547,062			90,290,304
Share-based incentives		12		803,162		-			-			330,359		-		-			-			-			-			1,133,533			-			1,133,533
Changes in non-controlling interests (Note 10)		-		-		(255,893	)		-			-		-		-			-			-			-			(255,893	)		(724,429	)		(980,322	)
(Loss) profit for the period		-		-		-			-			-		-		-			(2,185,491	)		-			-			(2,185,491	)		2,812,264			626,773
Other comprehensive income or (loss)		-		-		-			-			-		-		-			-			25,667,878			(3,796,453	)		21,871,425			4,118,858			25,990,283
03/31/2022		4,170		121,465,548		(255,893	)		(916,202	)		4,003,127		702,981		(3,530,926	)		(27,668,766	)		(6,954,930	)		1,457,707			88,306,816			28,753,755			117,060,571

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

F-8

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine-month periods ended March 31, 2022 and 2021

(Amounts in US Dollars)

	Notes	03/31/2022			03/31/2021
OPERATING ACTIVITIES
Profit (loss) for the period			626,773			(5,195,822	)

Adjustments to reconcile profit to net cash flows
Income tax			11,076,571			6,232,163
Financial results			18,185,537			23,640,338
Depreciation of property, plant and equipment	6.7		2,682,823			2,004,806
Amortization of intangible assets	6.8		2,171,429			1,657,667
Depreciation of leased assets	18		826,413			574,083
Transactional expenses			247,500			1,839,679
Share-based incentive and stock options			1,133,533			955,492
Share of profit or loss of joint ventures and associates	12		(715,133	)		(1,211,928	)
Provisions for contingencies			129,388			67,675
Allowance for impairment of trade debtors			1,420,200			336,458
Allowance for obsolescence			513,439			401,271
Initial recognition and changes in the fair value of biological assets			(4,183,387	)		(1,668,501	)
Changes in the net realizable value of agricultural products after harvest			2,030,505			-
Gain or loss on sale of equipment and intangible assets			(171,986	)		23,927

Working capital adjustments
Trade receivables			(22,459,583	)		(9,610,273	)
Other receivables			(3,888,222	)		(4,020,180	)
Income tax paid			5,650,557			3,420,476
Inventories and biological assets			(50,658,363	)		(29,994,864	)
Trade and other payables			57,850,170			948,411
Employee benefits and social security			2,194,341			(1,610,039	)
Deferred revenue and advances from customers			(3,105,603	)		(1,672,163	)
Income and minimum presumed income taxes paid			(7,186,204	)		-
Government grants			(784	)		(2,303	)
Interest collected			3,860,454			2,241,654
Inflation effects on working capital adjustments			(30,324,407	)		(16,908,854	)
Net cash flows used in operating activities			(12,094,039	)		(27,550,827	)

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

F-9

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine-month periods ended March 31, 2022 and 2021

(Amounts in US Dollars)

	Notes	03/31/2022			03/31/2021
INVESTMENT ACTIVITIES
Proceeds from sale of property, plant and equipment			369,660			116,670
Investment in joint ventures and associates			-			(101,883	)
Net loans granted to shareholders and other related parties			(191,085	)		-
Proceeds from financial assets			11,165,786			-
Investment in financial assets			(48,183	)		(13,218,698	)
Purchase of property, plant and equipment	6.7		(2,955,734	)		(2,524,952	)
Capitalized development expenditures	6.8		(2,810,616	)		(2,451,432	)
Purchase of intangible assets	6.8		(1,244,392	)		(5,638,962	)
Net cash flows generated (used in) by investing activities			4,285,436			(23,819,257	)

FINANCING ACTIVITIES
Proceeds from borrowings			109,080,196			114,320,889
Repayment of borrowings, financed payments and interest payments			(92,737,821	)		(78,690,279	)
Decrease in bank overdrafts and other short-term borrowings			(32,838	)		(1,141,258	)
Other financial proceeds or payments, net			(1,630,341	)		(742,743	)
Acquisition of non-controlling interest in subsidiaries			(724,429	)		-
Leased assets payments			(720,403	)		(558,576	)
Warrants tender offer payments			-			(1,030,952	)
Purchase of own shares			-			(2,678,624	)
Net cash flows generated by financing activities			13,234,364			29,478,457

Net increase (decrease) in cash and cash equivalents			5,425,761			(21,891,627	)

Inflation effects on cash and cash equivalents			(6,773,681	)		(2,454,532	)

Cash and cash equivalents as of beginning of the period	6.1		36,046,113			42,522,861
Effect of exchange rate changes on cash and equivalents			4,343,094			3,420,724
Cash and cash equivalents as of the end of the period	6.1		39,041,287			21,597,426

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.

F-10

Index

General information

Accounting standards and basis of preparation

New standards, amendments and interpretations issued by the IASB

Impact of COVID-19

Seasonality

Information about components of unaudited interim condensed consolidated statements of financial position

Information about components of unaudited interim condensed consolidated statement of comprehensive income

Taxation

Earnings per share

10.

Information about unaudited condensed consolidated components of equity

11.

Cash flow information

12.

Joint ventures and associates

13.

Segment information

14.

Financial instruments – Risk management

15.

Shareholders and other related parties’ balances and transactions

16.

Key management personnel compensation

17.

Share-based payments

18.

Leases

19.

Convertible note

20.

Contingencies, commitments, and restrictions on the distribution of profits

21.

Events occurring after the reporting period

F-11

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

1. GENERAL INFORMATION

Bioceres Crop Solutions Corp. (NASDAQ:BIOX) is a fully integrated provider of crop productivity technologies designed to enable the transition of agriculture towards carbon neutrality. To do this, Bioceres’ solutions creates economic incentives for farmers and other stakeholders to adopt environmentally friendly production practices. The Group has a unique biotech platform with high impact, patented technologies for seeds and microbial ag inputs, as well as next generation crop nutrition and protection solutions.

Bioceres is a global company with an extensive geographic footprint. The Group’s agricultural inputs are marketed across more than 30 countries, mainly in Argentina, Brazil, United States, Europe and South Africa.

Unless the context otherwise requires, “we”, “us”, “our”, “Bioceres”, “BIOX”, “the Group”, and “Bioceres Crop Solutions” will refer to Bioceres Crop Solutions Corp. and its subsidiaries.

2. ACCOUNTING STANDARDS AND BASIS OF PREPARATION

Statement of compliance with IFRS as issued by IASB

These unaudited interim condensed consolidated financial statements for the nine-month period ended March 31, 2022, have been prepared in accordance with Accounting Standard IAS 34 Interim Financial Reporting.

These unaudited interim condensed consolidated financial statements do not include all notes of the type normally included in an annual financial statement. Accordingly, these unaudited interim condensed consolidated financial statements are to be read in conjunction with the consolidated financial statements as of June 30, 2021.

Authorization for the issue of the unaudited interim condensed consolidated financial statements

These unaudited interim condensed consolidated financial statements of the Group as of March 31, 2022, June 30, 2021 and for the nine-month periods ended March 31, 2022 and 2021 were authorized by the Board of Directors of Bioceres Crop Solutions Corp. on May 27, 2022.

Basis of measurement

The unaudited interim condensed consolidated financial statements of the Group have been prepared using:

· Going Concern Basis of Accounting, considering the conclusion of the assessment made by the Management about the ability of the Group and its subsidiaries to continue as a going concern, in accordance with the requirements of paragraph 25 of IAS 1, “Presentation of Financial Statements”.

