6-K 1 s001101x2_6k.htm 6-K

 

UNITED STATES  

SECURITIES AND EXCHANGE COMMISSION  

Washington, D.C. 20549

 

 

FORM 6-K  

 

Report of Foreign Private Issuer   

Pursuant to Rule 13a-16 or 15d-16 

under the Securities Exchange Act of 1934

 

For the month of November, 2015

 

Commission File Number 001-35052

 

 

Adecoagro S.A.  

(Translation of registrant’s name into English)  

 

 

13-15 Avenue de la Liberté  

L-1931 Luxembourg 

R.C.S. Luxembourg B 153 681 

(Address of principal executive office)  

 

 

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):  ¨

 

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):  ¨

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form 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): 82-            . 

 

 
 

ANNOUNCEMENT OF RESULTS OF OPERATIONS FOR THE THREE MONTH PERIOD ENDED 

SEPTEMBER 30, 2015

 

On November 12, 2015, the registrant issued a press release pertaining to its results of operations for the three month period ended September 30, 2015 (the “Release”). Registrant hereby furnishes the attached copy of the Release to the Securities and Exchange Commission. The financial and operational information contained in the Release is based on audited consolidated financial statements presented in U.S. dollars and prepared in accordance with International Financial Reporting Standards.

 

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 including 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, including its development of the Ivinhema mill and other current projects; (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.

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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.

 

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 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.
     
  By   /s/ Carlos A. Boero Hughes
      Name:   Carlos A. Boero Hughes
      Title:   Chief Financial Officer and Chief Accounting Officer


Date: November 12, 2015

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3Q15 3Q15 Earnings Release Conference Call Nov 13, 2015 11 a.m. (US EST) 1 p.m. (Buenos Aires time) 2 p.m. (São Paulo time) 5 p.m. (Luxembourg time) Tel: (877) 317-6776 Participants calling from the US Tel: +1 (412) 317-6776 Participants calling from other countries Access Code: Adecoagro Investor Relations Charlie Boero Hughes CFO Hernan Walker IR Manager Email ir@adecoagro.com Website www.adecoagro.com Adecoagro recorded an Adjusted EBITDA of $49.7 million in 3Q15 and $124.9 million in 9M15 Luxembourg, November 12, 2015 – Adecoagro S.A. (NYSE: AGRO, Bloomberg: AGRO US, Reuters: AGRO.K), one of the leading agricultural companies in South America, announced today its results for the third quarter of 2015. The financial information contained in this press release is based on unaudited condensed consolidated interim financial statements presented in U.S. dollars and prepared in accordance with International Financial Reporting Standards (IFRS). Financial & Operating Performance $ thousands 3Q15 3Q14 Chg % 9M15 9M14 Chg % Gross Sales 170,502 202,766 (15.9%) 455,646 505,925 (9.9%) Net Sales (1) 165,023 196,762 (16.1%) 438,907 488,837 (10.2%) Adjusted EBITDA (2) Farming & Land Transformation 9,121 22,566 (59.6%) 34,837 100,224 (65.2%) Sugar, Ethanol & Energy 47,070 54,688 (13.9%) 106,067 94,110 12.7% Corporate Expenses (6,517) (6,967) (6.5%) (15,956) (16,514) (3.4%) Total Adjusted EBITDA 49,674 70,287 (29.3%) 124,948 177,820 (29.7%) Adjusted EBITDA Margin (2) 30.1% 35.7% (15.7%) 28.5% 36.4% (21.7%) Net Income 2,446 11,246 (78.3%) 17,542 15,294 14.7% Farming Planted Area (Hectares) 224,343 219,416 2.2% 224,343 219,416 2.2% Sugarcane Plantation Area (Hectares) 129,226 123,486 4.6% 129,226 123,486 4.6% Adecoagros Net Income totaled $2.4 million in 3Q15, driving year-to-date net income to $17.5 million, 14.7% higher compared to last year. Adjusted EBITDA(2) in 3Q15 was $49.7 million, 29.3% lower than 3Q14. Adjusted EBITDA margin(2) was 30.1% in 3Q15 compared to 35.7% in 3Q14. 9M15 Adjusted EBITDA was $124.9 million, 29.7% lower than 9M14. Adjusted EBITDA margin fell to 28.5% in 9M15 from 36.4% in 9M14. (1) Net Sales are equal to Gross Sales minus sales taxes related to sugar, ethanol and energy (2) Please see Reconciliation of Non-IFRS measures starting on page 28 for a reconciliation of Adjusted EBITDA and Adjusted EBIT to Profit/Loss. Adjusted EBITDA is defined as consolidated profit from operations before financing and taxation, depreciation, amortization and unrealized changes in fair value of long-term biological assets (sugarcane, coffee and cattle) plus the gains or losses from disposals of non-controlling interests in subsidiaries. Adjusted EBIT is defined as consolidated profit from operations before financing and taxation, and unrealized changes in fair value of long-term biological assets (sugarcane, coffee and cattle) plus the gains or losses from disposals of non-controlling interests in subsidiaries. Adjusted EBITDA margin and Adjusted EBIT margin are calculated as a percentage of net sales. Highlights

 

 
 

2 3Q15 Financial & Operational Performance The Sugar, Ethanol and Energy business continues to deliver operational performance. Our focus on improving operational efficiencies and technical enhancements has proved to be a driver for productivity growth and cost dilution. Our mills crushed a total of 3.2 million tons of sugarcane in 3Q15, 15.1% higher year-over-year, driven by an increase in nominal crushing capacity combined with higher milling efficiency. Sugarcane productivity increased by 10.5% reaching 86.3 tons/ha while sugar content (TRS) stood at 140.5 kg/ton, resulting in a 14.2% year-over-year growth in TRS per hectare. Our cogeneration operation has reached a record productivity ratio of 72.2 KWh per ton of sugarcane crushed. As a result of these productivity enhancements our sugar, ethanol and energy production increased by 11.7%, 26.9% and 40.2% respectively during the quarter. Adjusted EBITDA in 3Q15 was $47.1 million, 13.9% lower than 3Q14. Despite higher productivity metrics and production volumes, financial performance was affected by a 14.9% decrease in net sales, primarily explained by: (i) lower prices; and (ii) the implementation of a sugar and ethanol carry strategy. We are seeking to capture higher prices towards the end of the year, which has resulted in increased sugar and ethanol inventories by 82.6% and 24.9% respectively year-over-year. Adjusted EBITDA margin during the quarter expanded from 49.2% in 3Q14 to 49.8%, driven by productivity gains and dilution of fixed costs. During 3Q15, Adecoagro engaged in the sale of 43.3 thousand tons of sugar from third parties, capturing efficiencies and synergies with our operations. Although these transactions represent an additional source of profit for our business, EBITDA margins are significantly lower when compared to our sourced sugar operation. Our Adjusted EBITDA margin, net of third party commercialization transactions, was 58.0% in 3Q15 and 53.4% in 3Q14. On a year-to-date basis, Adjusted EBITDA for 9M15 stood at $106.1 million, 12.7% higher than 9M14, with an Adjusted EBITDA margin of 45.9%. Year-to-date higher performance is primarily explained by (i) a 32.5% increase in sugarcane milling driven by the ramp up of nominal capacity coupled with an early start of the harvest season that will allow us to extend the season and increase annual milling; (ii) higher agricultural and industrial productivity resulting in cost dilution; (iii) a $17.0 million gain from the mark-to-market of our sugar hedge position, compared to a $2.9 million gain generated in 9M14; and offset by lower sugar, ethanol and energy prices. In the Farming and Land Transformation businesses, Adjusted EBITDA in 3Q15 was $9.1 million, compared to $22.6 million in 3Q14. This decrease is primarily explained by (i) lower commodity prices for corn, soybean, wheat, rice and milk; (ii) higher production costs in our Argentine operations due to the appreciation of the Argentine peso in real terms; and (iii) a $4.1 million lower gain from the mark-to-market of our commodity hedges. These effects were partially offset by higher productivity in our soybean, corn and dairy operations. On a year-to-date basis, Adjusted EBITDA was $34.8 million, $65.4 million or 65.2% lower than 9M14. In addition to the drivers described above, this gap is explained by the absence of recorded gains from land transformation sales in 9M15, compared to a $25.5 million gain realized in 9M14. Net income in 3Q15 totaled $2.4 million, compared to $11.2 million in 3Q14. The decrease is primarily explained by the lower Adjusted EBITDA in the quarter and offset by (i) an $11.1 million decrease in depreciation and amortization due to the depreciation of the Brazilian Real and Argentine peso; and (ii) a $5.5 million income tax benefit. On a year-to-date basis, net income was $17.5 million, 14.7% higher than 9M14. Despite lower Adjusted EBITDA, net income was enhanced by (i) a $15.6 million decrease in depreciation and amortization, driven by the weaker Brazilian Real and Argentine peso; and (ii) a $16.8 million increase in the fair value of our

 

 
 

3 3Q15 sugarcane biological assets. These effects were partially offset by a $4.1 million increase in financial losses as a result of the devaluation of the Brazilian Real. Market Overview According to the UNICA (Brazilian Sugar Association) by the end of September 2015, cumulative sugarcane crushing in the Center-South region of Brazil reached a total of 444.3 million tons, 0.7% higher year-over-year. Sugar content (TRS) in the same period was 132.2 tons/ha, 2.6% below last year. As result, accumulated sugar production compared to last year is 7.3% lower while ethanol is 2.6% higher. Sugar prices continued their downward trend during 3Q15, reaching a seven-year low of 10.4 cents/lb by mid August. Growing concerns on supply disruptions in Brazil (crushing delay due to weather, increasing ethanol mix, etc) and India (yields losses due to drought) have propelled prices since the end of August. By the end of October, prices had rallied over 39%, reaching 14.5 cents/lb. Ethanol prices in Brazil continued showing weakness during 3Q15 driven by harvest seasonality, reaching the lowest levels throughout the 2015/16 harvest. Nonetheless, ethanol prices during October rallied over 20% driven by strong hydrous consumption growth (+42% year-over-year) coupled with the 6% increase in gasoline prices announced by Petrobras on September 30, 2015. Energy prices presented high volatility in 3Q15, fluctuating between 145 and 227 BRL/MWh, on average 46,7% below 2Q15, but still above the historical average. As of the end of October, prices stood at 215 BRL/MWh. Corn and soybean prices during 3Q15 have been pressured by excellent US weather conditions and negative macro environment. According to USDA, global grain stock-to-use ratios are expected to reach multi-year highs. US exports year-to-date are below historical average and market expectations, driven by strong US dollar and depreciating emerging market currencies. In Argentina, local grain prices have rebounded over 20% on expectations of reduction of export taxes and non-tariff barriers. Strategy Execution Independent Farmland Appraisal Report As of September 30, 2015 Cushman & Wakefield (C&W) updated its independent appraisal of Adecoagro’s farmland. Adecoagro’s subsidiaries held 269,931 hectares valued by C&W at $935.4 million. Net of minority interests, Adecoagro’s land portfolio of 257,044 hectares was valued at $885.7 million.(1) We believe the increase in the value of our farmland is mainly explained by: (i) the transformation of undermanaged and underdeveloped land into croppable land; and (ii) the ongoing transformation or continuous productivity enhancements of all our croppable land. These gains are not reflected in Adecoagro’s financial statements since the Company does not mark-to-market the value of farmland assets on its balance sheet. However, land transformation and appreciation are an important part of Adecoagro’s business strategy and a component of total return on invested capital. Share Repurchase Program On August, 12, 2015, the Board of Directors approved the extension of the Company’s share repurchase program for an additional twelve month period, and ending on September 23, 2016. Under the buyback program, the Company can continue acquiring shares up to 5% of the outstanding share capital. Since the inception of the share repurchase program in August 2013 and through October 2015, Adecoagro has repurchased an aggregate of 2.4 million shares for a total consideration of $18.4 million and an average price of $7.72 dollars per share. (1) Please visit www.ir.adecoagro.com for the Cushman & Wakefield 2014 Appraisal Report. Please refer to page 66 of our Annual Report on Form 20-F for the year ended December 31, 2013 for a description of the methodology employed in the appraisals of our farmland by Cushman & Wakefield. The appraisals of our farmland are only intended to provide an indicative approximation of the market value of our farmland property as of the date of such appraisal based on current market conditions. Accordingly, these appraisals are subject to change based on a host of variables and market conditions.