· Accrual Basis of Accounting (except for cash flows information). Under this basis of accounting, the effects of transactions and other events are recognized as they occur, even when there are no cash flows.

Functional currency and presentation currency

a) Functional currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic market in which the entity operates (i.e., “the functional currency”).

IAS 29 “Financial reporting in hyperinflationary economies” requires that the financial statements of an entity whose functional currency is the currency of a hyperinflationary economy, whether these are based on the historical cost method or the current cost method, be stated in terms of the measuring unit current at the closing date of the reporting period. For such purpose, the inflation produced since the acquisition date or the revaluation date, as applicable, must be computed in non-monetary items. The standard details a series of factors to be considered for concluding whether an economy is hyperinflationary, including, but not limited to, a cumulative inflation rate over a three-year period that approaches or exceeds 100%. The accumulated inflation in three years, as of June 30, 2018, was over 100%. It was for this reason that, in accordance with IAS 29, the Argentine economy was considered as hyperinflationary since July 1, 2018. Consequently, the Group has applied IAS 29 to these financial statements.

F-12

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

In an inflationary period, any entity that maintains an excess of monetary assets over monetary liabilities, will lose purchasing power, and any entity that maintains an excess of monetary liabilities over monetary assets, will gain purchasing power, provided that such items are not subject to an adjustment mechanism.

Briefly, the restatement mechanism of IAS 29 establishes that monetary assets and liabilities will not be restated because they are already expressed in a current unit of measurement at the end of the reporting period. Assets and liabilities subject to adjustments based on specific agreements, will be adjusted according to those agreements. Non-monetary items measured at their current values at the end of the reporting period, such as the net realizable value or others, do not need to be restated. The remaining non-monetary assets and liabilities will be restated according to a general price index. The loss or gain for the net monetary position will be included in the net result of the reporting period, listed in a separate line item.

The inflation adjustment to the initial balances was calculated by means of a conversion factor derived from the Argentine price indexes published by the National Institute of Statistics.

The index as of March 31, 2021 and June 30, 2020 was 435.8657 and 321.9738, respectively.

The index as of March 31, 2022 and June 30, 2021 was 676.0566 and 483.6049, respectively.

The comparative figures in these unaudited interim condensed consolidated financial statements presented in a stable currency are not adjusted for subsequent changes in the price levels or exchange rates.

b) Presentation currency

The unaudited interim condensed consolidated financial statements of the Group are presented in US Dollars, which is the presentation currency.

c) Foreign currency

Transactions entered into by Group entities in a currency other than their functional currency are recorded at the relevant exchange rates as of the date upon which such transactions occur. Foreign currency monetary assets and liabilities are translated at the prevailing exchanges rates as of the final day of each reporting period. Exchange differences arising from the retranslation of unsettled monetary assets and liabilities are recognized immediately in profit or loss, except for foreign currency borrowings qualifying as a hedge of a net investment in a foreign operation for which exchange differences are recognized in other comprehensive income and accumulated in the foreign exchange reserve along with the exchange differences arising from the retranslation of the foreign operation. Upon the disposal of a foreign operation, the cumulative exchange differences recognized in the foreign exchange reserve relating to such operation up to the date of disposal are transferred to the consolidated statement of profit or loss and other comprehensive income as part of the gain or loss recognized upon such disposal.

Changes in accounting policies

The accounting policies adopted in the preparation of these unaudited interim condensed consolidated financial statements are consistent with those adopted for the preparation of the consolidated financial statements as of June 30, 2021.

F-13

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

Revisions to previously issued unaudited interim condensed consolidated statements of cash flows

The Group has revised the figures presented in our unaudited interim condensed consolidated statements of cash flows as of March 31, 2021. Based on their nature, we changed certain amounts previously shown as short-term investments to cash equivalents. The impact of these changes was considered non-material and is as follows:

	As of March 31,2021
	Previously reported			Adjustments			As revised
INVESTMENT ACTIVITIES
Proceeds from sales of financial assets		2,144,742			(2,144,742	)		-
Investment in financial assets		-			(13,218,698	)		(13,218,698	)
Net cash flows generated (used in) by investing activities		2,144,742			(15,363,440	)		(13,218,698	)

Net (decrease) increase in cash and cash equivalents		(6,528,187	)		(15,363,440	)		(21,891,627	)

Inflation effects on cash and cash equivalents		(654,051	)		(1,800,481	)		(2,454,532	)

Cash and cash equivalents as of beginning of the period		27,159,421			15,363,440			42,522,861
Effect of exchange rate changes on cash and equivalents		1,620,243			1,800,481			3,420,724
Cash and cash equivalents as of the end of the period		21,597,426			-			21,597,426

3. NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS ISSUED BY THE IASB

a) The following new standards became applicable for the current reporting period and adopted by the Group. These amendments did not have a material impact on the Group.

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 - Interest Rate Benchmark Reform (Phase 2)

The Phase 2 amendments, Interest Rate Benchmark Reform—Phase 2, address issues that might affect financial reporting during the reform of an interest rate benchmark, including the effects of changes to contractual cash flows or hedging relationships arising from the replacement of an interest rate benchmark with an alternative benchmark rate (replacement issues). In 2019, the Board issued its initial amendments in Phase 1 of the project.

The amendments are related to changes in the basis for determining contractual cash flows of financial assets, financial liabilities and lease liabilities; hedge accounting; and disclosures. They apply only to changes required by the interest rate benchmark reform to financial instruments and hedging relationships.

The amendments are effective for financial years beginning on or after January 1, 2021. Earlier application is permitted.

Covid-19-Related Rent Concessions beyond 30 June 2021

The International Accounting Standards Board extended by one year the application period of the practical expedient in IFRS 16 Leases to help lessees accounting for covid-19-related rent concessions.

In response to calls from stakeholders and because covid-19 remains a pandemic, the Board has extended the relief by one year to cover rent concessions that reduce only lease payments due on or before 30 June 2022.

The original amendment permitted lessees, as a practical expedient, not to assess whether particular rent concessions occurring as a direct consequence of the covid-19 pandemic are lease modifications and, rather, to account for those rent concessions as if they were not lease modifications.

The amendment is effective for annual reporting periods beginning on or after 1 April 2021.

b) The following new standards are not yet adopted by the Group.

F-14

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

Initial Application of IFRS 17 and IFRS 9 - Comparative Information

The amendment is a transition option relating to comparative information about financial assets presented on initial application of IFRS 17. The amendment is aimed at helping entities to avoid temporary accounting mismatches between financial assets and insurance contract liabilities.

IFRS 17 incorporating the amendment is effective for annual reporting periods beginning on or after 1 January 2023. It is not expected to have material impact on the Group.

4. IMPACT OF COVID-19

The Group’s operations, which involve agricultural production and commercialization activities, have been mostly exempted from the disruptions caused by covid-19. Consequently, our financial condition, liquidity position and results of operations have not been materially impacted as we have been allowed to continue with our operations.

The eventual scope of covid-19 pandemic and its impact on the countries and global economy are unknown, with governments being able to implement stricter containment measures, which are not predictable in this instance. It cannot be reasonably quantified to what extent covid-19 will affect the Group’s business and the results of its operations in the future if this situation is prolonged. The Board of Directors and senior management are closely monitoring the pandemic and taking all necessary measures at their disposal to protect human life and the Group’s operations and financial condition.