 

 
 

4 3Q15 2014/15 Harvest Year As of September 30 2015, we completed the 2014/15 harvest year. A total of 224,343 hectares were harvested, producing a total of 803,498 tons of diversified crops compared to 848,843 tons in the 2013/14 harvest season. The decrease was mainly explained by the 22.0% decline in corn production, as a result of the combination of lower planted area and yields. The decrease in corn planted area was part of a commercial strategy to produce more soybean at the expense of corn first crop in order to capture higher margins per hectare. Farming Business Operating Performance Farming Production DataPlanting & ProductionPlanted Area (hectares) 2014/20152013/2014Chg %2014/20152013/2014Chg %2014/20152013/2014Chg %Soybean63,944 58,691 9%205,326 171,348 20%3.2 2.9 10%Soybean 2nd Crop32,532 24,290 34%80,027 47,260 69%2.5 1.9 26%Corn (1)32,461 45,690 (29%)198,419 281,426 (29%)6.1 6.2 (1%)Corn 2nd Crop7,583 5,634 35%29,855 36,955 (19%)3.9 6.6 (40%)Wheat (2)37,020 29,412 26%84,609 77,086 10%2.3 2.6 (13%)Sunflower12,314 12,880 (4%)21,762 23,161 (6%)1.8 1.8 (2%)Cotton fiber3,160 6,217 (49%)3,350 6,118 (45%)1.1 1.0 8%Total Crops189,014 182,812 3%623,348 643,354 (3%)Rice35,328 36,604 (3%)180,149 205,489 (12%)5.1 5.6 (9.2%)Total Farming224,343 219,416 2%803,498 848,843 (5%)Owned Croppable Area124,172 133,612 (7%)Area60,056 55,881 7%Second Crop Area40,115 29,923 34%Total Farming Area224,343 219,416 2%3Q153Q14Chg %3Q153Q14Chg %3Q153Q14Chg %Dairy6,725 6,538 3%23.3 20.5 13%37.6 34.1 10%(1) Includes sorghum and peanut. (2) Includes barley.(3) Yields for 2014/15 season may be partial yields related to the harvested area as of July 31, 2014. Yields for 2013/14 reflect the full harvest season. Note: Some planted areas may reflect immaterial adjustments compared to previous reports due to a more accurate area measurement, which occurredduring the current period.Yields (Tons per hectare) (3)Production (tons) Productivity (Liters per cow per day) Milk Production (MM liters) Milking Cows (Average Heads)

 

 
 

5 3Q15 2015/16 Harvest Year We are focused on successfully completing the 2015/16 crop planting plan on schedule. A total of 77,633 hectares, 35% of total area, have been planted as of the end of October. As of June and early July, the winter crops had been fully seeded. We began to harvest some of the wheat in the northwest and northeast of Argentina, and are seeing yields in line with our expectations. The wheat crop in the Humid Pampas has developed normally due to climatic conditions in line with historical averages. If weather remains favorable, all our winter crops should be fully harvested by December 2015. Rice planting activities began during August. Efficient operational planning and execution coupled with favorable weather conditions have allowed us to almost complete the planting plan by the end of September. We are now in the process of irrigating the crop. During mid-October, we also began planting summer crops, with corn and sunflower in our northeast farms completed. In the Humid Pampas, early corn was fully planted and we have recently began to plant sunflower and soybeans under good humidity conditions. Farming Production DataPlanting & Production2015/2016E2014/2015Chg %Planted%Soybean64,963 63,944 2% - - Soybean 2nd Crop34,648 32,532 7% - - Corn (1)39,901 32,461 23%8,594 22%Corn 2nd Crop3,492 7,583 (54%)5 0%Wheat (2)32,362 37,020 (13%)32,362 100%Sunflower9,725 12,314 (21%)3,320 34%Cotton lint - 3,160 (100%) - - Total Crops185,090 189,014 (2%)44,281 24%Rice36,200 35,328 2%33,352 92%Total Farming221,290 224,343 (1%)77,633 35%Owned Croppable Area123,740 124,172 (0%)Leased Area59,410 60,056 (1%)Second Crop Area38,139 40,115 (5%)Total Farming Area221,290 224,343 (1%)(1) Includes sorghum and peanut. (2) Includes barleyPlanting Plan (hectares) 2015/2016 Planting Progress

 

 
 

6 3Q15 Our mills crushed a total of 3.2 million tons of sugarcane during 3Q15, marking a 15.1% increase year-over-year and 8.2% increase quarter-over-quarter. This growth is primarily explained by (i) a 21.7% increase in milling per day driven by the expansion in nominal crushing capacity coupled with enhanced agricultural and industrial efficiencies; and (ii) partially offset by a 5.4% increase in industrial idle time due to rains during the quarter. As a result of the growth in sugarcane milling coupled with a 3.3% increase in TRS per ton, production measured in tons of TRS equivalent increased by 20.0% in the quarter. Sugar and ethanol production in 3Q15 increased by 11.7% and 26.9%, respectively. Regarding cogeneration, total energy delivered to the grid in 3Q15 increased by 40.2% compared to 3Q14 and totaled 228,167 MWh. Cogeneration exports were enhanced by higher boiler efficiency. Our cogen efficiency ratio, measured by KWh exported per ton of sugarcane milled reached a record of 72.2 KWh/ton, 21.7% higher year-over-year. As of September 30, 2015, our sugarcane plantation reached 129,226 hectares, representing a 4.6% growth year-over-year. Expanding and replanting our sugarcane plantation continues to be a key strategy to run our mills at full capacity and at the same time increase the productivity and quality of our plantation. A total of 4,033 hectares were planted during 3Q15, bringing year-to-date planting to 10,224 hectares, 59.8% and 65.4% lower respectively, compared to the same periods of the previous year. As previously anticipated, the slowdown in expansion area is explained by the fact that: (i) we are close to our stabilized plantation size and; (ii) we are attaining higher agricultural yields, thus reducing the need for area expansion. During the quarter we replanted 2,495 hectares and expanded 1,538 hectares. Sugar, Ethanol & Energy Business Sugar, Ethanol & Energy - Selected Production Datametric3Q153Q14Chg %9M159M14Chg %Crushed Cane tons3,160,3792,744,705 15.1% 6,541,3904,936,798 32.5% Own Cane tons2,608,8702,321,237 12.4% 5,695,9784,345,132 31.1% Third Party Cane tons551,509423,468 30.2% 845,412591,666 42.9% Sugar Produced tons186,902167,331 11.7% 383,430278,878 37% Ethanol ProducedM3146,020115,058 26.9% 276,093201,254 37.2% Hydrous EthanolM386,43280,108 7.9% 158,617126,076 25.8% Anhydrous EthanolM359,58834,951 70.5% 117,47575,178 56% TRS Equivalent Producedtons444,469370,316 20.0% 872,146634,328 37.5% Exported Energy MWh228,167162,788 40.2% 436,539283,192 54.1% Expansion & Renewal Area hectares4,03310,039 (59.8%)10,22429,565 (65.4%)Harvested Area hectares30,23429,723 1.7% 61,52455,006 11.8% Sugarcane Plantation hectares129,226123,486 4.6% 129,226123,486 4.6%

 

 
 

7 3Q15 Farming & Land transformation business - Financial highlights $ thousands 3Q15 3Q14 Chg % 9M15 9M14 Chg % Gross Sales Farming 70,462 85,647 (17.7%) 207,678 252,179 (17.6%) Total Sales 70,462 85,647 (17.7%) 207,678 252,179 (17.6%) Adjusted EBITDA (1) Farming 9,121 22,633 (59.7%) 34,837 74,716 (53.4%) Land Transformation - (67) (100.0%) - 25,508 (100.0%) Total Adjusted EBITDA (1) 9,121 22,566 (59.6%) 34,837 100,224 (65.2%) Adjusted EBIT (1)(2) Farming 7,521 20,845 (63.9%) 29,794 69,278 (57.0%) Land Transformation - (67) n.a - 25,508 (100.0%) Total Adjusted EBIT (1)(2) 7,521 20,778 (63.8%) 29,794 94,786 (68.6%) Adjusted EBIT(1)(2) for the Farming business in 3Q15 was $7.5 million, $13.3 million or 63.8% lower than 3Q14. This decrease is primarily explained by: (i) lower commodity prices, particularly corn, soybean and wheat; (ii) higher production costs in dollar terms driven by the appreciation of the Argentine peso in real terms, partially offset by cost reduction initiatives, and (iii) a $4.1 million decrease in gains related to our commodity hedge position, from $16.5 million in 9M14 to $12.4 in 9M15. On a year-to-date basis, Adjusted EBIT for the Farming & Land Transformation businesses in 9M15 stood at $29.8 million, compared to $94.8 million in 9M14. This 68.6% underperformance is mainly attributable to: (i) lower commodity prices; (ii) the real appreciation of the Argentine peso resulting in higher production costs measured in dollars; and (iii) the absence of gains from land transformation, compared to a $25.5 million gain realized in 9M14. The underperformance was partially mitigated by higher productivity in our crop and dairy segments. (1) Please see “Reconciliation of Non-IFRS measures” starting on page 28 for a reconciliation of Adjusted EBITDA and Adjusted EBIT to Profit/Loss. Adjusted EBITDA is defined as consolidated profit from operations before financing and taxation, depreciation, amortization and unrealized changes in fair value of long-term biological assets (sugarcane, coffee and cattle) plus the gains or losses from disposals of non-controlling interests in subsidiaries. Adjusted EBIT is defined as consolidated profit from operations before financing and taxation, and unrealized changes in fair value of long-term biological assets (sugarcane, coffee and cattle) plus the gains or losses from disposals of non-controlling interests in subsidiaries. Adjusted EBITDA margin and Adjusted EBIT margin are calculated as a percentage of net sales. (2) Adecoagro uses the Adjusted EBIT performance measure rather than Adjusted EBITDA to compare its different farming businesses. Different farming businesses or production models may have more or less depreciation or amortization based on the ownership of fixed assets employed in production. Consequently, similar type costs may be expensed or capitalized. For example, Adecoagro’s farming business in Argentina is based on a “contractor” production model, whereby Adecoagro hires planting, harvesting and spraying services from specialized third party machine operators. This model minimizes the ownership of fixed assets, thus, reducing depreciation and amortization. On the other hand, operating fees are expensed increasing our production costs. The Adjusted EBIT performance measure controls for such differences in business models and we believe is a more appropriate metric to compare the performance of the company relative to its peers. Farming & Land Transformation Businesses Financial Performance

 

 
 