5. SEASONALITY

The Group revenues fluctuate depending on the timing of orders from our distributors and customers and on prevailing seed market prices, which influence the purchase decisions of growers, the end-users of seed and integrated products, crop protection products and crop nutrition products. Given the cyclicality of crop planting and harvesting and South America’s planting and growing seasons, which vary from year to year, our business is highly seasonal. This results in substantial fluctuations in quarterly sales and profitability. Generally, the Group sales are concentrated in the third and fourth quarters of each calendar year, when demand for seed and integrated products, crop protection products and crop nutrition products increases as South American growers begin planting their fields. Regarding the seed and integrated products business, the Group contracts with growers and seed suppliers based upon anticipated market demand that we forecast. Generally, in the seed and integrated products business we stock the seed during the harvest season and ship from inventory throughout the year, with the objective of selling most of the inventory from the current year’s harvest before the next year’s, with crop protection and crop nutrition business following a cycle similar to the seed cycle. The impact of seasonality and the resulting fluctuations in quarterly results may be lessened as we achieve our international expansion plans for the seed and integrated products business in geographies with complementary seasons and climates.

F-15

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

6. INFORMATION ABOUT COMPONENTS OF UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

6.1. Cash and cash equivalents

	03/31/2022		06/30/2021
Cash at bank and on hand		36,164,137		28,327,569
Money market funds		2,877,150		7,718,544
		39,041,287		36,046,113

6.2. Other financial asset

	03/31/2022		06/30/2021
Current
Restricted short-term deposits		290,640		425,976
US Treasury bills		615,454		7,885,937
Other investments		1,337,709		2,849,485
		2,243,803		11,161,398

		03/31/2022		06/30/2021
Non-current
Shares of Bioceres S.A.		427,953		355,251
Other investments		432,028		742,211
		859,981		1,097,462

6.3. Trade receivables

	03/31/2022			06/30/2021
Current
Trade debtors		109,151,570			87,709,287
Allowance for impairment of trade debtors		(7,389,402	)		(5,858,503	)
Shareholders and other related parties (Note 15)		220,162			-
Allowance for credit notes to be issued		(2,569,217	)		(2,987,398	)
Trade debtors - Joint ventures and associates (Note 15)		2,489,748			221,048
Deferred checks		11,485,266			9,699,738
		113,388,127			88,784,172

Non-current
Trade debtors		634,428			135,739
		634,428			135,739

F-16

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

6.4. Other receivables

	03/31/2022		06/30/2021
Current
Taxes		8,817,882		6,048,533
Other receivables - Other related parties (Note 15)		1,333		1,547
Other receivables - Parents companies and related parties to Parents (Note 15)		-		770,549
Other receivables - Joint ventures and associates (Note 15)		2,718,138		2,219,863
Prepayments to suppliers		4,541,217		1,646,614
Prepayments to suppliers - Shareholders and other related parties (Note 15)		-		132,625
Reimbursements over exports		10,548		10,547
Prepaid expenses and other receivables		60,156		1,021
Loans receivables		230,000		230,000
Miscellaneous		78,577		92,406
		16,457,851		11,153,705

	03/31/2022	06/30/2021
Non-current
Taxes	235,147	862,771
Reimbursements over exports	1,729,675	1,680,371
	1,964,822	2,543,142

6.5. Inventories

	03/31/2022		06/30/2021
Seeds	3,972,251		404,774
Resale products	30,606,390		21,368,521
Manufactured products	18,157,304		10,902,683
Goods in transit	608,003		1,169,303
Supplies	10,606,693		6,320,594
Agricultural products	39,410,710		21,984,626
Allowance for obsolescence	(1,010,782	)	(1,112,950	)
	102,350,569		61,037,551

Net of agricultural products	62,939,859		39,052,925

F-17

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

6.6. Biological assets

Changes in biological assets

	Soybean			Corn			Wheat			Sunflower			Barley			HB4 Soy		HB4 Wheat			Total
Beginning of the period		54,162			27,646			22,311			-			3,071			-		2,208,648			2,315,838
Initial recognition and changes in the fair value of biological assets		838,310			1,180,843			274,338			33,818			133,001			684,820		1,038,257			4,183,387
Costs incurred during the period		617,283			900,990			152,782			25,446			76,727			18,864,341		23,982,484			44,620,053
Exchange differences		11,119			5,674			4,579			-			630			81,277		453,284			556,563
Decrease due to harvest		(836,888	)		(274,832	)		(454,010	)		(14,816	)		(213,429	)		-		(27,682,673	)		(29,476,648	)
Period ended March 31, 2022		683,986			1,840,321			-			44,448			-			19,630,438		-			22,199,193

	Soybean			Corn			Wheat			Barley			HB4 Soy			HB4 Wheat			Total
Beginning of the period		105,101			271,754			45,639			34,050			-			509,184			965,728
Initial recognition and changes in the fair value of biological assets		729,084			156,853			248,859			46,553			(60,040	)		547,192			1,668,501
Costs incurred during the period		247,193			421,494			242,576			37,337			17,949,236			4,309,212			23,207,048
Exchange differences		(53,604	)		(113,091	)		(39,290	)		(12,356	)		(2,379,624	)		(657,154	)		(3,255,119	)
Decrease due to harvest		(94,434	)		(249,261	)		(363,764	)		(68,471	)		-			(4,708,434	)		(5,484,364	)
Period ended March 31, 2021		933,340			487,749			134,020			37,113			15,509,572			-			17,101,794

6.7. Property, plant and equipment

Property, plant and equipment as of March 31, 2022 and June 30, 2021 included the following:

	03/31/2022			06/30/2021
Gross carrying amount		71,034,458			63,974,402
Accumulated depreciation		(20,377,816	)		(16,019,806	)
Net carrying amount		50,656,642			47,954,596

F-18

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

Net carrying amount for each class of assets is as follows:

Class	Net carrying amount 03/31/2022		Net carrying amount 06/30/2021
Office equipment		253,556		288,920
Vehicles		2,467,456		1,835,634
Equipment and computer software		185,612		67,105
Fixtures and fittings		3,589,444		2,967,431
Machinery and equipment		5,713,601		5,125,728
Land and buildings		35,478,536		35,674,513
Buildings in progress		2,968,437		1,995,265
Total		50,656,642		47,954,596

1. Gross carrying amount as of March 31, 2022 is as follows:

	Gross carrying amount
Class	As of the beginning of the period	Additions	Transfers		Disposals		Foreign currency translation	Revaluation		As of the end of the period
Office equipment	762,825	19,045	(51,534	)	-		128,971	-		859,307
Vehicles	3,512,217	1,020,248	51,534		(230,341	)	455,670	-		4,809,328
Equipment and computer software	592,126	186,095	-		(57,164	)	116,075	-		837,132
Fixtures and fittings	5,637,943	-	382,440		(14	)	1,306,872	-		7,327,241
Machinery and equipment	9,987,811	441,711	73,892		(44,536	)	1,918,542	-		12,377,420
Land and buildings	41,486,215	-	181,035		-		7,686,420	(7,498,077	)	41,855,593
Buildings in progress	1,995,265	1,288,635	(637,367	)	(136,755	)	458,659	-		2,968,437
Total	63,974,402	2,955,734	-		(468,810	)	12,071,209	(7,498,077	)	71,034,458

2. Accumulated depreciation as of March 31, 2022 is as follows

	Depreciation
Class	Accumulated as of the beginning of the period		Disposals			Of the period		Foreign currency translation		Revaluation			Accumulated as of the end of period
Office equipment		473,905		-			38,156		93,690		-			605,751
Vehicles		1,676,583		(209,482	)		688,439		186,332		-			2,341,872
Equipment and computer software		525,021		(56,829	)		92,153		91,175		-			651,520
Fixtures and fittings		2,670,512		-			525,542		541,743		-			3,737,797
Machinery and equipment		4,862,083		(4,825	)		827,641		978,920		-			6,663,819
Land and buildings		5,811,702		-			510,892		1,185,124		(1,130,661	)		6,377,057
Total		16,019,806		(271,136	)		2,682,823		3,076,984		(1,130,661	)		20,377,816

F-19

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

3. Gross carrying amount as of March 31, 2021, is as follows:

	Gross carrying amount
Class	As of the beginning of period		Additions		Transfers		Disposals			Foreign currency translation			Revaluation			As of the end of period
Office equipment		579,882		53,093		-		(5,272	)		15,240			-			642,943
Vehicles		2,977,542		919,541		-		(483,059	)		29,664			-			3,443,688
Equipment and computer software		465,679		56,039		-		-			10,490			-			532,208
Fixtures and fittings		5,480,431		19,067		-		-			(286,425	)		-			5,213,073
Machinery and equipment		9,054,701		319,113		-		(9,602	)		(358,050	)		-			9,006,162
Land and buildings		34,698,618		104,559		2,251,758		-			1,285,733			(1,344,111	)		36,996,557
Buildings in progress		1,270,539		542,925		-		-			46,194			-			1,859,658
Total		54,527,392		2,014,337		2,251,758		(497,933	)		742,846			(1,344,111	)		57,694,289

4. Accumulated depreciation as of March 31, 2021, is as follows:

	Depreciation
Class	Accumulated as of the beginning of period		Disposals			Of the period		Foreign currency translation		Revaluation			Accumulated as of the end of period
Office equipment		391,602		(3,062	)		31,109		11,433		-			431,082
Vehicles		1,828,087		(393,170	)		483,473		29,702		-			1,948,092
Equipment and computer software		433,231		-			33,044		8,821		-			475,096
Fixtures and fittings		1,801,356		-			384,082		62,693		-			2,248,131
Machinery and equipment		3,605,468		(9,602	)		602,766		116,471		-			4,315,103
Land and buildings		4,952,542		-			470,332		179,460		(170,743	)		5,431,591
Total		13,012,286		(405,834	)		2,004,806		408,580		(170,743	)		14,849,095

The depreciation charge is included in Notes 7.3 and 7.4.

Revaluation of property, plant and equipment

The Group updates its assessment of the fair value of its land and buildings, at least, at the end of each reporting year (after the revaluation policy was adopted), considering the most recent independent valuations and market data. As of March 31, 2022, the Group reviewed these valuations in order to determine the variations between the fair values and their book value, taking into consideration the valuations made in June 2021. Management determined the property, plant and equipment’s value within a range of reasonable fair value estimates. All resulting fair value estimates for land and buildings are classified as Level 3 and are consistent with the methodology disclosed in the annual financial statements.

F-20

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

6.8.

Intangible assets

Intangible assets as of March 31, 2022 and June 30, 2021 included the following:

	03/31/2022			06/30/2021
Gross carrying amount		90,740,446			78,019,203
Accumulated amortization		(15,025,539	)		(10,676,841	)
Net carrying amount		75,714,907			67,342,362

Net carrying amount of each class of intangible assets is as follows:

Class	Net carrying amount 03/31/2022		Net carrying amount 06/30/2021
Seed and integrated products
HB4 soy and breeding program		30,421,758		27,611,142
Integrated seed products		3,059,638		2,558,220
Crop nutrition
Microbiological products		5,119,643		3,996,657
Other intangible assets
Trademarks and patents		7,651,888		6,923,256
Software		2,416,761		1,849,041
Customer loyalty		22,045,219		19,404,046
RG/RS/OX Wheat		5,000,000		5,000,000
Total		75,714,907		67,342,362

1. Gross carrying amount as of March 31,2022 is as follows:

	Gross carrying amount
Class	As of the beginning of the period		Additions		Foreign currency translation		As of the end of the period
Seed and integrated products
HB4 soy and breeding program		27,611,142		2,810,616		-		30,421,758
Integrated seed products		2,558,220		-		501,418		3,059,638
Crop nutrition
Microbiological products		6,037,680		789,171		1,143,103		7,969,954
Other intangible assets
Trademarks and patents		9,824,171		-		1,912,757		11,736,928
Software		3,784,593		455,221		844,491		5,084,305
Customer loyalty		23,203,397		-		4,264,466		27,467,863
RG/RS/OX Wheat		5,000,000		-		-		5,000,000
Total		78,019,203		4,055,008		8,666,235		90,740,446

F-21

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

2. Accumulated amortization as of March 31, 2022 is as follows:

	Amortization
Class	Accumulated as of beginning of the period		Of the period		Foreign currency translation		Accumulated as of the end of the period
Crop nutrition
Microbiological products		2,041,023		390,342		418,946		2,850,311
Other intangible assets
Trademarks and patents		2,900,915		590,871		593,254		4,085,040
Software		1,935,552		337,807		394,185		2,667,544
Customer loyalty		3,799,351		852,409		770,884		5,422,644
Total		10,676,841		2,171,429		2,177,269		15,025,539

3. Gross carrying amount as of March 31, 2021 is as follows:

	Gross carrying amount
Class	As of the beginning of period		Additions		Transfers / Disposals			Foreign currency translation		As of the end of period
Seed and integrated products
HB4 soy and breeding program (1)		7,345,923		19,446,492		(192,977	)		-		26,599,438
Integrated seed products		2,296,955		-		-			90,474		2,387,429
Crop nutrition						-			-
Microbiological products		3,867,593		1,360,320		(48,498	)		149,848		5,329,263
Other intangible assets						-			-
Trademarks and patents		8,432,746		-		-			307,255		8,740,001
Software		2,088,929		638,962		192,977			58,173		2,979,041
Customer loyalty		18,800,691		-		-			685,022		19,485,713
GLA/ARA safflower		-		2,931,699		(2,931,699	)		-		-
RG/RS/OX Wheat		-		5,000,000		-			-		5,000,000
Total		42,832,837		29,377,473		(2,980,197	)		1,290,772		70,520,885

(1) Of the total additions, $18.4 million were associated with the acquisition of the remaining ownership interest in Verdeca LLC.

4. Accumulated amortization as of March 31, 2021 is as follows:

	Amortization
Class	Accumulated as of beginning of period		Of the period		Foreign currency translation		Accumulated as of the end of period
Crop nutrition
Microbiological products		1,363,962		356,448		58,636		1,779,046
Other intangible assets				-		-
Trademarks and patents		2,057,964		432,354		74,981		2,565,299
Software		1,401,964		306,777		39,711		1,748,452
Customer loyalty		2,675,483		562,088		97,484		3,335,055
Total		7,499,373		1,657,667		270,812		9,427,852

The amortization charge is included in Notes 7.3 and 7.4.

F-22

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

6.9.

Goodwill

The variations in goodwill that occurred during the period correspond to the result of inflation adjustment and conversion to presentation currency. There were no indicators of goodwill impairment.