8 3Q15 Crops - Highlights metric 3Q15 3Q14 Chg % 9M15 9M14 Chg % Gross Sales $ thousands 44,366 53,810 (17.6%) 115,274 152,268 (24.3%) thousand tons 208.3 367.2 (43.3%) 498.8 708.8 (29.6%) $ per ton 213.0 146.5 45.4% 231.1 214.8 7.6% Adjusted EBITDA $ thousands 7,323 18,228 (59.8%) 23,306 50,918 (54.2%) Adjusted EBIT $ thousands 6,871 17,729 (61.2%) 21,878 49,425 (55.7%) Planted Area(1) hectares 148,899 152,778 (2.5%) 148,899 152,778 (2.5%) (1) Does not include second crop planted area. Adjusted EBIT for our crops segment stood at $6.9 million during 3Q15 compared to $17.7 million in 3Q14. On a cumulative basis, 9M15 Adjusted EBIT reached $21.9 million, representing a 5 5.7% decrease compared to 9M14. The decrease is primarily attributable to (i) lower commodity prices; and (ii) higher production costs measured in dollar terms given the real appreciation of the argentine peso. This decrease was partially offset by higher soybean and corn yields. Crops - Gross Sales Breakdown Amount ($ '000) Volume (tons) $ per unit Crop 3Q15 3Q14 Chg % 3Q15 3Q14 Chg % 3Q15 3Q14 Chg % Soybean 24,488 13,021 88.1% 89,882 38,029 136.4% 272 342 (20.4%) Corn (1) 14,580 34,230 (57.4%) 97,578 176,568 (44.7%) 149 194 (22.9%) Wheat (2) 2,914 655 345.0% 22,391 3,214 596.6% 130 204 (36.1%) Sunflower - 2,271 (100.0%) - 6,418 (100.0%) n.a 354 n.a Cotton 336 3,356 (90.0%) 1,479 5,152 (71.3%) 227 651 (65.1%) Others 2,048 277 638.5% - - n.a Total 44,366 53,810 (17.6%) 211,330 229,382 (7.9%) Amount ($ '000) Volume (tons) Crop 9M15 9M14 Chg % 9M15 9M14 Chg % 9M15 9M14 Chg % Soybean 63,021 71,039 (11.3%) 234,436 196,440 19.3% 269 362 (25.7%) Corn (1) 28,638 63,213 (54.7%) 188,023 320,591 (41.4%) 152 197 (22.8%) Wheat (2) 10,456 7,275 43.7% 57,853 31,229 85.3% 181 233 (22.4%) Sunflower 6,069 6,167 (1.6%) 16,634 17,403 (4.4%) 365 354 3.0% Cotton 1,261 3,689 (65.8%) 2,249 5,353 (58.0%) 561 689 (18.6%) Others 5,829 885 558.3% - - n.a n.a n.a - Total 115,274 152,268 (24.3%) 499,194 571,016 (12.6%) (1) Includes sorghum (2) Includes barley Note: Prices per unit are a result of the averaging of different local market prices such as FAS Rosario (Arg), FOB Nueva Palmira (Uru) and FOT Luis Eduardo Magalhaes (BR) $ per unit On a cumulative basis, crop sales in 9M15 reached $115.3 million, 24.3% lower than in 9M14. The decrease in sales is primarily driven by significantly lower soybean, corn and wheat prices coupled with lower corn volumes sold. The decrease in corn sales volumes is mainly explained by a shift towards soybean production as part of a commercial and business strategy. Crops

 

 
 

9 3Q15 Crops - Changes in Fair Value Breakdown 9M15 metric Soy Soy 2nd Crop Corn Corn 2nd Crop Wheat Sunflower Cotton Total 2014/15 Harvest Year Total Harvested Area Hectares 63,944 32,532 32,461 7,583 37,020 12,314 3,160 189,014 Area harvested in previous periods Hectares 63,944 32,462 13,136 1,280 37,020 12,314 1,536 161,691 Area harvested in current period Hectares - 71 19,325 6,303 - 0 1,624 27,323 Changes in Fair Value 9M15 from harvested area 2014/15 (i) $ thousands 8,930 4,486 (3,814) (1,031) 343.48 519 (374) 9,061 2015/16 Harvest Year Total Planted Area Hectares - - 7,694 - 34,219 3,320 - 45,233 Planted Area in initial growth stages Hectares - - 7,694 - 7,061 3,320 - 18,075 Planted Area with significant biological growth Hectares - - - - 27,158 - - 27,158 Changes in Fair Value 9M15 from planted area 2015/16 (ii) $ thousands - - - - (2,045) - - (2,045) Total Changes in Fair Value in 9M15 (i+ii) $ thousands 8,930 4,486 (3,814) (1,031) (1,702) 519 (374) 7,016 The table above shows the gains or losses from crop production generated during 9M15, related to the 2014/15 and the 2015/16 harvest season. During 3Q15 we harvested 27,353 hectares pertaining to the 2014/15 crop completing the total 189,014 hectares that were planted. The 2014/15 harvest generated a total of $9.1 million in Changes in Fair Value during the 2015 fiscal year. The 2015/16 harvest season commenced mid-September 2015. As of end October, a total of 45,233 hectares were seeded, of which 27,158 hectares of wheat had attained significant growth, generating a $2.0 million loss. On a consolidated basis, year-to-date Changes in Fair Value stand at $7.0 million. In addition, a gain of $9.9 million was booked from the revaluation of our grain inventories (“Changes in Net Realizable Value”), resulting in a total agricultural margin of $16.9 million, compared to $45.1 million in 9M14.

 

 
 

10 3Q15 Rice - Highlights metric 3Q15 3Q14 Chg % 9M15 9M14 Chg % Gross Sales $ thousands 17,299 21,780 (20.6%) 66,026 75,123 (12.1%) $ thousands 15,255 19,125 (20.2%) 58,637 61,833 (5.2%) thousand tons (1) 40.2 48.9 (17.8%) 153.5 169.4 (9.4%) $ per ton 380 391 (2.9%) 382 365 4.6% Gross Sales of By-products $ thousands 2,045 2,656 (23.0%) 7,390 13,290 (44.4%) Adjusted EBITDA $ thousands 89 1,176 (92%) 6,111 16,467 (62.9%) Adjusted EBIT $ thousands (635) 378 n.a 3,826 13,997 (72.7%) Area under production (2) hectares 35,328 36,200 (2.4%) 35,328 36,200 (2.4%) Rice Mills Total Rice Produced thousand tons (1) 59.1 42.1 40.4% 134.1 176.0 (23.8%) Ending stock thousand tons (1) 104.3 53.5 94.8% 104.3 53.5 94.8% (1) Of rough rice equivalent. (2) Areas under production correspond to the 2014/15 and 2013/14 harvest years Gross Sales of White Rice Adjusted EBIT corresponding to Adecoagro’s rice segment is primarily explained by the results generated by the biological growth and harvest of the crop. The rice crop is planted during the end of the third quarter; it grows mainly throughout the fourth quarter, and is mostly harvested during the first quarter of the following year. Accordingly, due to the seasonality of the crop, the majority of the segment´s Adjusted EBIT is generated between the fourth quarter of the year and first quarter of the following year. Results during the third quarter are mainly driven by the biological growth of the new crop and the sale of processed rice and by-products from the previous crop. Sales for the 9-month period ended on September 30, 2015 reached $66.0 million, 12.1% lower than 9M14, as a result of a postponement of export sales until the fourth quarter. As of September 30, 2015, we held 104.3 thousand tons of processed rice (in rough rice equivalent) in stock, 94.8% higher year-over-year. Adjusted EBIT for 9M15 totaled $3.8 million compared to $14.0 million 9M14, representing a 72.7% decrease. Lower results are explained by lower farm margins reflected in “Changes in Fair Value” (see table below) resulting from a 9.2% decrease in agricultural yields due to adverse weather conditions. Margins were also negatively affected by higher production costs measured in dollars resulting from the appreciation of the Argentine peso in real terms. Rice

 

 
 

11 3Q15 Rice - Changes in Fair Value Breakdown 9M15 metric Rice 2014/15 Harvest Year Total Planted Area Hectares 35,328 Harvested Area in previous period Hectares 35,328 Harvested Area in current period Hectares - Total harvested area in 2014/2015 Hectares 35,328 Changes in Fair Value from harvested area 2014/15 (i) $ thousands 3,506 . 2015/16 Harvest Year Total Planted Area Plan Hectares 33,352 Area remaining to be planted (a) Hectares 2,848 Planted Area in initial growing stages (a) Hectares 30,462 Planted Area with significant biological growth (b) Hectares 2,890 Changes in Fair Value 9M15 from planted area 2015/16 with significant biological growth (ii) $ thousands (362) Total Changes in Fair Value in 9M15 (i+ii+iii) $ thousands 3,144 During the 9-month period ended September 30, 2015, the rice segment generated Changes in Fair Value of $3.1 million. The 2014/15 crop, which was fully harvested by 2Q15, generated margins of $3.5 million. Regarding the new 2015/16 rice crop, as of the end of 3Q15, 33,352 hectares were planted of which 2,890 hectares had attained significant biological growth. These hectares generated Changes in Fair Value losses of $0.4 million, mainly as a result of lower projected rice prices and yields. Dairy - Highlights metric 3Q15 3Q14 Chg % 9M15 9M14 Chg % Gross Sales $ thousands (1) 8,471 9,708 (12.7%) 25,390 23,651 7.4% million liters (2) 23.9 21.8 9.6% 65.0 56.0 16.0% $ per liter (3) 0.31 0.41 (24.5%) 0.35 0.39 (10.3%) Adjusted EBITDA $ thousands 1,617 3,038 (46.8%) 5,021 6,674 (24.8%) Adjusted EBIT $ thousands 1,258 2,649 (52.5%) 3,907 5,510 (29.1%) Milking Cows Average Heads 6,725 6,538 2.9% 6,626 6,410 3.4% Cow Productivity Liter/Cow/Day 37.6 34.1 10.3% 35.7 33.2 7.4% Total Milk Produced million liters 23.3 20.5 13.4% 64.6 58.2 11.0% (1) Includes (i) $1.1 million from sales of culled cows in 3Q15 and $0.8 million in 3Q14 and (ii) $0.3 million from sales of powdered milk in 3Q15 and $2.1 million in 3Q14 (2) Selling volumes include 1.1 million liters of powder milk in 3Q15 and 4.2 million liters in 3Q14 (3) Sales price includes the sale of fluid milk and whole milk powder and excludes cattle sales Dairy

 

 
 

12 3Q15 Our Dairy business continues to deliver strong operational results driven by our focus on operational efficiency. Productivity during 3Q15 reached a record of 37.6 liters per cow per day, 10.3% higher than 3Q14. Our cow herd also grew by 2.9% in the quarter, reaching full capacity of 6,725 heads. As a result of these two factors, total milk production increased by 13.4% to a total of 23.3 million liters. Year-to-date, milk production was 64.6 million liters, 11% higher year-over-year. Gross sales reached $8.5 million in 3Q15 marking a 12.7% decrease compared to the same period of last year. This is mainly the result of a 24.5% decrease in milk prices in line with international prices, partially offset by 9.6% higher selling volumes. Adjusted EBIT in the quarter decreased 52.5% primarily as a result of (i) lower milk prices; and (ii) an increase in production costs driven by the appreciation of the Argentine Peso in real terms. On a year-to-date basis, gross sales increased by 7.4% compared to 9M14 and Adjusted EBIT was $3.9 million, 29.1% lower year-overyear. All Other Segments - Highlights metric 3Q15 3Q14 Chg % 9M15 9M14 Chg % Gross Sales $ thousands 326 349 (6.6%) 988 1,137 (13.1%) Adjusted EBITDA $ thousands 92 191 (51.8%) 399 657 (39.2%) Adjusted EBIT $ thousands 27 89 (69.7%) 183 346 (47.0%) All Other Segments is comprised of our Cattle and Coffee segments. Our Cattle segment consists of pasture land that is not suitable for crop production and as a result is leased to third parties for cattle grazing activities. Our Coffee segment currently consists of leasing 728 hectares of coffee trees on our Rio de Janeiro farm in Western Bahía, Brazil, to a third party for a 8-year period. Adjusted EBIT for All Other Segments was $0.02 million in 3Q15 and by $0.18 million in 9M15. Lower EBIT year-over-year is explained by a reduction in leased area. There were no farm sales during 3Q15 and 3Q14. However, land transformation is an ongoing process in our farms, which consists of transforming undervalued and undermanaged land into its highest production capabilities. Adecoagro is currently engaged in the transformation of several farms, especially in the northeastern region of Argentina, where farms formerly used for cattle grazing are being successfully transformed into high yielding crop and rice farms. Land transformation business All Other Segments Land transformation - Highlights metric 3Q15 3Q14 Chg % 9M15 9M14 Chg % Adjusted EBITDA $ thousands - (67) - % - 25,508 - % Adjusted EBIT $ thousands - (67) - % - 25,508 - % Land sold Hectares - - - % - 12,887 - %