Carrying amount of goodwill as of March 31, 2022 and June 30, 2021 is as follows:

	03/31/2022		06/30/2021
Rizobacter Argentina S.A.		26,982,803		22,277,336
Bioceres Crops S.A.		7,235,942		6,003,780
Insumos Agroquímicos S.A.		470,090		470,090
		34,688,835		28,751,206

6.10.

Trade and other payables

	03/31/2022		06/30/2021
Trade creditors		101,603,219		51,389,515
Shareholders and other related parties (Note 15)		50,456		52,864
Trade creditors - Parent company (Note 15)		239,657		193,718
Trade creditors - Joint ventures and associates (Note 15)		18,887,215		17,669,027
Taxes		2,119,864		2,556,945
Miscellaneous		323,602		229,339
		123,224,013		72,091,408

6.11.

Borrowings

	03/31/2022		06/30/2021
Current
Bank overdrafts		-		32,838
Bank borrowings		56,753,243		33,684,287
Corporate bonds		12,849,868		24,742,752
Trust debt securities		3,061,727		3,470,448
Net loans payables- Parents companies and related parties to Parent (Note 15)		3,699,289		3,578,921
Subordinated loan		-		11,276,611
		76,364,127		76,785,857
Non-current
Bank borrowings		10,884,802		4,161,827
Corporate bonds		61,270,541		37,826,641
Net loans payables- Parent companies and related parties to Parent (Note 15)		6,000,000		6,000,000
		78,155,343		47,988,468

The carrying value of some borrowings as of March 31, 2022 measured at amortized cost differs from the fair value of these borrowings. The following measures of fair values are based on discounted cash flows (Level 3), due to the use of unobservable inputs, including own credit risk.

F-23

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

	03/31/2022				06/30/2021
	Amortized cost		Fair value		Amortized cost		Fair value
Current
Bank borrowings		56,753,243		44,540,485		33,684,287		32,770,615
Corporate Bonds		12,849,868		12,391,898		24,742,752		24,085,087

Non-current
Bank borrowings		10,884,802		9,278,961		4,161,827		3,864,666
Corporate Bonds		61,270,541		56,495,334		37,826,641		32,656,097

The Group has met the capital and interest installments whose maturity were effective in the nine-month period ended March 31, 2022.

6.12.

Employee benefits and social security

	03/31/2022		06/30/2021
Current
Salaries, accrued incentives, vacations and social security		6,334,932		2,341,351
Key management personnel (Note 15)		265,677		2,338,727
		6,600,609		4,680,078

7. INFORMATION ABOUT COMPONENTS OF UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

7.1.

Revenues from contracts with customers

	03/31/2022		03/31/2021
Sale of goods and services		226,871,209		123,865,537
Royalties		27,525		1,779,319
		226,898,734		125,644,856

Transactions of sales of goods and services with joint ventures, shareholders and other related parties are reported in Note 15.

F-24

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

7.2.

Cost of sales

Item	03/31/2022			03/31/2021
Inventories as of the beginning of the period		39,052,925			29,338,548
Purchases of the period		148,730,784			71,969,049
Production costs		11,629,468			7,814,449
Foreign currency translation		2,565,569			(974,845	)
Subtotal		201,978,746			108,147,201
Inventories as of the end of the period ¹		(62,939,859	)		(39,058,808	)
Cost of sales		139,038,887			69,088,393

(1) Net of agricultural products.

7.3.

R&D classified by nature

Item	Research and development expenses 03/31/2022		Research and development expenses 03/31/2021
Amortization of intangible assets		1,111,859		788,802
Import and export expenses		1,689		15,220
Depreciation of property, plant and equipment		320,919		270,358
Employee benefits and social securities		1,309,577		712,011
Maintenance		50,217		40,360
Energy and fuel		39,851		25,861
Supplies and materials		1,629,505		1,025,700
Mobility and travel		57,316		11,947
Share-based incentives		39,797		-
Professional fees and outsourced services		34,526		202,446
Professional fees related parties		-		405,241
Office supplies		4,428		3,233
Information technology expenses		5,122		10,336
Insurance		6,496		3,528
Depreciation of leased assets		11,041		7,450
Impairment of R&D projects		-		48,498
Miscellaneous		29,260		11,282
Total		4,651,603		3,582,273

	03/31/2022		03/31/2021
R&D capitalized (Note 6.8)		2,810,616		2,451,432
R&D profit and loss		4,651,603		3,582,273
Total		7,462,219		6,033,705

F-25

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

7.4. Expenses classified by nature and function

Item	Production costs		Selling, general and administrative expenses		Total 03/31/2022
Amortization of intangible assets		-		1,059,570		1,059,570
Commissions and royalties		637,878		740,443		1,378,321
Import and export expenses		127,644		688,464		816,108
Depreciation of property, plant and equipment		960,933		1,400,971		2,361,904
Depreciation of leased assets		362,332		453,040		815,372
Impairment of receivables		-		1,420,200		1,420,200
Freight and haulage		753,699		6,999,725		7,753,424
Employee benefits and social securities		5,164,616		15,951,487		21,116,103
Maintenance		736,775		1,008,253		1,745,028
Energy and fuel		385,286		58,284		443,570
Supplies and materials		846,684		860,256		1,706,940
Mobility and travel		26,191		1,315,059		1,341,250
Publicity and advertising		-		3,547,138		3,547,138
Contingencies		-		129,388		129,388
Share-based incentives		-		1,093,736		1,093,736
Professional fees and outsourced services		869,513		5,178,057		6,047,570
Professional fees related parties		-		232,721		232,721
Office supplies and registrations fees		155,806		597,783		753,589
Insurance		81,114		1,166,969		1,248,083
Information technology expenses		-		1,280,506		1,280,506
Obsolescence		513,439		-		513,439
Taxes		-		7,701,460		7,701,460
Miscellaneous		7,558		148,168		155,726
Total		11,629,468		53,031,678		64,661,146

F-26

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

Item	Production costs		Selling, general and administrative expenses		Total 03/31/2021
Amortization of intangible assets		-		868,865		868,865
Analysis and storage		46,073		112,868		158,941
Commissions and royalties		858,864		587,356		1,446,220
Import and export expenses		84,338		511,811		596,149
Depreciation of property, plant and equipment		876,751		857,697		1,734,448
Depreciation of leased assets		244,501		322,132		566,633
Impairment of receivables		-		336,458		336,458
Freight and haulage		408,312		2,833,931		3,242,243
Employee benefits and social securities		3,185,521		10,362,221		13,547,742
Maintenance		449,049		357,643		806,692
Energy and fuel		224,353		37,297		261,650
Supplies and materials		237,242		100,401		337,643
Mobility and travel		5,630		514,312		519,942
Publicity and advertising		-		1,671,234		1,671,234
Contingencies		-		67,675		67,675
Share-based incentives		-		955,492		955,492
Professional fees and outsourced services		565,647		5,555,999		6,121,646
Professional fees related parties		-		156,584		156,584
Office supplies and registrations fees		135,053		294,945		429,998
Insurance		61,363		638,870		700,233
Information technology expenses		1,036		850,509		851,545
Obsolescence		401,271		-		401,271
Taxes		28,243		3,480,382		3,508,625
Miscellaneous		1,202		50,414		51,616
Total		7,814,449		31,525,096		39,339,545

7.5. Net financial cost

	03/31/2022			03/31/2021
Financial costs
Interest expenses with the Parents (Note 15)		(638,132	)		(946,191	)
Interest expenses		(9,415,805	)		(12,714,236	)
Financial commissions		(2,052,083	)		(1,462,134	)
		(12,106,020	)		(15,122,561	)
Other financial results
Exchange differences generated by assets		13,896,264			18,353,003
Exchange differences generated by liabilities		(22,723,875	)		(28,348,568	)
Changes in fair value of financial assets or liabilities and other financial results		707,870			(5,307,210	)
Net gain of inflation effect on monetary items		2,040,224			6,784,998
		(6,079,517	)		(8,517,777	)

Total net financial cost		(18,185,537	)		(23,640,338	)

F-27

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

TAXATION

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.