 

 
 

13 3Q15 The company is continuously seeking to recycle its capital by disposing of a portion of its developed farms and allocate its capital to other farms or projects with higher risk-adjusted returns, thereby enhancing return on invested capital. Sugar, Ethanol & Energy - Highlights $ thousands 3Q15 3Q14 Chg % 9M15 9M14 Chg % Net Sales (1) 94,561 111,115 (14.9%) 231,229 236,658 (2.3%) Gross Profit Manufacturing Activities 35,553 42,029 (15.4%) 92,803 92,244 0.6% Adjusted EBITDA 47,070 54,688 (13.9%) 106,067 94,110 12.7% Adjusted EBITDA Margin 49.8% 49.2% 1.1% 45.9% 39.8% 15.4% (1) Net Sales are calculated as Gross Sales net of sales taxes. The Sugar, Ethanol & Energy business delivered solid industrial and agricultural operational results during 3Q15. Sugarcane crushing reached 3.2 million tons, 15.1% higher year-over-year. Production was further enhanced by a 3.3% increase in TRS content resulting in a 20.0% increase in total TRS produced. Despite the operational improvements and higher production volumes, net sales in 3Q15 decreased 14.9%, reaching a total of $94.6 million (see Net Sales chart below). This decline is primarily explained by (i) a 27.2% fall in realized sugar prices; (ii) a 5% and 30% reduction in ethanol and energy prices in BRL respectively, which translated into USD resulted in a 40.6% and 54.7% decrease as a result of the depreciation of the BRL; (iii) the implementation of a sugar and ethanol carry strategy seeking to capture higher prices towards the end of the year – sugar and ethanol inventories have increased year-over-year by 82.6% and 24.9% respectively. As a result of lower sales, Adjusted EBITDA in 3Q15 reached $47.1 million, 13.9% lower than 3Q14. Nonetheless, our Adjusted EBITDA margin increased to 49.8% in 3Q15 from 49.2% in 3Q14. The growth in Adjusted EBITDA margin is evidence of our focus on operational enhancements and productivity gains in our cluster, which has resulted in operational leverage and fixed cost dilution. During 3Q15, Adecoagro engaged in the commercialization of 43.3 thousand tons of sugar from third parties, capturing efficiencies and synergies with our operations. Although these transactions represent an additional source of profit and returns for our business, EBITDA margins are significantly lower when compared to our sourced operation. Our Adjusted EBITDA margin, net of third party commercialization transactions, was 58.0% in 3Q15 and 53.4% in 3Q14. On a cumulative basis, Adjusted EBITDA for 9M15 reached $106.1 million,12.7% higher year-over-year. Adjusted EBITDA margin year-to-date has increased from 39.8% in 9M14 to 45.9% in 9M15. Year-to-date performance is primarily explained by (i) a 32.5% increase in sugarcane milling driven by the ramp up of nominal capacity coupled with an early start of the harvest season which will allow us to extend the season and increase annual milling; (ii) higher agricultural and industrial productivity resulting in cost dilution; (iii) a $17.0 million gain from the mark-to-market of our sugar hedge position, compared to a $2.9 million gain generated in 9M14; and offset by lower sugar, ethanol and energy prices. Sugar, Ethanol & Energy business

 

 
 

14 3Q15 The table below reflects the breakdown of net sales for the Sugar, Ethanol & Energy business. Sugar, Ethanol & Energy - Net Sales Breakdown (1) $ thousands Units ($/unit) 3Q15 3Q14 Chg % 3Q15 3Q14 Chg % 3Q15 3Q14 Chg % Sugar (tons) 55,834 68,291 (18.2%) 196,151 174,664 12.3% 285 391 (27.2%) Ethanol (cubic meters) 24,007 24,031 (0.1%) 75,849 45,122 68.1% 317 533 (40.6%) Energy (Mwh)(2) 14,720 18,793 (21.7%) 277,880 160,608 73.0% 53 117 (54.7%) TOTAL 94,561 111,115 (14.9%) $ thousands Units ($/unit) 9M15 9M14 Chg % 9M15 9M14 Chg % 9M15 9M14 Chg % Sugar (tons) 108,982 111,017 (1.8%) 353,494 284,144 24.4% 308 391 (21.1%) Ethanol (cubic meters) 88,421 90,487 (2.3%) 231,834 164,899 40.6% 381 549 (30.5%) Energy (Mwh)(2) 33,826 35,154 (3.8%) 484,081 281,280 72.1% 70 125 (44.1%) TOTAL 231,229 236,658 (2.3%) (1) Net Sales are calculated as Gross Sales net of ICMS, PIS, CONFINS, INSS and IPI taxes. (2) Energy sales and volumes includes third party commercialization. Net sales during 3Q15 reached $94.6 million, 14.9% below 3Q14. As explained above, the decrease in net sales year-over-year is explained by (i) lower international sugar prices; (ii) lower ethanol and energy prices in local currency and further impacted by the depreciation of the Brazilian Real; and (iii) our sugar and ethanol carry strategy. Sugar continued to trade to the downside during 3Q15 and was priced on average at 11.30 US cents/lb, 29% lower than 3Q14 and 9% lower than 2Q15. During the end of August, sugar prices bottomed at 10.39 US cents/lb, the lowest level since June 2008. Ethanol prices also continued their seasonal downward trend during 3Q15, reaching the lowest levels throughout the 2015/16 harvest. According to ESALQ index, hydrous ethanol prices in local currency fell 2% below 2Q15, while anhydrous ethanol was flat. Compared to 3Q14, hydrous prices increased by 0.3%, while anhydrous decreased by 2.3%. In addition, the Brazilian Real depreciated by 59.5% in the period, resulting in significantly lower prices in dollar terms. Sugar, Ethanol & Energy - Industrial indicators metric 3Q15 3Q14 Chg % 9M15 9M14 Chg % Milling Cluster Tons 2,740,894 2,321,225 18.1% 5,732,050 4,134,098 38.7% Milling UMA Tons 419,485 423,480 (0.9%) 809,339 802,700 0.8% Milling Total Tons 3,160,379 2,744,705 15.1% 6,541,390 4,936,798 32.5% Own sugarcane % 82.5% 84.6% (2.4%) 87.1% 88.0% (1.1%) Sugar mix in production % 44.0% 47.2% (6.9%) 46.0% 46.0% (0.0%) Ethanol mix in production % 56.0% 52.8% 6.2% 54.0% 54.0% 0.0% Exported energy per ton crushed KWh/ton 72.2 59.3 21.7% 66.7 57.4 16.3% A total of 2.7 million tons of sugarcane were milled at our cluster in Mato Grosso do Sul during 3Q15, 18.1% more than the previous year, while Usina Monte Alegre milled 0.4 million tons, in line with 3Q14. This growth is primarily explained by (i) a 21.7% increase in milling per day driven by the expansion in nominal crushing

 

 
 

15 3Q15 capacity at the Ivinhema mill coupled with enhanced agricultural and industrial efficiencies; and (ii) partially offset by a 5.4% increase in industrial idle time due to rains during the quarter. Owned sugarcane supply accounted for 82.5% of total cane milled during 3Q15. In terms of production mix, 56.0% of the sugar content (TRS) was directed towards ethanol production and 44.0% towards sugar. Our mix favored ethanol since it offered higher relative prices and margins in the period. Regarding Cogeneration, exports to the grid reached 228,167 MWh in 3Q15, 40.2% higher than 3Q14 and 54.1% higher on a year-to-date basis. This growth is the result of the higher volume of cane crushed and enhanced operational efficiencies. Our cogeneration efficiency ratio, measured in kilowatts exported per ton of sugarcane crushed, increased by 21.7%, from 59.3 to a record of 72.2 KWh/ton. Agricultural Produce - Productive Indicators metric 3Q15 3Q14 Chg % 9M15 9M14 Chg % Harvested own sugarcane Tons 2,608,870 2,321,237 12.4% 5,695,978 4,345,132 31.1% Harvested area Hectares 30,234 29,723 1.7% 61,524 55,006 11.8% Yield tons/hectare 86.3 78.1 10.5% 92.6 79.0 17.2% TRS content kg/ton 140.5 136.0 3.3% 133.5 129.0 3.5% TRS per hectare kg/hectare 12,127 10,621 14.2% 12,361 10,190 21.3% Mechanized harvest % 97.3% 96.0% 1.3% 97.7% 96.0% 1.7% The table above shows operational indicators related to our owned sugarcane production (“Agricultural Produce”) which is planted, harvested, and then transferred to our mills for processing. In 3Q15, our sugarcane yields experienced a 10.5% increase compared to 3Q14, reaching 86.3 tons per hectare. In addition, TRS content in sugarcane also expanded by 3.3%, reaching 140.5 kg/ton. As a result of these two factors, TRS per hectare increased by 14.2%. On a year-to-date basis, TRS productivity per hectares remains 21.3% higher than the previous year. This productivity growth was the result of favorable weather conditions coupled with enhancements in our agricultural operations. Some examples include: (i) the effective implementation of pest controls; (ii) the selection of specific cane varieties for the region; (iii) the extension of the sugarcane growth cycle; (iv) the implementation of GPS controlled auto pilot in planters and combines; and (v) the timely renewal of sugarcane plantation. Considering that sugarcane production represents roughly 70% of sugar and ethanol production costs, coupled with the fact that approximately 85% of total costs are fixed, attaining high agricultural productivity is a key driver to become a low cost producer.

 

 
 

16 3Q15 Sugar, Ethanol & Energy - Changes in Fair Value 3Q15 3Q14 Biological Asset $ Hectares $/hectare $ Hectares $/hectare (a) Sugarcane plantations at begining of period 280,344 122,398 2,290 283,494 110,822 2,558 (b) Planting investment (1) 12,143 4,033 2,378 34,763 6,582 4,669 (c) Increase due to purchases - - - - - (d) Exchange difference (57,936) (30,790) (e) Sugarcane w/ significant biological growth at end of period 221,850 120,033 1,848 279,464 119,011 2,348 Changes in Fair Value of Biological Assets (e) - [ (a) + (b) + (c) + (d) ] (12,700) (8,003) Agricultural produce $ Tons $/ton $ Tons $/ton (a) Harvested own sugarcane (2) (3) 54,163 2,678,111 20.2 68,590 2,498,619 27.45 (b) Crop maintenance costs (12,246) (4.6) (13,184) (5.3) (c) Leasing Costs (8,640) (3.2) (10,857) (4.3) (d) Harvest costs (27,737) (10.4) (40,902) (16.4) Changes in Fair Value of Agricultural Produce (a) + (b) + (c) + (d) 5,540 3,647 Total Changes in Fair Value (7,160) (4,356) (1) Sugarcane planting area includes $2,552 for work-in-progress planting activities over 1,885 hectares in 3Q15. (2) Sugarcane transfer prices are set by Consecana Index, which is the Council of Sugarcane, Sugar and Ethanol Producers in the State of São Paulo. (3) $ and $/ton values includes 69,241 tons of sugarcane seed for planting in 2015 and 177,382 tons in 2014. In 3Q15, Changes in Fair Value of Biological Assets (unrealized) totaled a $12.7 million loss, compared to a $8.0 million loss in 3Q14. The difference is mainly attributed to lower sugar prices coupled with a steeper depreciation of the Brazilian Real. As a result, the fair value of our sugarcane plantation was reduced from $2,290 per hectare at the beginning of 3Q15 to $1,848 per hectare at end of the period. Changes in Fair Value of Agricultural Produce (realized) resulted in a $5.5 million gain compared to $3.6 million gain in 3Q14. As we increased the size of our plantation, attained economies of scale, and enhanced production efficiencies in our cluster, we managed to obtain operational leverage and dilute costs. As a result, sugarcane production costs, including crop maintenance, land leasing, and harvest in dollars per ton have decreased 30% year-over-year, generating a 52% increase in Changes in Fair Value of Agricultural Produce for the quarter. Total Changes in Fair Value of Biological Assets and Agricultural Produce in 3Q15 reached negative $7.2 million, compared to a $4.4 million loss in 3Q14.

 

 
 

17 3Q15 Commodity Hedging Adecoagro’s performance is affected by the volatile price environment inherent to agricultural commodities. The company uses both forward contracts and derivative markets to mitigate swings in prices by locking in margins with the aim to stabilize profits and cash flows. The table below shows the average selling prices for Adecoagro’s physical sales (i.e., volumes and average prices including both sales invoiced/delivered and fixed-price forwards and futures contracts). Total Volume and Average Prices Volume Local Sale Price Local Sale Price (thousand tons) FAS $/ton FOB cts/bushel (1) 2014/15 Harvest Year Soybean Argentina 226.3 270 1,214 Brazil 31.0 333 1,139 Uruguay 16.9 361 1,146 Corn Argentina 217.2 158 547 Uruguay 3.3 197 552 Wheat Argentina 67.9 158 607 Uruguay 6.9 159 486 2015/16 Harvest Year Soybean Argentina 168.5 237 1,014 Brazil - - - Uruguay - - - Corn Argentina 124.5 132 452 Brazil - - - Uruguay - - - Cotton Argentina 0.1 1,213 55 Brazil 0.9 1,367 62 Volume Local Sale price Local Sale price (thousands) FCA $/unit FOB cts/lb (1) 2015/16 Harvest Year VHP Sugar Brazil 477.4 319 14.4 Ethanol (2) Brazil 149.2 375 - Energy (MWh) (3) Brazil 579.3 68 - 2016/17 Harvest Year VHP Sugar Brazil 211.7 302 13.6 Ethanol (2) Brazil - - - Energy (MWh) (3) Brazil 374.5 61 - (1) Equivalent FOB price - includes freight, export taxes and fobbing costs (elevation, surveyor, quality certifications and customs costs). (2) Ethanol prices are net of PIS/COFINS, ICMS and INSS (3) Considers exchange rate of BRL/USD 3.97 Farming Country Sugar, Ethanol & Energy Country The table below summarizes the results generated by Adecoagro’s derivative positions in 3Q15 and in previous periods. Realized gains and losses correspond to results generated by derivative contracts that were closed.

 

 
 

18 3Q15 Unrealized gains and losses correspond to results generated by derivative positions that were still open at the end of the period, and therefore, may generate additional gains or losses in future periods. Gain/Loss from derivative instruments (thousand tons) Unrealized Realized Total 2015 2013/14 Harvest Year Soybean - - 30 30 (4,140) (4,110) Corn - - 520 520 6,028 6,548 Wheat - - - - (248) (248) Cotton - - - - (111) (111) Coffee - - - - 203 203 Total - - 550 550 1,732 2,282 2014/15 Harvest Year Soybean 23 (50) 4,858 4,808 2,422 7,229 Corn 12 (47) 2,808 2,761 6,342 9,103 Wheat - - 342 342 (552) (210) Total 35 (97) 8,007 7,910 8,212 16,122 2015/16 Harvest Year Soybean 168 957 2,861 3,818 (326) 3,492 Corn 124 553 260 813 (588) 225 Wheat 5 (7) 143 135 - 135 Total 298 1,503 3,263 4,766 (914) 3,852 Subtotal Farming (i) 334 1,406 11,820 13,226 9,030 22,256 Sugar, Ethanol & Energy (thousand tons) Unrealized Realized Total 2015 2014/15 Harvest Year Sugar 3 249 23 272 8,442 8,714 Ethanol - - Total - 249 23 272 8,442 8,714 2015/16 Harvest Year Sugar 42 (514) 13,119 12,605 6,860 19,465 Ethanol - - 96 96 - 96 Total 42 (514) 13,215 12,701 6,860 19,561 2016/17 Harvest Year Sugar (2) 215 4,043 (5) 4,038 - 4,038 Ethanol - - - - - - Total 215 4,043 (5) 4,038 - 4,038 Subtotal Sugar, Ethanol and Energy (ii) 260 3,778 13,233 17,011 15,302 32,313 Total (i+ii) 594 5,184 25,054 30,238 24,332 54,569 (1) Volume hedged by options contacts is determined by the ratio that compares the change in the price of the underlying asset to the corresponding change in the price of the derivative (delta). Note: soybean, corn and wheat futures are traded on the Chicago Board of Trade (CBOT) and on the "Mercado a Término de Buenos Aires" (MATBA). Farming Open hedge positions (1) 2015 Gains/(Losses) (thousands $) Gains/(Losses) Booked in previous years (thousands $) Gains/(Losses) Harvest Year (thousands $) Gains/(Losses) Booked in previous years (thousands $) Gains/(Losses) Harvest Year (thousands $) Open hedge positions (1) 2015 Gains/(Losses) (thousands $)

 

 
 

19 3Q15 Corporate Expenses Corporate Expenses $ thousands 3Q15 3Q14 Chg % 9M15 9M14 Chg % Corporate Expenses (6,517) (6,967) (6.5%) (15,956) (16,514) (3.4%) Adecoagro’s Corporate expenses include items that have not been allocated to a specific business segment, such as executive officers and headquarters staff, and certain professional fees, travel expenses, and office lease expenses, among others. Corporate expenses in 3Q15 reached $6.5 million, 7.4% lower than 3Q14. Year-to-date, corporate expenses were $15.9 million, 3.8% lower than the previous year. The decrease is mainly explained by cost reduction initiatives and partially offset by the appreciation of the Argentine Peso in real terms. Other Operating Income Other Operating Income $ thousands 3Q15 3Q14 Chg % 9M15 9M14 Chg % Gain / (Loss) from commodity derivative financial instruments 15,503 17,436 (11.1%) 30,238 14,228 112.5% Gain/(Loss) from forward contracts 1 (44) - % 2 (176) - % Gain from disposal of other property items 29 182 (84.1%) 909 788 15% Other 127 (139) - % 118 211 (44.1%) Total 15,660 17,436 (10.2%) 31,267 15,051 107.7% Other Operating Income in 3Q15 reported a $15.5 million, 10.2% lower than the $17.4 million gain reported in 3Q14. In both cases, the gain is primarily explained by positive results from the mark-to-market of our commodity derivative hedge position, mainly soybean, corn and sugar. On a year-to-date basis, Other Operating Income stands at a gain of $31.3 million, compared to a gain of $15.1 million in 9M14. This 107.7% increase is also primarily explained by the mark-to-market of our commodity hedge position, which resulted in a $30.2 million gain in 9M15 compared to a $14.2 million gain in 9M14. Please see page 18 for a breakdown of our commodity hedges position.

 

 
 

20 3Q15 Financial Results Financial Results $ thousands 3Q15 3Q14 Chg % 9M15 9M14 Chg % Interest Expenses, net (10,896) (12,163) (10.4%) (30,141) (36,579) (17.6%) Cash Flow Hedge - Transfer from Equity (7,084) (453) 1,463.8% (14,838) (5,062) 193.1% FX Gain/(Loss), net 6,543 (3,621) - % (3,110) (6,889) (54.9%) Gain/(Loss) from derivative financial Instruments (4,858) (904) 437.4% (4,288) (184) 2,230.4% Taxes (855) (1,049) (18.5%) (2,312) (3,003) (23.0%) Other Expenses, net (998) 68 - % (2,393) (1,284) 86.4% Total Financial Results (18,148) (18,122) 0.1% (57,082) (53,001) 7.7% In 3Q15 we booked a financial loss of $18.1 million, virtually the same compared to 3Q14. The result was mainly explained by: (i) a $1.3 million or 10.4% decrease in interest expense mainly as a result of the 56.0% depreciation of the Brazilian Real between September 2014 and September which offset the 3.0% increase in total gross debt. The fact that the dollar denominated debt increase by 66.0% while the reais denominated debt decreased by 49.6% attenuates the effect of the devaluation on interest expenses. (ii) a $10.2 million foreign exchange gain resulting from the 56.0% and 11.4% depreciation of the Brazilian Real and the Argentine peso, respectively. At the same time, this implies an increase in dollar denominated assets in 3Q15 compared to 3Q14. (iii) offset by a $6.6 million increase in losses derived from “Cash Flow Hedge – Transfer from Equity”(1), explained by the acceleration of local currency devaluation and a larger dollar denominated debt amortization; and (iv) a $4.0 million increase in non-cash losses derived from derivative financial instruments. (1) Reflects the effect of the accumulated depreciation of the Brazilian Real and Argentine Peso, since the adoption of cash flow hedge (July 1, 2014), in respect of our dollar denominated debt. Cash flow hedge gains or losses are reclassified from equity to profit or loss proportionally to the amortization schedule of each loan. The higher loss in 3Q15 compared to 3Q14 is explained by the acceleration of local currency devaluation and a larger dollar denominated debt amortization.

 

 
 

21 3Q15 Net Debt Breakdown $ thousands 3Q15 2Q15 Chg % 3Q15 2014 Chg % Farming 103,175 108,794 (5.2%) 103,175 87,127 18.4% Short term Debt 75,798 81,022 (6.4%) 75,798 52,222 45.1% Long term Debt 27,377 27,772 (1.4%) 27,377 34,905 (21.6%) Sugar, Ethanol & Energy 705,707 676,254 4.4% 705,707 611,378 15.4% Short term Debt 170,499 149,349 14.2% 170,499 154,959 10.0% Long term Debt 535,208 526,905 1.6% 535,208 456,419 17.3% Total Short term Debt 246,297 230,371 6.9% 246,297 207,181 18.9% Total Long term Debt 562,585 554,677 1.4% 562,585 491,324 14.5% Gross Debt 808,882 785,048 3.0% 808,882 698,505 15.8% Cash & Equivalents 224,349 163,466 37.2% 224,349 113,795 97.2% Net Debt 584,533 621,582 (6.0%) 584,533 584,710 (0.0%) As of September 30, 2015, Adecoagro’s gross indebtedness was $808.9 million, 3.0% higher than the previous quarter. In the Farming business, debt decreased by 5.2% to reach $103.2 million. In the Sugar, Ethanol and Energy business, outstanding debt increased by $29.5 million reaching $705.7 million, primarily for working capital. Cash and equivalents as of September 30, 2015 stood at $224.3 million, 37.2% higher than as of June 30, 2015. As a result of the increase in cash and equivalents, partially offset by the increase in gross debt, outstanding, net debt during 3Q15 decreased by 6.0% compared to 2Q15 reaching a total amount of $584.5 million. Net debt remained flat compared to December 31, 2014. 1% 73% 26% Argentine Peso US Dollar Brazilian Reais 30% 70% Short Term Long Term Indebtedness

 

 
 