	03/31/2022			03/31/2021
Current tax expense		(12,900,338	)		(6,477,671	)
Deferred tax		1,823,767			245,508
Total		(11,076,571	)		(6,232,163	)

	03/31/2022			03/31/2021
Beginning of the period deferred tax		(22,421,125	)		(14,164,930	)
Charge of the period		1,823,767			245,508
Charge to OCI		2,228,596			293,343
Conversion difference		(5,039,676	)		(719,506	)
Total net deferred tax		(23,408,438	)		(14,345,585	)

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:

	03/31/2022			03/31/2021
Earnings before income tax-rate		11,703,344			1,036,341
Income tax expense by applying tax rate in force in the respective countries		(7,535,794	)		(4,641,365	)
Share of profit or loss of subsidiaries, joint ventures and associates		174,481			146,524
Stock options charge		(224,971	)		(43,644	)
Rate change adjustment		-			(247,584	)
Non-deductible expenses		(452,666	)		(78,202	)
Representation expenses		(5,789	)		(58,111	)
Foreign investment coverage		301,774			367,144
Tax inflation adjustment		1,399,978			(2,030,533	)
Result of inflation effect on monetary items and other finance results		(4,727,582	)		(263,504	)
Others		(6,002	)		617,112
Income tax expenses		(11,076,571	)		(6,232,163	)

F-28

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

9. EARNINGS PER SHARE (EPS)

The numerators and denominators used in the calculation of basic EPS and diluted EPS are presented below:

	Three-month period ended						Nine-month period ended
	03/31/2022			03/31/2021			03/31/2022			03/31/2021
Numerator
Profit (loss) for the period (basic EPS)		(6,486,721	)		(1,180,484	)		(2,185,491	)		(7,503,849	)
Profit (loss) for the period (diluted EPS)		(6,486,721	)		(1,180,484	)		(2,185,491	)		(7,503,849	)
Denominator
Weighted average number of shares (basic EPS)		41,138,527			38,756,606			41,138,527			38,756,606
Weighted average number of shares (diluted EPS)		41,138,527			38,756,606			41,138,527			38,756,606

Basic profit (loss) attributable to ordinary equity holders of the parent		(0.1577	)		(0.0305	)		(0.0531	)		(0.1936	)
Diluted profit (loss) attributable to ordinary equity holders of the parent		(0.1577	)		(0.0305	)		(0.0531	)		(0.1936	)

For the three and nine-month period ended March 31, 2022 and 2021 diluted EPS was equaled EPS as the effect of potential ordinary shares would be antidilutive.

10. INFORMATION ABOUT UNAUDITED INTERIM CONDENSED CONSOLIDATED COMPONENTS OF EQUITY

Share capital

As of March 31, 2022, we had (i) 100,000,000 ordinary shares ($0.0001 par value) authorized, (ii) 41,228,016 ordinary shares issued and outstanding, (iii) 1,000,000 preferred shares ($0.0001 par value) authorized, (iv) no preferred shares issued and outstanding, (v) $49.1 million of Convertible notes (see Note 19), and (vi) 1,908,363 ordinary shares reserved for our equity compensation plans.

Holders of the ordinary shares are entitled to one vote for each ordinary share.

Non-controlling interests

On August 2, 2021, we acquired an incremental ownership of Insumos Agróquimicos S.A. (“Insuagro”). Consideration of payment of the 2,467,990 shares acquired was $0.7 million in cash as a Fixed Price. Furthermore, the Fixed Price may be increased up to 3.5x Adjusted EBITDA per share to be measured in each annual reporting period. The Group has recognized in equity the difference between the amount by which the non-controlling interests were incorporated and the fair value of the consideration paid.

As of today, we own 13,489,990 shares of Insuagro, which represent 61.32% of the share capital and 61.22% of the votes.

F-29

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

11. CASH FLOW INFORMATION

Significant non-cash transactions related to investment and financing activities are as follows:

	03/31/2022		03/31/2021
Investment activities
Settlement of receivables through PPE contribution		-		1,741,143
Investment in-kind in other related parties (Note 15)		1,744,496		632,938
Acquisition of assets financed by debt		-		7,637,972
Acquisition of assets through issuance of capital		-		15,000,000
Non-monetary contributions in joint ventures and associates (Note 12)		-		2,931,699
		1,744,496		27,943,752

	03/31/2022		03/31/2021
Acquisition of non-controlling interest in subsidiaries		255,893		-
		255,893		-

12. JOINT VENTURES AND ASSOCIATES

	03/31/2022		06/30/2021
Liabilities
Trigall Genetics S.A.		449,943		1,278,250
		449,943		1,278,250

	03/31/2022		06/30/2021
Assets
Synertech Industrias S.A.		32,603,513		27,572,597
Indrasa Biotecnología S.A.		113,306		54,957
Alfalfa Technologies S.R.L.		84,421		97,920
Moolec Science Limited		2,981,982		2,931,699
		35,783,222		30,657,173

Share of profit or loss of joint ventures and associates:

	03/31/2022			03/31/2021
Trigall Genetics S.A.		828,307			282,184
Synertech Industrias S.A.		(48,882	)		883,001
Moolec Science Limited		(114,709	)		-
Indrasa Biotecnología S.A.		50,417			46,743
		715,133			1,211,928

F-30

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

	03/31/2022			03/31/2021
As of the beginning of the period		29,378,923			23,103,963
Monetary contributions		-			101,883
Non-monetary contributions (Note 11)		-			2,931,699
Revaluation of property, plant and equipment		(606,746	)		(178,932	)
Foreign currency translation		5,845,969			850,804
Share of profit or loss		715,133			1,211,928
As of the end of the period		35,333,279			28,021,345

13. SEGMENT INFORMATION

The following tables present information with respect to the Group´s reporting segments:

Period ended March 31, 2022	Seed and integrated products			Crop protection			Crop nutrition			Consolidated
Revenues from contracts with customers
Sale of goods and services		30,011,078			121,518,891			75,341,240			226,871,209
Royalties		27,525									27,525
Others
Government grants		-									-
Initial recognition and changes in the fair value of biological assets		1,099,009			2,321,075			763,303			4,183,387
Changes in the net realizable value of agricultural products after harvest		(1,559,106	)		(337,904	)		(133,495	)		(2,030,505	)
Total		29,578,506			123,502,062			75,971,048			229,051,616

Cost of sales		(12,921,789	)		(85,378,223	)		(40,738,875	)		(139,038,887	)
Gross profit per segment		16,656,717			38,123,839			35,232,173			90,012,729
% Gross margin		56	%		31	%		46	%		39	%

Period ended March 31, 2021	Seed and integrated products			Crop protection			Crop nutrition			Consolidated
Revenues from contracts with customers
Sale of goods and services		22,461,141			65,731,848			35,672,548			123,865,537
Royalties		1,779,319									1,779,319
Others
Government grants		1,707			-			-			1,707
Initial recognition and changes in the fair value of biological assets		599,468			272,427			796,606			1,668,501
Total		24,841,635			66,004,275			36,469,154			127,315,064

Cost of sales		(8,995,408	)		(41,197,243	)		(18,895,742	)		(69,088,393	)
Gross margin per segment		15,846,227			24,807,032			17,573,412			58,226,671
%		64	%		38	%		48	%		46	%

F-31

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

14. FINANCIAL INSTRUMENTS – RISK MANAGEMENT

The following tables show additional information required under IFRS 7 for financial assets and liabilities recorded as of March 31, 2022 and June 30, 2021.