22 3Q15 Capital Expenditures & Investments $ thousands 3Q15 3Q14 Chg % 9M15 9M14 Chg % Farming & Land Transformation 3,197 3,196 0.0% 10,507 6,781 55.0% Land Acquisitions - - - - - - Land Transformation 3,009 1,292 132.9% 8,011 2,302 248.0% Rice Mill 88 1,405 (93.7%) 489 1,866 (73.8%) Dairy Free Stall Unit 100 99 1.0% 342 890 (61.6%) Others (0) 400 (100.0%) 1,666 1,723 (3.3%) Sugar, Ethanol & Energy 20,473 74,574 (72.5%) 111,454 258,375 (56.9%) Sugar & Ethanol Mills 8,322 39,810 (79.1%) 73,523 167,210 (56.0%) Sugarcane Planting 12,151 34,763 (65.0%) 37,931 91,165 (58.4%) Total 23,670 77,769 (69.6%) 121,961 265,156 (54.0%) Adecoagro’s capital expenditures during 3Q15 totaled $23.7 million, 69.6% lower than 3Q14. Year-to-date, capital expenditures stand at $122.0 million, marking a 54.1% decrease over the same period of the previous year. Regarding the Farming and Land Transformation businesses, total capital expenditures during 3Q15 reached $3.2 million, the same as in 3Q14. On a year-to-date basis, capex in the business increased from $6.8 million to $10.5 million. This increase is mainly related to land transformation developments. The most relevant project is the construction of a reservoir for irrigation in our Ita Caabo farm, which will allow us to expand our rice production area by 6,000 hectares. In the Sugar, Ethanol & Energy business, capital expenditures during 3Q15 totaled $20.5 million, 72.5% or $54.1 million lower year-over-year. The reduction in capex is explained by the completion of the Ivinhema mill, which we began building in March 2012, and has now reached full nominal crushing capacity of 5.0 million tons of sugarcane. Consolidated capex spending is expected to slowdown in 2015 due to the completion of the sugarcane cluster, and is expected to reach between $140 and $160 million. As of today, no major growth capex has been committed for 2016, with the major portion allocated to maintenance related to the Sugar, Ethanol & Energy business. Capital Expenditures & Investments

 

 
 

23 3Q15 End of Period Inventories Product Metric 3Q15 3Q14 % Chg 3Q15 3Q14 % Chg Soybean tons 71,769 46,399 54.7% 14,957 12,463 20.0% Corn (1) tons 92,839 92,468 0.4% 7,390 8,486 (12.9%) Wheat (2) tons 30,677 13,654 124.7% 3,277 2,206 48.6% Sunflower tons 4,955 4,884 1.5% 2,024 1,876 7.9% Cotton lint tons 3,109 2,379 30.7% 2,825 3,792 (25.5%) Rough Rice (3) tons 104,292 53,526 94.8% 20,367 12,463 63.4% Sugar tons 120,651 66,064 82.6% 17,248 14,578 18.3% Ethanol m3 135,621 108,615 24.9% 35,282 47,846 (26.3%) Total 563,912 387,988 45.3% 103,370 103,710 (0.3%) (1) Includes sorghum. (2) Includes barley. (3) Expressed in rough rice equivalent Volume thousand $ Variations in inventory levels between 3Q15 and 3Q14 are attributable to (i) changes in production volumes resulting from changes in planted area, production mix between different crops and yields obtained, (ii) different percentage of area harvested during the period, and (iii) changes in commercial strategy or selling pace for each product. Inventories

 

 
 

24 3Q15 This press release contains forward-looking statements that are based on our current expectations, assumptions, estimates and projections about us and our industry. These forward-looking statements can be identified by words or phrases such as “anticipate,” “forecast”, “believe,” “continue,” “estimate,” “expect,” “intend,” “is/are likely to,” “may,” “plan,” “should,” “would,” or other similar expressions. The forward-looking statements included in this press release relate to, among others: (i) our 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 our business, including limitations on ownership of farmland by foreign entities in certain jurisdictions in which we operate, environmental laws and regulations; (iv) the implementation of our business strategy, including our development of the Ivinhema mill and other current projects; (v) our plans relating to acquisitions, joint ventures, strategic alliances or divestitures; (vi) the implementation of our financing strategy and capital expenditure plan; (vii) the maintenance of our relationships with customers; (viii) the competitive nature of the industries in which we operate; (ix) the cost and availability of financing; (x) future demand for the commodities we produce; (xi) international prices for commodities; (xii) the condition of our land holdings; (xiii) the development of the logistics and infrastructure for transportation of our products in the countries where we operate; (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 our other filings and submissions with the United States Securities and Exchange Commission. These forward-looking statements involve various risks and uncertainties. Although we believe that our expectations expressed in these forward-looking statements are reasonable, our expectations may turn out to be incorrect. Our actual results could be materially different from our expectations. In light of the risks and uncertainties described above, the estimates and forward-looking statements discussed in this press release might not occur, and our future results and our 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 this press release related only to events or information as of the date on which the statements are made in this press release. We undertake 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. Forward-looking Statements

 

 
 

25 3Q15 40 50 60 70 80 90 100 110 Soft Commodity Prices (30-06-2014=100) Soybean Corn Wheat Cotton Sugar [WORDING TO BE REVISED] Corn: The closing price of corn nearby futures traded on the Chicago Board of Trade (CBOT) averaged US$ 3.83/bushel in 3Q15, 4.5% higher than 2Q15, when the closing price averaged US$ 3.66/bushel. 3Q14 prices averaged US$ 3.60/bushel, 6.1% lower than 3Q15. Corn prices started the quarter trading higher after USDA’s quarterly stocks report reduced estimated stocks below market expectations at 4.447 billion bushels versus 3.852 billion bushels a year ago and 7.745 billion reported on March 31, 2015. In addition, weather and production concerns also provided bullish support but once those risks were substantially reduced, specifically after August USDA World Agricultural Supply and Demand Estimates, prices came under strong pressure. In fact, the USDA increased U.S. production estimates and prices saw limit losses that day. USDA’s quarterly stocks report was released on September 30, estimating stocks at 1.731 billion bushels versus 1.732 billion bushels a year ago. In addition, on October 9, USDA published their monthly World Agricultural Supply and Demand Estimates, with U.S. 2015/16 production estimated at 13.555 billion bushels, down 661 million bushels from last year. Ending stocks were estimated at 1.561 billion bushels, down 437 million bushels from a year ago. Ending stocks on a global level were reported at 188 million tons, down 8 Appendix Market Outlook

 

 
 

26 3Q15 million tons year-over-year. Finally, according to the USDA, 2015/16 stock-to-use ratio will likely decrease 1% year-over-year, to 19.1%, but still the second highest level in more than ten years. Soybean: The closing price of soybean nearby futures traded on the Chicago Board of Trade (CBOT) averaged US$ 9.47/bushel in 3Q15, 1.9% lower than 2Q15, when the closing price averaged US$ 9.65/bushel. 3Q14 prices averaged US$11.49/bushel, 21.4% higher than 2Q15. Soybean prices started the quarter trading higher after USDA’s quarterly stock report reduced soy inventory estimates to 0.625 billion bushels versus 0.405 billion bushels a year ago and 1.334 billion reported on March 31. In addition, weather and production concerns also provided bullish support but once those risks were substantially reduced, specifically after USDA’s August World Agricultural Supply and Demand Estimates, prices came under strong pressure. In fact, the USDA increased U.S. production estimates and prices saw limit losses that day. USDA’s most recent quarterly stocks report came out on September 30, with stocks estimated at 0.191 billion bushels versus 0.210 billion bushels estimated a month ago. In addition, on October 9, USDA published their monthly World Agricultural Supply and Demand Estimates, estimating US 2015/16 production at 3.888 billion bushels, down 39 million bushels from last year, with ending stocks estimated at 0.425 billion bushels, up 15 million bushels from a year ago. World ending stocks were reported at 85 million tons, 7 million tons higher year-over-year. Finally, according to the USDA, 2015/16 crop stock-to-use ratio will likely increase 1% year-over-year, to 27.4%, the third highest level in more than ten years. Wheat: The closing price of wheat nearby futures traded on the Chicago Board of Trade (CBOT) averaged US$ 5.11/bushel in 3Q15, 1.4% higher than 2Q15, when the closing price averaged US$ 5.04/bushel. 3Q14 prices averaged US$ 5.28/bushel, 3.4% higher than 3Q15. USDA’s quarterly stocks came out on September 30, with wheat production estimated at 2.052 billion bushels versus 2.136 estimated on the previous report. Of the total, winter wheat production was estimated at 1.370 billion bushels against 1.438 on the previous report. By class, hard red winter production came in at 827 million bushels, versus last government estimate of 856 million bushels. Soft red winter came in at 359 million bushels compared with 389 million bushels on the previous report. As for stocks, the USDA estimated total wheat at 2.089 billion bushels. In addition, on October 9, the USDA published their monthly World Agricultural Supply and Demand Estimates, where US ending stocks for the 2015/16 crop were reported at 0.861 billion bushels, up 0.108 billion bushels from a year ago. World ending stocks were reported at 228 million tons, up from 221million tons a year ago. Finally, according to the USDA, 2015/16 stock-to-use ratio will likely increase 1.8%, to 32%, the highest level in more than ten years. Rice: In Thailand, rice prices fell by 5% mainly due to the depreciation of the baht against the dollar, but also because of the government’s offload policy of public stocks. The export market was quite active in September and monthly sales exceeded 1 million tons, 50% higher than the previous month. Accumulated exports have reached over 7 million tons during the first nine months of the year, 7% lower compared to the previous year at the same time. However, Thai exports could reach less than 10 million tons compared to 11 million tons in 2014. In September, the Thai 100% B rice was traded on average at US$ 360/ton FOB.

 

 
 

27 3Q15 In Vietnam, external prices decreased by 2% in the quarter. The reduction of minimum export prices by the government during the month of August seems to encourage Vietnamese sales, especially in Southeast Asia. In contrast, exports to Africa are relatively low following the strong competition between India and Thailand. Exports to China are progressing slowly, because of the depreciation of the Chinese currency, which hampers the competitiveness of Vietnamese rice in the Chinese market. In September, the Viet 5% rice quality declined to US$ 330/ton FOB. In India, export prices fell between 3% to 5% depending on the quality. The most significant reduction was observed in the low-quality rice because of the strong competition in this segment. Almost all exporters tend to level their prices according to their direct competitors. Basmati rice market performs better thanks to the recovery of exports to the Middle East. In total, Indian exports, including non-aromatic rice, should exceed 11 million tons in 2015. However, India could lose its leadership in 2016, in favor of Thailand, due to a sharp contraction in export availabilities. In September, Indian 5% rice quality was priced at US$ 365/ton FOB. In Pakistan, export prices fell again by an average of 6%. It was the sharpest fall this year, and Pakistani prices are now the lowest in the export market. Competitive prices allowed Pakistani exports to recover, 55% higher than the previous month. Sales of Basmati rice to Iran were quite active. Export prospects for 2015 indicate volume growing to 4 million tons. In September, the Pak 25% rice was priced at US$ 295/ton FOB. In the United States, prices had opposite movements in relation to Asian markets, with an increase of 10% in September. It was the strongest monthly variation observed in the last 5 years, following projections of a possible reduction of production in the next marketing year. Export activity continues and stands 20% higher compared to the same period of the previous year. The indicative price for the Long Grain 2/4 rice rose to US$ 530/ton. In South America, the FOB average price for high-quality milled rice was US$ 470/ton during 3Q15, compared to an average of US$ 585/ton in 3Q14 and US$ 485/ton in 2Q15. Sugar: Sugar prices continued to trade to the downside in 3Q15 and were on average US$ 11.30 cents/lb, 29% lower when compared to the same period of last year and 9% lower than 2Q15. By the end of August, sugar prices reached US$ 10.39 cents/lb, the lowest level since June 2008. The turbulent macro scenario, resulting in a weaker BRL, weighted strongly on commodities prices and sugar was no exception. The announcement from the Indian government that mills would have the obligation to export 4 million tons in the next season also helped to keep prices under pressure. Prices started to recover in September as heavy rains hit most of the production regions in Center South Brazil, causing disruptions in cane crushing. However, the major influence came after Petrobras announced a meaningful price increase for both gasoline and diesel. As a result, the speculative community liquidated their large net short position, pushing the front futures month to above US$ 12.00 cents/lb. It is important to highlight that prices continued to move higher in first half of October, increasing 22% in the period. Ethanol: Ethanol prices continued their seasonal downward trend during the 3Q15, reaching the lowest levels throughout the 2015/16 harvest. According to the ESALQ index, hydrous was priced 2% below the previous quarter, while anhydrous was priced in line with 2Q15. Compared to last year, both anhydrous and hydrous showed some improvement, being respectively 3% and 0.3% above 3Q14. Low prices throughout the quarter were

 

 
 