	Amortized cost			Mandatorily measured at fair value through profit or loss
Financial asset		03/31/2022	06/30/2021		03/31/2022	06/30/2021
Cash and cash equivalents		36,164,137	28,327,569		2,877,150	7,718,544
Other financial assets		1,150,621	1,523,438		1,953,163	10,735,422
Trade receivables		114,022,555	88,919,911		-	-
Other receivables (*)		4,768,271	5,005,283		-	-
Total		156,105,584	123,776,201		4,830,313	18,453,966

(*) Advances expenses and tax balances are not included.

	Amortized cost				Mandatorily measured at fair value through profit or loss
Financial liability	03/31/2022		06/30/2021		03/31/2022		06/30/2021
Trade and other payables		123,224,013		72,091,408		-		-
Borrowings		154,519,470		124,774,325		-		-
Convertible notes		50,473,608		48,664,012		-		-
Lease liability		1,378,711		1,140,717		-		-
Employee benefits and social security		6,600,609		4,680,078		-		-
Consideration for acquisition of assets		12,747,736		11,790,533		-		-
Total		348,944,147		263,141,073		-		-

Financial instruments measured at fair value

Measurement at fair value at 03/31/2022	Level 1		Level 2		Level 3
Financial assets at fair value
Mutual funds		2,877,150		-		-
US Treasury bills		615,454		-		-
Other investments		1,330,171		7,538		-

Measurement at fair value at 06/30/2021	Level 1		Level 2		Level 3
Financial assets at fair value
Mutual funds		7,718,544		-		-
US Treasury bills		7,885,937		-		-
Other investments		2,110,414		739,071		-

Estimation of fair value

The fair value of marketable securities, mutual funds and US Treasury Bills is calculated using the market approach, which use quoted prices in active markets for identical assets. The quoted marked price used for financial assets held by the Group is the current bid price. These instruments are included in level 1.

F-32

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

The Group’s financial liabilities, which were not traded in an active market, were determined using valuation techniques that maximize the use of available market information, and thus rely as little as possible on specific estimates. If all significant inputs required to fair value an instrument are observable, the instruments are included in level 2.

If one or more of the significant inputs is not based on observable market data, the instruments are included in Level 3.

The Group’s policy is to recognize transfers between different categories of the fair value hierarchy at the time they occur or when there are changes in the circumstances that cause the transfer.

There were no transfers between levels of the fair value hierarchy. There were no changes in economic or business circumstances affecting fair value.

Financial instruments not measured at fair value

The financial instruments not measured at fair value include cash and cash equivalents, trade accounts receivable, other accounts receivable, trade payables and other debts, borrowings, financed payments and convertible notes.

The carrying value of financial instruments not measured at fair value does not differ significantly from their fair value, except for borrowings (Note 6.11).

Management estimates that the carrying value of the financial instruments measured at amortized cost approximates their fair value.

15. SHAREHOLDERS AND OTHER RELATED PARTIES BALANCES AND TRANSACTIONS

During the periods ended March 31, 2022 and 2021, the transactions between the Group and related parties, and the related balances owed by and to them, are as follows:

		Value of transactions for the period ended
Party	Transaction type	03/31/2022			03/31/2021
Joint ventures and associates	Sales and services		16,131,780			3,790,858
Joint ventures and associates	Purchases of goods and services		(38,629,702	)		(13,505,689	)
Joint ventures and associates	Equity contributions		-			3,033,582
Key management personnel	Salaries, social security benefits and other benefits		(2,901,240	)		(2,620,517	)
Key management personnel	Interest gain (loss)		-			(9,173	)
Shareholders and other related parties	Sales of goods and services		311,434			158,796
Shareholders and other related parties	Purchases of goods and services		(1,606,911	)		(1,728,942	)
Shareholders and other related parties	Net loans granted/(cancelled)		191,085			-
Shareholders and other related parties	Interest gain		1,803			-
Shareholders and other related parties	In-kind contributions		1,744,496			632,938
Parent company and related parties to Parent (Note 7.5)	Interest expenses		(638,132	)		(946,191	)
Total			(25,395,387	)		(11,194,338	)

The increase in sales and purchases with joint ventures compared to the same period of the previous year is due to an incremental sale of micro-beaded fertilizers due to more competitive prices compared to competing commodity fertilizers.

F-33

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

		Amounts receivable from related parties
Party	Transaction type	03/31/2022		06/30/2021
Parent company and related parties to Parent	Other receivables		-		770,549
Shareholders and other related parties	Trade debtors		220,162		-
Other receivables - Other related parties	Other receivables		1,333		134,172
Joint ventures and associates	Trade debtors		2,489,748		221,048
Joint ventures and associates	Other receivables		2,718,138		2,219,863
Total			5,429,381		3,345,632

		Amounts payable to related parties
Party	Transaction type	03/31/2022			06/30/2021
Parent company and related parties to Parent	Trade creditors		(239,657	)		(193,718	)
Parent company and related parties to Parent	Net loans payables		(9,699,289	)		(9,578,921	)
Key management personnel	Salaries, social security benefits and other benefits		(265,677	)		(2,338,727	)
Shareholders and other related parties	Trade and other payables		(50,456	)		(52,864	)
Joint ventures and associates	Trade creditors		(18,887,215	)		(17,669,027	)
Total			(29,142,294	)		(29,833,257	)

16. KEY MANAGEMENT PERSONNEL COMPENSATION

The compensation of directors and other key management members, including social security contributions and other benefits, was as follows for the period ended March 31, 2022 and 2021.

	03/31/2022		03/31/2021
Salaries, social security and other benefits		1,905,951		1,665,025
Share-based incentives		995,289		955,492
Total		2,901,240		2,620,517

17. SHARE-BASED PAYMENTS

a) Incentive payments based on options

- Share option plan for directors and senior management: plan granted up to 1,200,000 underlying ordinary shares. The options have an exercise price of $4.55 and expire on October 31, 2029.

- Share Option Plan for junior management: plan granted up to 100,000 underlying ordinary shares to certain key employees. The options have an exercise price of $5.55 and expire on October 23, 2030.

Options can be exercised on a cashless basis at their volume weighted average price (“VWAP”) of the ordinary shares during a twenty-day period to the date of exercise.

F-34

BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

The fair value of the stock options at the grant date was estimated using the "Black-Scholes" model, considering the terms and conditions under which the options on shares were granted and adjusted to consider the possible dilutive effect of the future exercise of options.