28 3Q15 responsible to keep hydrous more competitive than gasoline, resulting in a 41% increase in demand in 2015, as reported by ANP. On September 30, 2015, Petrobras adjusted gasoline prices by 6% at the refineries, leading ethanol to increase by almost 20% ex-mill in October and creating a positive outlook for the rest of the crop. Energy: Energy spot prices in the Southeast region throughout 3Q15 were 46.7% below 2Q15, but still higher than the historical average. In July, energy prices were 240.1 BRL/MWh, but dropped in August and recovered in September, reaching 145.1 BRL/MWh and 227.0 BRL/MWh respectively. For 4Q15 market expectations are prices below the average of first three quarters (325.12 BRL/MWh), due starts the rainy season and specially the demand reduction. However, prices should remain representing around 75% of the ceiling price, above the historical average, as the level of the Southeast reservoirs continue low, at 32.4%, while in the same period of 2014 it was 25.3% (numbers of September). We define Adjusted EBITDA for each of our operating segments as the segment’s share of consolidated profit from operations before financing and taxation for the year or period, as applicable, before depreciation and amortization and unrealized changes in fair value of long-term biological assets and adjusted by profit or loss from discontinued operations and by gains or losses from disposals of non-controlling interests in subsidiaries whose main underlying asset is farmland which are reflected in our Shareholders Equity under the line item “Reserve from the sale of minority interests in subsidiaries”. We define Adjusted EBIT for each of our operating segments as the segment’s share of consolidated profit from operations before financing and taxation for the year or period, as applicable, before unrealized changes in fair value of long-term biological assets and adjusted by profit from discontinued operations and by gains or losses from disposals of non-controlling interests in subsidiaries whose main underlying asset is farmland which are reflected in our Shareholders Equity under “Reserve from the sale of minority interests in subsidiaries”. We believe that Adjusted EBITDA and Adjusted EBIT are for the Company and each operating segment, respectively important measures of operating performance because they allow investors and others to evaluate and compare our consolidated operating results and to evaluate and compare the operating performance of our segments, respectively, including our return on capital and operating efficiencies, from period to period by removing the impact of our capital structure (interest expense from our outstanding debt), asset base (depreciation and amortization), tax consequences (income taxes), unrealized changes in fair value of long term biological assets, foreign exchange gains or losses and other financial expenses. In addition, by including the gains or losses from disposals of non-controlling interests in subsidiaries whose main underlying asset is farmland, investors can evaluate the full value and returns generated by our land transformation activities. Other companies may calculate Adjusted EBITDA and Adjusted EBIT differently, and therefore Adjusted EBITDA and Adjusted EBIT may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA and Adjusted EBIT are not a measures of financial performance under IFRS, and should not be considered in isolation or as an alternative to consolidated net profit (loss), cash flows from operating activities, profit from operations before financing and taxation and other measures determined in accordance with IFRS. Segment Information - Reconciliation of Non-IFRS measures (Adjusted EBITDA & Adjusted EBIT) to Profit/(Loss)

 

 
 

29 3Q15 Adjusted EBIT & Adjusted EBITDA Reconciliation to Profit/Loss - 3Q15 $ thousands Crops Rice Dairy Others Farming Sugar, Ethanol & Energy Land Transformation Corporate Total Sales of manufactured products and services rendered 356 17,005 287 326 17,974 100,040 - - 118,014 Cost of manufactured products sold and services rendered (176) (13,646) (224) (205) (14,251) (64,487) - - (78,738) Gross Profit from Manufacturing Activities 180 3,359 63 121 3,723 35,553 - - 39,276 Sales of agricultural produce and biological assets 44,010 294 8,184 - 52,488 - - - 52,488 Cost of agricultural produce and biological assets (44,010) (294) (8,184) - (52,488) - - - (52,488) Initial recog. and changes in FV of BA and agricultural produce (8,457) (611) 1,981 (22) (7,109) (7,160) - - (14,269) Gain from changes in NRV of agricultural produce after harvest 6,016 - - - 6,016 - - - 6,016 Gross Profit from Agricultural Activities (2,441) (611) 1,981 (22) (1,093) (7,160) - - (8,253) Gross Margin Before Operating Expenses (2,261) 2,748 2,044 99 2,630 28,393 - - 31,023 General and administrative expenses (864) (748) (361) (14) (1,987) (4,347) - (6,526) (12,860) Sel l ing expenses (1,532) (2,726) (168) (12) (4,438) (12,735) - (20) (17,193) Other operating income, net 12,585 91 (257) 5 12,424 3,207 - 29 15,660 Share of gain/(loss) of joint ventures (1,057) - - - (1,057) - - - (1,057) Profit from Operations Before Financing and Taxation 6,871 (635) 1,258 78 7,572 14,518 - (6,517) 15,573 (-) Initial recog. and changes in F.V. of long term BA (unreal ized) - - - (51) (51) 12,699 - - 12,648 Adjusted EBIT 6,871 (635) 1,258 27 7,521 27,217 - (6,517) 28,221 (-) Depreciation PPE 452 724 359 65 1,600 19,853 - - 21,453 Adjusted EBITDA 7,323 89 1,617 92 9,121 47,070 - (6,517) 49,674 Reconciliation to Profit/(Loss) Adjusted EBITDA 49,674 (+) Initial recog. and changes in F.V. of BA (unreal ized) (12,648) (+) Depreciation PPE (21,453) (+) Financial result, net (18,148) (+) Income Tax (Charge)/Benefit 5,021 Profit/(Loss) for the Period 2,446 Adjusted EBIT & Adjusted EBITDA Reconciliation to Profit/Loss - 3Q14 $ thousands Crops Rice Dairy Others Farming Sugar, Ethanol & Energy Land Transformation Corporate Total Sales of manufactured products and services rendered 24 21,300 2,171 349 23,844 117,119 - - 140,963 Cost of manufactured products sold and services rendered - (18,093) (2,042) (582) (20,717) (75,090) - - (95,807) Gross Profit from Manufacturing Activities 24 3,207 129 (233) 3,127 42,029 - - 45,156 Sales of agricultural produce and biological assets 53,786 480 7,537 - 61,803 - - - 61,803 Cost of agricultural produce and biological assets (53,786) (480) (7,537) - (61,803) - - - (61,803) Initial recog. and changes in FV of BA and agricultural produce 986 455 3,041 383 4,865 (4,356) - - 509 Gain from changes in NRV of agricultural produce after harvest 2,914 - - - 2,914 - - - 2,914 Gross Profit from Agricultural Activities 3,900 455 3,041 383 7,779 (4,356) - - 3,423 Margin Before Operating Expenses 3,924 3,662 3,170 150 10,906 37,673 - - 48,579 General and administrative expenses (1,183) (768) (389) (52) (2,392) (6,639) - (6,574) (15,605) Sel l ing expenses (1,384) (2,267) (192) (11) (3,854) (16,123) - (401) (20,378) Other operating income, net 16,603 (249) 60 2 16,416 1,011 - 8 17,435 Share of gain/(loss) of joint ventures (231) - - - (231) - - - (231) Profit from Operations Before Financing and Taxation 17,729 378 2,649 89 20,845 15,922 - (6,967) 29,800 (-) Initial recog. and changes in F.V. of long term BA (unreal ized) - - - - - 8,003 - - 8,003 Reserve from the sale of minority interests in subsidiaries - - - - - - (67) - (67) Adjusted EBIT 17,729 378 2,649 89 20,845 23,925 (67) (6,967) 37,736 (-) Depreciation PPE 499 798 389 102 1,788 30,763 - - 32,551 Adjusted EBITDA 18,228 1,176 3,038 191 22,633 54,688 (67) (6,967) 70,287 Reconciliation to Profit/(Loss) Adjusted EBITDA 70,287 (+) Initial recog. and changes in F.V. of BA (unreal ized) (8,003) Reserve from the sale of minority interests in subsidiaries 67 (+) Depreciation PPE (32,551) (+) Financial result, net (18,122) (+) Income Tax (Charge)/Benefit (432) Profit/(Loss) for the Period 11,246

 

 
 

30 3Q15 Adjusted EBIT & Adjusted EBITDA Reconciliation to Profit/Loss - 9M15 $ thousands Crops Rice Dairy Others Farming Sugar, Ethanol & Energy Land Transformation Corporate Total Sales of manufactured products and services rendered 787 65,684 1,041 988 68,500 247,968 - - 316,468 Cost of manufactured products sold and services rendered (438) (53,839) (1,108) (536) (55,921) (155,165) - - (211,086) Gross Profit from Manufacturing Activities 349 11,845 (67) 452 12,579 92,803 - - 105,382 Sales of agricultural produce and biological assets 114,487 342 24,349 - 139,178 - - - 139,178 Cost of agricultural produce and biological assets (114,487) (342) (24,349) - (139,178) - - - (139,178) Initial recog. and changes in FV of BA and agricultural produce 7,016 3,144 6,159 (24) 16,295 3,384 - - 19,679 Gain from changes in NRV of agricultural produce after harvest 9,914 - - - 9,914 - - - 9,914 Gross Profit from Agricultural Activities 16,930 3,144 6,159 (24) 26,209 3,384 - - 29,593 Gross Margin Before Operating Expenses 17,279 14,989 6,092 428 38,788 96,187 - - 134,975 General and administrative expenses (2,656) (2,366) (1,108) (55) (6,185) (14,499) - (15,661) (36,345) Sel l ing expenses (4,283) (9,489) (514) (25) (14,311) (33,368) - (546) (48,225) Other operating income, net 14,065 692 (563) 6 14,200 16,816 - 251 31,267 Share of gain/(loss) of joint ventures (2,527) - - - (2,527) - - - (2,527) Profit from Operations Before Financing and Taxation 21,878 3,826 3,907 354 29,965 65,136 - (15,956) 79,145 (-) Initial recog. and changes in F.V. of long term BA (unreal ized) - - - (171) (171) (5,448) - - (5,619) Adjusted EBIT 21,878 3,826 3,907 183 29,794 59,688 - (15,956) 73,526 (-) Depreciation PPE 1,428 2,285 1,114 216 5,043 46,379 - - 51,422 Adjusted EBITDA 23,306 6,111 5,021 399 34,837 106,067 - (15,956) 124,948 Reconciliation to Profit/(Loss) Adjusted EBITDA 124,948 (+) Initial recog. and changes in F.V. of BA (unreal ized) 5,619 (+) Depreciation PPE (51,422) (+) Financial result, net (57,082) (+) Income Tax (Charge)/Benefit (4,521) Profit/(Loss) for the Period 17,542 Adjusted EBIT & Adjusted EBITDA Reconciliation to Profit/Loss - 9M14 $ thousands Crops Rice Dairy Others Farming Sugar, Ethanol & Energy Land Transformation Corporate Total Sales of manufactured products and services rendered 141 73,183 2,493 1,137 76,954 253,746 - - 330,700 Cost of manufactured products sold and services rendered 0 (57,421) (2,364) (615) (60,400) (161,502) - - (221,902) Gross Profit from Manufacturing Activities 141 15,762 129 522 16,554 92,244 - - 108,798 Sales of agricultural produce and biological assets 152,127 1,940 21,158 - 175,225 - - - 175,225 Cost of agricultural produce and biological assets (152,127) (1,940) (21,158) - (175,225) - - - (175,225) Initial recog. and changes in FV of BA and agricultural produce 43,857 12,012 6,931 (3) 62,797 (22,428) - - 40,369 Gain from changes in NRV of agricultural produce after harvest 1,210 - - - 1,210 - - - 1,210 Gross Profit from Agricultural Activities 45,067 12,012 6,931 (3) 64,007 (22,428) - - 41,579 Gross Margin Before Operating Expenses 45,208 27,774 7,060 519 80,561 69,816 - - 150,377 General and administrative expenses (3,266) (2,370) (1,166) (136) (6,938) (16,771) - (15,530) (39,239) Sel l ing expenses (3,413) (11,393) (464) (24) (15,294) (35,348) - (1,129) (51,771) Other operating income, net 11,358 (14) 80 (13) 11,411 3,495 - 145 15,051 Share of gain/(loss) of joint ventures (462) - - - (462) - - - (462) Profit from Operations Before Financing and Taxation 49,425 13,997 5,510 346 69,278 21,192 - (16,514) 73,956 (-) Initial recog. and changes in F.V. of long term BA (unreal ized) - - - - - 11,340 - - 11,340 Reserve from the sale of minority interests in subsidiaries - - - - - - 25,508 - 25,508 Adjusted EBIT 49,425 13,997 5,510 346 69,278 32,532 25,508 (16,514) 110,804 (-) Depreciation PPE 1,493 2,470 1,164 311 5,438 61,578 - - 67,016 Adjusted EBITDA 50,918 16,467 6,674 657 74,716 94,110 25,508 (16,514) 177,820 Reconciliation to Profit/(Loss) Adjusted EBITDA 177,820 (+) Initial recog. and changes in F.V. of BA (unreal ized) (11,340) Reserve from the sale of minority interests in subsidiaries (25,508) (+) Depreciation PPE (67,016) (+) Financial result, net (53,001) (+) Income Tax (Charge)/Benefit (5,661) Profit/(Loss) for the Period 15,294