Factor	Directors and Sr. Management			Junior Management
Weighted average fair value of shares	$	5.42		$	13.98
Exercise price	$	4.55		$	5.55
Weighted average expected volatility (*)		29.69	%		42.18	%
Dividend rate		0	%		0	%
Weighted average risk-free interest rate		1.66	%		1.17	%
Weighted average expected life		9.89 years			9.22 years
Weighted average fair value of stock options at measurement date	$	2.47		$	10.1

There are no market-related performance conditions or non-vesting conditions that should be considered for determining the fair value of options.

The Group estimates that 100% of the stock options will be exercised, taking into account historical patterns of executives maintaining their jobs and the probability of exercising the options. This estimate is reviewed at the end of each annual or interim period.

The following table shows the weighted average amount and exercise price and the movements of the stock options of executives and directors of the Group during the nine-month periods ended March 31, 2022 and 2021.

	03/31/2022					03/31/2021
	Number of options			Exercise price		Number of options		Exercise price
At the beginning		1,166,667		$	4.55		1,200,000	$	4.55
Granted during the period		93,600		$	5.55		-		-
Annulled during the period		-			-		-		-
Exercised during the period		(135,332	)	$	4.55		-		-
Expired during the period		-			-		-		-
Effective at period (*)		1,124,935		$	4.63		1,200,000	$	4.55

(*) Exercise price of options effective at the end of the period was calculated using weighted average.

The charge for plans based on options recognized during the period was $0.8 million.

b) Annual compensation - Bonus

Bonus in Cash. As well as in fiscal year ended June 30, 2020, for the Bonus in Cash 2021, all the beneficiaries decided to receive the bonus in ordinary shares. The charge for the nine-month period ended March 31, 2022 in consideration of the annual compensation bonus for objectives achieved in the year ended June 30, 2021 amounted to $0.2 million.

Bonus in Kind. The charge for the nine-month period ended March 31, 2022 in consideration of the annual compensation bonus for objectives achieved in the year ended June 30, 2021 amounted to $0.1 million.

The number of shares that can be awarded under each bonus will be determined by using a 20-day volume weighted average price (“VWAP”) of the Company’s ordinary shares, starting with the day on which the relevant financial and operational objectives are met by the Company and the bonus is granted.

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BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

50% of bonus vests immediately if the financial and operational objectives are achieved as of such date, and the remaining 50% vests in the subsequent 12-months, upon meeting of the financial and operational objectives.

18. LEASE

	03/31/2022		06/30/2021
Right-of-use leased asset
Book value at the beginning of the period/year		3,688,150		2,369,326
Additions of the period/year		997,664		-
Disposals		-		913,321
Exchange differences		240,249		405,503
Book value at the end of the period/year		4,926,063		3,688,150

	03/31/2022	06/30/2021
Depreciation
Book value at the beginning of the period/year	2,360,490	1,254,729
Exchange differences	38,755	278,441
Depreciation of the period/year	826,413	827,320
Accumulated depreciation at the end of the period/year	3,225,658	2,360,490
Total	1,700,405	1,327,660

	03/31/2022		06/30/2021
Lease liability
Book value at the beginning of the period/year	1,140,717		1,109,812
Additions of the period/year	701,727		259,427
Interest expenses, exchange differences and inflation effects	256,670		500,442
Payments of the period/year	(720,403	)	(728,964	)
Total	1,378,711		1,140,717

	03/31/2022	06/30/2021
Lease Liabilities
Non-current	539,935	390,409
Current	838,776	750,308
Total	1,378,711	1,140,717

The recognized right-of-use assets relate to the following types of assets:

	03/31/2022		06/30/2021
Machinery and equipment		797,305		661,544
Vehicles		1,173,238		1,061,184
Equipment and computer software		715,302		582,101
Land and buildings		2,240,218		1,383,321
		4,926,063		3,688,150

The incremental borrowing rate used was 3.48%.

19. CONVERTIBLE NOTE

On March 16, 2022, Bioceres entered into an agreement with the holders of the Convertible note to convert 75% of the outstanding principal amount into 4.6 million of shares and committed the remaining 25% to be rolled into a new agreement with a maturity of 4 years. On March 29, 2022 the holders sent the Notice of Conversion and the shares were issued on Abril 1, 2022.

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BIOCERES CROP SOLUTIONS CORP.

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in US Dollars, except otherwise indicated)

20. CONTINGENCIES, COMMITMENTS AND RESTRICTIONS ON THE DISTRIBUTION OF PROFITS

There were no significant changes to the contingencies, commitments and restrictions on the distribution of profits from the disclosure made in the Consolidated financial statement as of June 30, 2021.

21. EVENTS OCCURRING AFTER THE REPORTING PERIOD

Bioceres and Marrone Bio Innovations, Inc. (NASDAQ: MBII) (MBI) have announced that they entered into a definitive agreement to combine the companies in an all-stock transaction. Under the terms of the transaction, each share of MBI common stock will be exchanged at closing for ordinary shares of Bioceres at a fixed ratio of 0.088.

Marrone is a growth-oriented agricultural company leading the movement to environmentally sustainable farming practices through the discovery, development and sale of innovative biological products for crop protection, crop health and crop nutrition. The portfolio of 18 products helps customers operate more sustainably while increasing their return on investment. The company’s commercial products are sold globally and supported by a robust portfolio of more than 500 issued and pending patents. End markets include row crops; fruits and vegetables; trees, nuts and vines; and greenhouse production. Marrone’s research and development program uses proprietary technologies to isolate and screen naturally occurring microorganisms and plant extracts to create new, environmentally sound solutions in agriculture.

The combined company will have a diverse customer base, product portfolio and geographic reach across a wide range of crops, positioned to serve the massive market opportunity emerging from the bio-reduction and replacement of chemical ag inputs.

The consummation of the merger is subject to certain closing conditions, including (i) the approval of the Marrone’s stockholders; (ii) the expiration or termination of all waiting periods under the Hart-Scott Rodino Antitrust Improvements Act of 1976 and receipt of any other specified merger control consents or clearances, (iii) the effectiveness of the registration statement to be filed by Bioceres with the U.S. Securities and Exchange Commission, (iv) the approval for listing on Nasdaq of Bioceres’s ordinary shares to be issued, (v) the absence of any judgment or law issued by any governmental entity enjoining or otherwise prohibiting the consummation of the merger, and (vi) other customary conditions specified in the merger agreement.

In connection with the merger, and contingent upon its closing, Bioceres has agreed to terms for a capital commitment with a principal amount up to $45 million in the form of a convertible loan. The loan will mature four years after closing and accrue interest at an annual rate of 9%, of which 5% will be payable in cash and 4% in-kind. At any time up to maturity the lenders will have the option to convert the loan into common shares of Bioceres at a strike price of $18 per share.

On April 29, 2022, China´s Ministry of Agriculture has approved the import and use as a raw material of soybeans produced using Bioceres´ proprietary drought tolerance technology. HB4 Soy is now approved for unrestricted growth and commercialization in the United States, Canada, Brazil, Argentina and Paraguay. As part of the acquisition of the remaining interest in Verdeca on November 12, 2020, Bioceres agreed to pay Arcadia $2 million in four quarterly installments subject to obtaining Chinese import clearance for soy HB4. The first installment will be due and payable on May 29, 2022.

Subsequent to March 31, 2022, there have been no other situations or circumstances that may require significant adjustments or further disclosure in these unaudited interim condensed consolidated financial statements that were not mentioned above.

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Bioceres Crop Solutions (BIOX) 6-KCurrent report (foreign)