 

 
 

31 3Q15 Statement of Income $ thousands 3Q15 3Q14 Chg % 9M15 9M14 Chg % Sales of manufactured products and services rendered 118,014 140,963 (16.3%) 316,468 330,700 (4.3%) Cost of manufactured products sold and services rendered (78,738) (95,807) (17.8%) (211,086) (221,902) (4.9%) Gross Profit from Manufacturing Activities 39,276 45,156 -13.0% 105,382 108,798 -3.1% Sales of agricultural produce and biological assets 52,488 61,803 (15.1%) 139,178 175,225 (20.6%) Cost of agricultural produce sold and direct agricultural selling expenses (52,488) (61,803) (15.1%) (139,178) (175,225) (20.6%) Initial recognition and changes in fair value of biological assets and agricultural produce (14,269) 509 (2,903.3%) 19,679 40,369 (51.3%) Changes in net realizable value of agricultural produce after harvest 6,016 2,914 - % 9,914 1,210 - % Gross Profit/(Loss) from Agricultural Activities (8,253) 3,423 n.m 29,593 41,579 (28.8%) Margin on Manufacturing and Agricultural Activities Before Operating Expenses 31,023 48,579 (36.1%) 134,975 150,377 (10.2%) General and administrative expenses (12,860) (15,605) (17.6%) (36,345) (39,239) (7.4%) Selling expenses (17,193) (20,378) (15.6%) (48,225) (51,771) (6.8%) Other operating income, net 15,660 17,435 (10.2%) 31,267 15,051 - % Share of loss of joint ventures (1,057) (231) 357.6% (2,527) (462) 447.0% Profit from Operations Before Financing and Taxation 15,573 29,800 (47.7%) 79,145 73,956 7.0% Finance income 1,564 2,342 (33.2%) 7,234 6,643 8.9% Finance costs (19,712) (20,464) (3.7%) (64,316) (59,644) 7.8% Financial results, net (18,148) (18,122) 0.1% (57,082) (53,001) 7.7% Profit (Loss) Before Income Tax (2,575) 11,678 - % 22,063 20,955 5.3% Income tax benefit 5,021 (432) (1,262.3%) (4,521) (5,661) (20.1%) Profit (Loss) for the Period from Continuing Operations 2,446 11,246 (78.3%) 17,542 15,294 14.7% Profit (loss) for the Period from discontinued operations - - - % - - - % Income / (Loss) for the Period 2,446 11,246 (78.3%) 17,542 15,294 14.7% Condensed Consolidated Interim Statement of Income Condensed Consolidated Interim Financial Statements

 

 
 

32 3Q15 Condensed Consolidated Interim Balance sheet Statement of Financial Position$ thousands September 30, 2015 December 31, 2014 Chg %ASSETS Non-Current Assets Property, plant and equipment 578,210 776,905 (25.6%)Investment property 6,638 6,675 (0.6%)Intangible assets 19,499 23,778 (18.0%)Biological assets 231,732 286,044 (19.0%)Investments in joint ventures 105 2,752 (96.2%)Deferred income tax assets66,387 45,597 45.6%Trade and other receivables 33,927 50,590 (32.9%)Other assets 1,233 587 110.1%Total Non-Current Assets 937,731 1,192,928 (21.4%)Current AssetsBiological assets 24,077 55,188 (56.4%)Inventories 141,095 104,919 34.5%Trade and other receivables 150,663 164,526 (8.4%)Derivative financial instruments 5,640 7,966 (29.2%)Cash and cash equivalents 224,349 113,795 97.2%Total Current Assets 545,824 446,394 22.3%TOTAL ASSETS 1,483,555 1,639,322 (9.5%)SHAREHOLDERS EQUITYCapital and reserves attributable to equity holders of the parentShare capital 183,573 183,573 - %Share premium 937,395 933,044 0.5%Cumulative translation adjustment (546,838) (395,804) 38.2%Equity-settled compensation 15,488 16,735 (7.5%)Cash flow hedge (141,923) (43,064) 229.6%Other reserves - - n.aReserve for the sale of non contolling interests in subsidiaries 25,508 25,508 - %Treasury shares (1,977) (2,840) (30.4%)Retained earnings 62,467 45,644 36.9%Equity attributable to equity holders of the parent 533,693 762,796 (30.0%)Non controlling interest 7,615 7,589 0.3%TOTAL SHAREHOLDERS EQUITY 541,308 770,385 (29.7%)LIABILITIESNon-Current LiabilitiesTrade and other payables 1,792 2,391 (25.1%)Borrowings 562,585 491,324 14.5%Deferred income tax liabilities 27,612 39,635 (30.3%)Payroll and social security liabilities 1,457 1,278 14.0%Derivatives financial instruments - 39 (100.0%)Provisions for other liabilities 2,002 2,013 (0.5%)Total Non-Current Liabilities 595,448 536,680 11.0%Current LiabilitiesTrade and other payables 52,818 83,100 (36.4%)Current income tax liabilities 1,136 76 1,394.7%Payroll and social security liabilities 25,957 27,315 (5.0%)Borrowings 246,297 207,182 18.9%Derivative financial instruments 19,777 13,860 42.7%Provisions for other liabilities 814 724 12.4%Total Current Liabilities 346,799 332,257 4.4%TOTAL LIABILITIES 942,247 868,937 8.4%TOTAL SHAREHOLDERS EQUITY AND LIABILITIES 1,483,555 1,639,322 (9.5%)

 

 
 

33 3Q15 Condensed Consolidated Interim Statement of Cash Flow Statement of Cashflows$ thousands3Q153Q14Chg %9M159M14Chg %Profit for the period 2,446 11,246 (78.3%) 17,542 15,294 14.7%Adjustments for: - - n.aIncome tax benefit (5,021) 432 n.a 4,521 5,661 (20.1%)Depreciation 21,311 32,407 (34.2%) 50,985 66,680 (23.5%)Amortization 142 141 0.7% 437 333 31.2%Gain from disposal of farmland and other assets - - n.a - - n.aGain from of disposal of other property items (29) (182) (84.1%) (909) (788) 15.4%Gain from disposal of subsidiary - - n.a - - n.aEquity settled share-based compensation granted 1,175 1,221 (3.8%) 3,160 2,928 7.9%Loss/(Gain) from derivative financial instruments and forwards (10,646) (16,488) (35.4%) (25,952) (13,868) 87.1%Interest and other expense, net 11,894 12,095 (1.7%) 32,534 37,863 (14.1%)Initial recognition and changes in fair value of non harvested biological assets (unrealized) 19,517 13,029 49.8% (5,211) 1,830 n.aChanges in net realizable value of agricultural produce after harvest (unrealized) (1,271) 2,953 n.a (2,351) 5,258 n.aProvision and allowances (877) 23 n.a (17) 65 n.aShare of loss from joint venture 1,057 231 358% 2,527 462 447.0%Foreign exchange gains, net (6,543) 3,621 n.a 3,110 6,889 (54.9%)Cash flow hedge – transfer from equity 7,084 453 1,463.8% 14,838 5,062 193.1%Discontinued operations - - n.a - - n.aSubtotal 40,239 61,182 (34.2%) 95,214 133,669 (28.8%)Changes in operating assets and liabilities:Increase in trade and other receivables (21,133) (14,248) 48.3% (13,707) (37,948) (63.9%)Increase in inventories (9,120) (13,458) (32.2%) (61,730) (62,709) (1.6%)Decrease in biological assets (15,437) (17,320) (10.9%) 21,834 27,739 (21.3%)Decrease in other assets (822) 71 n.a (810) 81 n.a(Increase) in derivative financial instruments 1,774 14,646 (87.9%) 27,579 6,539 321.8%Decrease in trade and other payables 7,534 (2,160)n.a (19,428) (15,743) 23.4%(Decrease)/Increase in payroll and social security liabilities 4,833 5,827 (17.1%) 6,797 9,548 (28.8%)Increase/(Decrease) in provisions for other liabilities 630 364 73.1% 389 555 (29.9%)Net cash generated in operating activities before interest and taxes paid 8,498 34,904 (75.7%) 56,138 61,731 (9.1%)Income tax paid (55) (95) (42.1%) (206) (363) (43.3%)Net cash generated from operating activities 8,443 34,809 (75.7%) 55,932 61,368 (8.9%)Cash flows from investing activities:Continuing operations:Purchases of property, plant and equipment (7,541) (42,748) (82.4%) (77,440) (155,829) (50.3%)Purchases of intangible assets (203) (114) 78.1% (1,014) (772) 31.4%Purchase of cattle and non current biological assets planting cost (12,081) (25,818) (53.2%) (37,931) (82,220) (53.9%)Interest received 1,914 2,342 (18.3%) 6,820 5,735 18.9%Payment of seller financing arising on subsidiaries acquired - (684) (100.0%) - (684) (100.0%)Loans to joint venture (3) - n.a (7,915) - n.aInvestments in joint ventures - 12 (100.0%) - (1,360) (100.0%)Proceeds from sale of farmland and other assets - - n.a - - n.aProceeds from sale of property, plant and equipment 279 248 12.5% 703 993 (29.2%)Proceeds from disposal of subsidiaries - 315 (100.0%) - 1,318 (100.0%)Proceeds from sales of financial assets - - n.a - - n.aDiscontinued operations - - n.a - - n.aNet cash used in investing activities (17,635) (66,447) (73.5%) (116,777) (232,819) (49.8%)Cash flows from financing activities: (66,447)Proceeds from equity settled share-based compensation exercised 82 159 (48.4%) 1,259 735 71.3%Proceeds from long-term borrowings 118,877 14,562 716.4% 285,751 173,666 64.5%Payments of long-term borrowings (29,176) (21,802) 33.8% (78,104) (81,341) (4.0%)Proceeds from the sale of minority interest in subsidiaries - 483 (100.0%) - 49,897 (100.0%)Net increase in short-term borrowings (1,265) 76,970 n.a 16,424 48,170 (65.9%)Interest paid (10,472) (7,616) 37.5% (30,728) (32,798) (6.3%)Purchase of own shares (295) - n.a (295) (12,992) (97.7%)Net cash generated from financing activities 77,751 62,756 23.9% 194,307 145,337 33.7%Net increase/(decrease) in cash and cash equivalents 68,559 31,118 120.3% 133,462 (26,114)n.aCash and cash equivalents at beginning of period 163,466 199,327 (18.0%) 113,795 232,147 (51.0%)Effect of exchange rate changes on cash and cash equivalents (7,676) (33,653) (77.2%) (22,908) (9,241) 147.9%Cash and cash equivalents at end of period 224,349 196,792 14.0% 224,349 196,792 14.0%Cash flows from operating activities: