EX-99.1 2 ex99112312018.htm EXHIBIT 99.1 Exhibit


Adecoagro S.A.
 
Consolidated Financial Statements as of December 31, 2018 and 2017 and for the years ended December 31, 2018, 2017 and 2016





Report of Independent Registered Public Accounting Firm

To the Board of directors and shareholders of
Adecoagro S.A.

Opinion on the Financial Statements

We have audited the accompanying consolidated statements of financial position of Adecoagro S.A. and its subsidiaries (the “Company”) as of December 31, 2018 and 2017, and the related consolidated statements of income, of comprehensive income, of changes in shareholders’ equity and of cash flows for each of the three years in the period ended December 31, 2018, including the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2018 and 2017, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2018 in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.

Change in Accounting Principles

As discussed in Note 33 to the consolidated financial statements, the Company changed the manner in which it accounts for investment property and the manner in which it accounts for property, plant and equipment in 2018.

Basis for Opinion

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

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

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

Buenos Aires, Argentina.
March 12, 2019.


/s/ PRICE WATERHOUSE & CO. S.R.L.
/s/ (Partner)
Jorge Frederico Zabaleta

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


F- 2



Legal information
 
Denomination: Adecoagro S.A.
 
Legal address: Vertigo Naos Building, 6, Rue Eugène Ruppert, L-2453, Luxembourg
 
Company activity: Agricultural and agro-industrial
Date of registration: June 11, 2010
Expiration of company charter: No term defined
Number of register (RCS Luxembourg): B153.681
Issued Capital Stock: 122,381,815 common shares
Outstanding Capital stock: 116,555,699 common shares
Treasury shares: 5,826,116 common shares


F- 3



Adecoagro S.A.
Consolidated Statements of Income
for the years ended December 31, 2018, 2017 and 2016
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 
Note
2018
 
2017 (*)
 
2016 (*)
Sales of goods and services rendered
4
793,239

 
933,178

 
869,235

Cost of goods sold and services rendered
5
(609,965
)
 
(766,727
)
 
(678,581
)
Initial recognition and changes in fair value of biological assets and agricultural produce
15
16,195

 
63,220

 
125,456

Changes in net realizable value of agricultural produce after harvest
 
(909
)
 
8,852

 
(5,841
)
Margin on manufacturing and agricultural activities before operating expenses
 
198,560

 
238,523

 
310,269

General and administrative expenses
6
(56,080
)
 
(57,299
)
 
(50,750
)
Selling expenses
6
(90,215
)
 
(95,399
)
 
(80,673
)
Other operating income, net
8
104,232

 
43,763

 
5,752

Profit from operations
 
156,497

 
129,588

 
184,598

Finance income
9
8,581

 
11,744

 
7,957

Finance costs
9
(271,263
)
 
(131,349
)
 
(165,380
)
Other financial results - Net gain of inflation effects on the monetary items
9
81,928

 

 

Financial results, net
9
(180,754
)
 
(119,605
)
 
(157,423
)
(Loss) / Profit before income tax
 
(24,257
)
 
9,983

 
27,175

Income tax benefit / (expense)
10
1,024

 
4,992

 
(12,899
)
(Loss) / Profit for the year
 
(23,233
)
 
14,975

 
14,276

 
 
 
 
 
 
 
Attributable to:
 
 

 
 

 
 

Equity holders of the parent
 
(24,622
)
 
13,198

 
11,568

Non-controlling interest
 
1,389

 
1,777

 
2,708

 
 
 
 
 
 
 
(Loss) / Earnings per share from operations attributable to the equity holders of the parent during the year:
 
 

 
 

 
 

Basic earnings per share
11
(0.211
)
 
0.109

 
0.095

Diluted earnings per share
11
(0.211
)
 
0.108

 
0.094

 
(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.
 

 

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

F- 4



Adecoagro S.A.
Consolidated Statements of Comprehensive Income
for the years ended December 31, 2018, 2017 and 2016
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 
2018
 
2017 (*)
 
2016 (*)
(Loss) / Profit for the year
(23,233
)
 
14,975

 
14,276

Other comprehensive income:
 
 
 
 
 

-  Items that may be reclassified subsequently to profit or loss:
 
 
 
 
 

Exchange differences on translating foreign operations
(121,296
)
 
(21,233
)
 
32,859

Cash flow hedge, net of income tax (Note 2)
(32,195
)
 
12,608

 
100,615

-  Items that will not be reclassified to profit or loss:
 
 
 
 
 
Revaluation surplus net of income tax (Note 10, 12, 33)
405,906

 

 

Other comprehensive income / (loss) for the year
252,415

 
(8,625
)
 
133,474

Total comprehensive income for the year
229,182

 
6,350

 
147,750

 
 
 
 
 
 
Attributable to:
 

 
 

 
 

Equity holders of the parent
213,641

 
6,322

 
147,376

Non-controlling interest
15,541

 
28

 
374

 
(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.

 


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

F- 5



Adecoagro S.A.
Consolidated Statements of Financial Position
as of December 31, 2018, 2017 and 2016
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
Note
2018
 
2017 (*)
 
2016 (*)
ASSETS
 
 

 
 

 
 
Non-Current Assets
 
 

 
 

 
 
Property, plant and equipment, net
12
1,480,439

 
831,377

 
814,867

Investment property
13
40,725

 
42,342

 
44,581

Intangible assets, net
14
27,909

 
17,192

 
17,252

Biological assets
15
11,270

 
11,276

 
8,516

Deferred income tax assets
10
16,191

 
30,808

 
25,043

Trade and other receivables, net
18
38,820

 
22,107

 
17,412

Other assets
 
1,184

 
535

 
566

Total Non-Current Assets
 
1,616,538

 
955,637

 
928,237

Current Assets
 
 

 
 

 
 
Biological assets
15
94,117

 
156,718

 
136,888

Inventories
19
128,102

 
108,919

 
111,754

Trade and other receivables, net
18
158,686

 
150,107

 
157,528

Derivative financial instruments
17
6,286

 
4,483

 
3,398

Other assets
 
8

 
30

 
24

Cash and cash equivalents
20
273,635

 
269,195

 
158,568

Total Current Assets
 
660,834

 
689,452

 
568,160

TOTAL ASSETS
 
2,277,372

 
1,645,089

 
1,496,397

SHAREHOLDERS EQUITY
 
 

 
 

 
 
Capital and reserves attributable to equity holders of the parent
 
 

 
 

 
 
Share capital
22
183,573

 
183,573

 
183,573

Share premium
22
900,503

 
908,934

 
937,250

Cumulative translation adjustment
 
(666,037
)
 
(552,604
)
 
(533,120
)
Equity-settled compensation
 
16,191

 
17,852

 
17,218

Cash flow hedge
2
(56,884
)
 
(24,691
)
 
(37,299
)
Other reserves
 
32,380

 

 

Treasury shares
 
(8,741
)
 
(6,967
)
 
(1,859
)
Revaluation surplus
 
383,889

 

 

Reserve from the sale of non-controlling interests in subsidiaries
 
41,574

 
41,574

 
41,574

Retained earnings
 
237,188

 
106,209

 
92,997

Equity attributable to equity holders of the parent
 
1,063,636

 
673,880

 
700,334

Non-controlling interest
 
44,509

 
9,139

 
11,970

TOTAL SHAREHOLDERS EQUITY
 
1,108,145

 
683,019

 
712,304

LIABILITIES
 
 

 
 

 
 
Non-Current Liabilities
 
 

 
 

 
 
Trade and other payables
25
211

 
827

 
1,427

Borrowings
26
718,484

 
663,060

 
430,304

Deferred income tax liabilities
10
168,171

 
10,457

 
14,689

Payroll and social liabilities
27
1,219

 
1,240

 
1,235

Derivatives financial instruments
17

 

 
662

Provisions for other liabilities
28
3,296

 
4,078

 
3,299

Total Non-Current Liabilities
 
891,381

 
679,662

 
451,616

Current Liabilities
 
 

 
 

 
 
Trade and other payables
25
106,226

 
98,423

 
92,158

Current income tax liabilities
 
1,398

 
503

 
1,387

Payroll and social liabilities
27
25,978

 
27,267

 
26,844

Borrowings
26
143,632

 
154,898

 
205,092

Derivative financial instruments
17
283

 
552

 
6,406

Provisions for other liabilities
28
329

 
765

 
590

Total Current Liabilities
 
277,846

 
282,408

 
332,477

TOTAL LIABILITIES
 
1,169,227

 
962,070

 
784,093

TOTAL SHAREHOLDERS EQUITY AND LIABILITIES
 
2,277,372

 
1,645,089

 
1,496,397

(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as in Note 33.

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

F- 6



Adecoagro S.A.
Consolidated Statements of Changes in Shareholders’ Equity
for the years ended December 31, 2018, 2017 and 2016
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 
Attributable to equity holders of the parent
 
 
 
Share capital
(Note 22)
Share
premium
(Note 22)
Cumulative
translation
adjustment
Equity-settled
compensation
Cash flow hedge (*)
Treasury
shares
Reserve from the sale of non-controlling
interests in subsidiaries
Retained
earnings
Subtotal
Non-
controlling
interest
Total
shareholders’
equity
Balance at January 1, 2016
183,573

937,674

(568,316
)
16,631

(137,911
)
(1,936
)
41,574

81,265

552,554

11,596

564,150

Loss for the year







11,568

11,568

2,708

14,276

Other comprehensive income:
 

 

 

 

 

 

 

 

 
 
 
-    Items that may be reclassified subsequently to profit or loss:
 

 

 

 

 

 

 

 

 
 
 
Exchange differences on translating foreign operations


35,196






35,196

(2,337
)
32,859

Cash flow hedge (*)




100,612




100,612

3

100,615

Other comprehensive income for the year


35,196


100,612




135,808

(2,334
)
133,474

Total comprehensive income for the year


35,196


100,612



11,568

147,376

374

147,750

 
 
 
 
 
 
 
 
 
 
 
 
Employee share options (Note 23)
 

 

 

 

 

 

 

 

 
 
 
- Exercised

438


(140
)

82



380


380

- Forfeited



(164
)



164




Restricted shares (Note 23):
 

 

 

 

 

 

 

 

 
 
 
- Value of employee services



4,796





4,796


4,796

- Vested

3,225


(3,905
)

680






Purchase of own shares (Note 22)

(4,087
)



(685
)


(4,772
)

(4,772
)
Balance at December 31, 2016 (**)
183,573

937,250

(533,120
)
17,218

(37,299
)
(1,859
)
41,574

92,997

700,334

11,970

712,304

 
(*) Net of 49,106 of income tax.

(**) 2016 information has been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.
 



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

F- 7



Adecoagro S.A.
Consolidated Statements of Changes in Shareholders’ Equity
for the years ended December 31, 2018, 2017 and 2016
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 
Attributable to equity holders of the parent
 
 
 
Share capital
(Note 22)
Share
premium
(Note 22)
Cumulative
translation
adjustment
Equity-settled
compensation
Cash flow
hedge
(*)
Treasury
shares
Reserve from the sale of non-controlling interests in subsidiaries
Retained
earnings
Subtotal
Non-
controlling
interest
Total
shareholders’
equity
Balance at January 1, 2017
183,573

937,250

(533,120
)
17,218

(37,299
)
(1,859
)
41,574

92,997

700,334

11,970

712,304

Profit for the year







13,198

13,198

1,777

14,975

Other comprehensive income:
 

 

 

 

 

 

 

 

 
 
 
-    Items that may be reclassified subsequently to profit or loss:
 

 

 

 

 

 

 

 

 
 
 
Exchange differences on translating foreign operations


(19,484
)





(19,484
)
(1,749
)
(21,233
)
Cash flow hedge (*)




12,608




12,608


12,608

Other comprehensive income for the year


(19,484
)

12,608




(6,876
)
(1,749
)
(8,625
)
Total comprehensive income for the year


(19,484
)

12,608



13,198

6,322

28

6,350

 
 
 
 
 
 
 
 
 
 
 
 
Employee share options (Note 23):
 

 

 

 

 

 

 

 

 
 
 
- Exercised

50


(21
)

10



39


39

- Forfeited



(14
)



14




Restricted shares (Note 23):
 

 

 

 

 

 

 

 

 
 
 
- Value of employee services



5,552





5,552


5,552

- Vested

4,149


(4,883
)

734






Purchase of own shares (Note 22)

(32,515
)



(5,852
)


(38,367
)

(38,367
)
Dividends









(2,859
)
(2,859
)
Balance at December 31, 2017 (**)
183,573

908,934

(552,604
)
17,852

(24,691
)
(6,967
)
41,574

106,209

673,880

9,139

683,019

 
(*) Net of (52,282) of income tax.

(**) 2017 information has been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.

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

F- 8



Adecoagro S.A.
Consolidated Statements of Changes in Shareholders’ Equity
for the years ended December 31, 2018, 2017 and 2016
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 
Attributable to equity holders of the parent
 
 
 
Share capital
(Note 22)
Share
premium
(Note 22)
Cumulative
translation
adjustment
Equity-settled
compensation
Cash flow
hedge
(*)
Other reserves
Treasury
shares
Revaluation surplus (**)
Reserve from the sale of non-controlling interests in subsidiaries
Retained
earnings
Subtotal
Non-
controlling
interest
Total
shareholders’
equity
Balance at January 1, 2018
183,573

908,934

(552,604
)
17,852

(24,691
)

(6,967
)

41,574

106,209

673,880

9,139

683,019

Adjustment of opening balance for the application of IAS 29 (Note 33)









187,941

187,941

20,237

208,178

Total equity at the beginning of the financial year
183,573

908,934

(552,604
)
17,852

(24,691
)

(6,967
)

41,574

294,150

861,821

29,376

891,197

Profit for the year









(24,622
)
(24,622
)
1,389

(23,233
)
Other comprehensive income:
 

 

 

 

 

 
 

 
 

 



 


-    Items that may be reclassified subsequently to profit or loss:
 

 

 

 

 

 
 

 
 

 



 


Exchange differences on translating foreign operations


(113,433
)







(113,433
)
(7,863
)
(121,296
)
Cash flow hedge (*)




(32,193
)





(32,193
)
(2
)
(32,195
)
-    Items will not be reclassified to profit or loss:
 
 
 
 
 
 
 
 
 
 
 
 
 
Revaluation surplus (**)







383,889



383,889

22,017

405,906

Other comprehensive income for the year


(113,433
)

(32,193
)


383,889



238,263

14,152

252,415

Total comprehensive income for the year


(113,433
)

(32,193
)


383,889


(24,622
)
213,641

15,541

229,182

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reserves for the benefit of government grants (1)





32,380




(32,380
)



Employee share options (Note 23):
 

 

 

 

 

 
 

 
 

 

 
 
 
- Forfeited



(40
)





40




Restricted shares (Note 23):
 
 
 
 
 
 
 
 
 
 


 


- Value of employee services



3,899







3,899


3,899

- Vested

4,775


(5,520
)


745







Purchase of own shares (Note 22)

(13,206
)




(2,519
)



(15,725
)

(15,725
)
Dividends











(408
)
(408
)
Balance at December 31, 2018
183,573

900,503

(666,037
)
16,191

(56,884
)
32,380

(8,741
)
383,889

41,574

237,188

1,063,636

44,509

1,108,145


(*) Net of 11,322 of Income tax.
(**) Net of 139,223 of Income tax.
(1) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values in our Sugar, ethanol and energy business. (please see Note 24).
 

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

F- 9



Adecoagro S.A.
Consolidated Statements of Cash Flows
for the years ended December 31, 2018, 2017 and 2016
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 
Note
2018
 
2017 (*)
 
2016 (*)
Cash flows from operating activities:
 
 

 
 

 
 

(Loss) / Profit for the year
 
(23,233
)
 
14,975

 
14,276

Adjustments for:
 


 


 
 
Income tax (benefit) / expense
10
(1,024
)
 
(4,992
)
 
12,899

Depreciation
12
153,034

 
150,071

 
126,799

Amortization
14
1,220

 
936

 
701

Loss from the disposal of other property items
8
95

 
986

 
1,255

Gain from the sale of farmland and other assets
8
(36,227
)
 

 

Net gain from the Fair value adjustment of Investment properties
13
(13,409
)
 
(4,302
)
 
(14,049
)
Equity settled share-based compensation granted
7
4,728

 
5,552

 
4,796

(Gain) / Loss from derivative financial instruments and forwards
8, 9
(51,504
)
 
(38,679
)
 
21,745

Interest and other financial expense, net
9
44,347

 
53,446

 
44,734

Initial recognition and changes in fair value of non harvested biological assets (unrealized)
 
30,299

 
(14,645
)
 
(9,811
)
Changes in net realizable value of agricultural produce after harvest (unrealized)
 
647

 
(2,371
)
 
90

Provision and allowances
 
2,126

 
825

 
341

Net gain of inflation effects on the monetary items
9
(81,928
)
 

 

Foreign exchange losses, net
9
183,195

 
38,708

 
19,062

Cash flow hedge – transfer from equity
9
26,693

 
20,758

 
85,214

Subtotal
 
239,059

 
221,268

 
308,052

Changes in operating assets and liabilities:
 
 

 
 

 
 

(Increase) in trade and other receivables
 
(65,942
)
 
(9,476
)
 
(30,996
)
(Increase) in inventories
 
(41,531
)
 
(4,089
)
 
(22,301
)
Decrease / (Increase) in biological assets
 
2,958

 
(18,013
)
 
(23,677
)
(Increase) / Decrease in other assets
 
(777
)
 
2

 
83

Decrease / (Increase) in derivative financial instruments
 
50,021

 
40,910

 
(17,892
)
Increase in trade and other payables
 
31,148

 
6,555

 
39,054

Increase in payroll and social security liabilities
 
5,876

 
1,953

 
3,052

(Decrease) / Increase in provisions for other liabilities
 
(430
)
 
855

 
1,175

Net cash generated from operating activities before taxes paid
 
220,382

 
239,965

 
256,550

Income tax paid
 
(1,869
)
 
(2,860
)
 
(1,149
)
Net cash generated from operating activities
(a)
218,513

 
237,105

 
255,401

 

 

 

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

F- 10



Adecoagro S.A.
Consolidated Statements of Cash Flows (Continued)
for the years ended December 31, 2018, 2017 and 2016
(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)
 
 
Note
2018
 
2017 (*)
 
2016 (*)
Cash flows from investing activities:
 
 

 
 

 
 

Purchases of property, plant and equipment
12
(207,069
)
 
(198,550
)
 
(132,392
)
Purchase of cattle and non current biological assets
15
(5,706
)
 
(1,694
)
 
(1,713
)
Purchases of intangible assets
14
(3,321
)
 
(2,141
)
 
(1,218
)
Interest received
9
7,915

 
11,230

 
7,671

Proceeds from disposal of other property items
 
1,748

 
2,820

 
2,215

Proceeds from disposal of subsidiaries
21
31,511

 

 
3,423

Net cash used in investing activities
(b)
(174,922
)
 
(188,335
)
 
(122,014
)
 
 
 
 
 
 
 
Cash flows from financing activities:
 
 

 
 

 
 

Issuance of senior notes
26

 
495,678

 

Proceeds from long-term borrowings
26
45,536

 
232,433

 
167,385

Payments of long-term borrowings
26
(124,349
)
 
(602,700
)
 
(277,913
)
Proceeds from short-term borrowings
26
318,108

 
106,730

 
257,395

Payments of short-term borrowings
26
(190,630
)
 
(64,787
)
 
(272,033
)
Interest paid
 
(50,021
)
 
(41,612
)
 
(48,400
)
Prepayment related expenses
 

 
(6,080
)
 

Proceeds from equity settled shared-based compensation exercised
 

 
39

 
380

Payment of derivatives financial instruments
 
(2,578
)
 
(9,476
)
 
(3,724
)
Purchase of own shares
 
(15,725
)
 
(38,367
)
 
(4,772
)
Dividends paid to non-controlling interest
 
(1,195
)
 
(1,664
)
 

Net cash (used) / generated from financing activities
(c)
(20,854
)
 
70,194

 
(181,682
)
Net increase / (decrease) in cash and cash equivalents
 
22,737

 
118,964

 
(48,295
)
Cash and cash equivalents at beginning of year
20
269,195

 
158,568

 
198,894

Effect of exchange rate changes and inflation on cash and cash equivalents
(d)
(18,297
)
 
(8,337
)
 
7,969

Cash and cash equivalents at end of year
20
273,635

 
269,195

 
158,568

 
(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.

(a) Includes 7,598 of the combine effect of IAS 29 and IAS 21 of the Argentine subsidiaries.
(b) Includes 4,122 of the combine effect of IAS 29 and IAS 21 of the Argentine subsidiaries.
(c) Includes (8,231) of the combine effect of IAS 29 and IAS 21 of the Argentine subsidiaries.
(d) Includes (3,489) of the combine effect of IAS 29 and IAS 21 of the Argentine subsidiaries

Non-cash investing and financing transactions disclosed in other notes are the seller financing of Subsidiaries in Note 21.

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

F- 11

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



1.
General information

Adecoagro S.A. (the "Company" or "Adecoagro") is the Group’s ultimate parent company and is a société anonyme (stock corporation) organized under the laws of the Grand Duchy of Luxembourg. Adecoagro is a holding company primarily engaged through its operating subsidiaries in agricultural and agro-industrial activities. The Company and its operating subsidiaries are collectively referred to hereinafter as the "Group". These activities are carried out through three major lines of business, namely, Farming; Sugar, Ethanol and Energy and Land Transformation. Farming is further comprised of three reportable segments, which are described in detail in Note 3 to these consolidated financial statements.
 
Adecoagro is a Public Company listed in the New York Stock Exchange as a foreign registered company under the symbol of AGRO.
 
These consolidated financial statements have been approved for issue by the Board of Directors on March 12, 2019.
 
2.
Financial risk management

Risk management principles and processes
 
The Group’s activities are exposed to a variety of financial risks. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimize the Group’s capital costs by using suitable means of financing and to manage and control the Group’s financial risks effectively. The Group uses financial instruments to hedge certain risk exposures.
 
The Group’s approach to the identification, assessment and mitigation of risk is carried out by a Risk and Commercial Committee, which focuses on timely and appropriate management of risk.
 
The principal financial risks are related to raw material price, end-product price, exchange rate, interest rate, liquidity and credit. This section provides a description of the principal risks and uncertainties that could have a material adverse effect on the Group’s strategy, performance, results of operations and financial condition. These risks do not appear in any particular order of potential materiality or probability of occurrence.
 
Exchange rate risk

The Group’s cash flows, statement of income and statement of financial position are presented in US dollars and may be affected by fluctuations in exchange rates. Currency risks as defined by IFRS 7 arise on account of monetary assets and liabilities being denominated in a currency that is not the functional currency.
 
A significant majority of the Group’s business activities is conducted in the respective functional currencies of the subsidiaries (primarily the Brazilian Reais and the Argentine Peso). However, the Group may transact in currencies other than the respective functional currencies, mainly the US dollars. As such, these subsidiaries may hold US dollar denominated monetary balances at each year-end as indicated in the tables below.
 
The Group’s net financial position exposure to the US dollar is managed on a case-by-case basis, partly by hedging certain expected cash flows with foreign exchange derivative contracts.
 
The following tables show the net monetary position of the respective subsidiaries within the Group categorized by functional currency. Non-US dollar amounts are presented in US dollars for purpose of these tables.
 

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

F- 12

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

2.
Financial risk management (continued)

 
2018
 
Subsidiaries’ functional currency
Net monetary position
(Liability)/ Asset
Argentine
Peso
Brazilian
Reais
Uruguayan
Peso
US Dollar
Total
Argentine Peso
(21,757
)



(21,757
)
Brazilian Reais

35,884



35,884

US Dollar
(260,372
)
(480,501
)
24,512

115,681

(600,680
)
Uruguayan Peso


(909
)

(909
)
Total
(282,129
)
(444,617
)
23,603

115,681

(587,462
)
 
 
2017
 
Subsidiaries’ functional currency
Net monetary position
(Liability)/ Asset
Argentine
Peso
Brazilian
Reais
Uruguayan
Peso
US Dollar
Total
Argentine Peso
(21,958
)



(21,958
)
Brazilian Reais

(17,134
)


(17,134
)
US Dollar
(204,446
)
(461,966
)
20,451

124,125

(521,836
)
Uruguayan Peso


(1,101
)

(1,101
)
Total
(226,404
)
(479,100
)
19,350

124,125

(562,029
)
 
The Group’s analysis shown on the tables below is carried out based on the exposure of each functional currency subsidiary against the US dollar. The Group estimated that, other factors being constant, a hypothetical 10% appreciation/depreciation of the US dollar against the respective functional currencies for the years ended December 31, 2018 and 2017 would have decreased/increased the Group’s Profit before income tax for the year. A 10% depreciation of the US dollar against the functional currencies would have an equal and opposite effect on the income statement. A portion of this effect would have been recognized as other comprehensive income since a portion of the Company’s borrowings was used as cash flow hedge of the foreign exchange rate risk of a portion of its highly probable future sales in US dollars (see Hedge Accounting - Cash Flow Hedge below for details).
 
Functional currency
Net monetary position
Argentine
Peso
Brazilian
Reais
Uruguayan
Peso
Total
2018
US Dollar
(26,037
)
(48,050
)
2,451

(71,636
)
2017
US Dollar
(20,445
)
(46,197
)
2,045

(64,597
)
 
The tables above only consider the effect of a hypothetical appreciation / depreciation of the US dollars on the Group’s net financial position. A hypothetical appreciation / depreciation of the US dollar against the functional currencies of the Group’s subsidiaries has historically had a positive / negative effect, respectively, on the fair value of the Group’s biological assets and the end prices of the Group’s agriculture produce, both of which are generally linked to the US dollar.
 
Hedge Accounting Cash Flow Hedge
 
Effective July 1, 2013, the Group formally documented and designated cash flow hedging relationships to hedge the foreign exchange rate risk of a portion of its highly probable future sales in US dollars using a portion of its borrowings denominated in US dollars, currency forwards and foreign currency floating-to-fixed interest rate swaps.
 
Principal amounts of long-term borrowings (non-derivative financial instruments) and notional values of foreign currency forward contracts (derivative financial instruments) were designated as hedging instruments. These instruments are exposed to Brazilian Reais/ US dollar foreign currency risks related to operations in Brazil and Argentine Peso/US Dollar in Argentina,

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

F- 13

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

2.
Financial risk management (continued)

respectively. As of December 31, 2018 and 2017, approximately 19.5% and 24.6%, respectively, of projected sales qualify as highly probable forecast transactions for hedge accounting purposes and were designated as hedged items.
 
The Group has prepared formal documentation in order to support the designation above, including an explanation of how the designation of the hedging relationship is aligned with the Group’s Risk Management Policy, identification of the hedging instrument, the hedged transactions, the nature of the risk being hedged and an analysis which demonstrates that the hedge is expected to be highly effective. The Group reassesses the prospective and retrospective effectiveness of the hedge on an ongoing basis comparing the foreign currency component of the carrying amount of the hedging instruments and of the highly probable future sales.
 
Under cash flow hedge accounting, effect of changes in foreign currency exchange rates on derivative and non-derivative hedging instruments not be immediately recognized in profit or loss, but be reclassified from equity to profit or loss in the periods when the future sales occur, thus allowing for a more appropriate presentation of the results for the period reflecting the strategy in the Group’s Risk Management Policy.
 
The Company expects that the cash flows will occur and affect profit or loss between 2019 and 2023.
 
For the year ended December 31, 2018, a total amount before income tax of US$ 75,822 gain (US$ 530 gain in 2017) was recognized in other comprehensive income and an amount of US$ 26,693 loss (US$ 20,758 loss in 2017) was reclassified from equity to profit or loss within “Financial results, net”.
 
Raw material price risk

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

Prices for commodities products have historically been cyclical, reflecting overall economic conditions and changes in capacity within the industry, which affect the profitability of entities engaged in the agribusiness industry. The Group combines different actions to minimize price risk. A percentage of crops are to be sold during and post harvest period. The Group manages minimum and maximum prices for each commodity as well as gross margin per each crop as to decide when and how to sell. End-product price risks are hedged if economically viable and possible by entering into forward contracts with major trading houses or by using derivative financial instruments, consisting mainly of crops and sugar future contracts, but also includes occasionally put and call options. A movement in end-product futures prices would result in a change in the fair value of the end product hedging contracts. These fair value changes, after taxes, are recorded in the statement of income.
 
Contract positions are designed to ensure that the Group would receive a defined minimum price for certain quantities of its production. The counterparties to these instruments generally are major financial institutions. In entering into these contracts, the Group has assumed the risk that might arise from the possible inability of counterparties to meet the terms of their contracts. The Group does not expect any material losses as a result of counterparty defaults. The Group is also obliged to pay margin deposits and premiums for these instruments. These estimates represent only the sensitivity of the financial instruments to market risk and not the Group exposure to end product price risks as a whole, since the crops and cattle products sales are not financial instruments within the scope of IFRS 7 disclosure requirements.
 
Liquidity risk

The Group is exposed to liquidity risks, including risks associated with refinancing borrowings as they mature, and that borrowing facilities are not available to meet cash requirements. Failure to manage liquidity risks could have a material impact on the Group’s cash flow and statement of financial position.
 
Prudent liquidity risk management includes managing the profile of debt maturities and funding sources close oversight of cash flows projections, maintaining sufficient cash, and ensuring the availability of funding from an adequate amount of

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

F- 14

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

2.
Financial risk management (continued)

committed credit facilities and the ability to close out market positions. The Group's ability to fund its existing and prospective debt requirements is managed by maintaining diversified funding sources with adequate available funding lines from high quality lenders; and reaching to have long-term financial facilities. During 2017 the Company issued a 10 years Note, which improved the maturity of the borrowings (see Note 26).
 
As of December 31, 2018, cash and cash equivalents of the Group totaled U$S 273.6 million, which could be used for managing liquidity risk.
 
The tables below analyzes the Group’s non-derivative financial liabilities and derivative financial liabilities into relevant maturity groupings based on the remaining period at the statement of financial position to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows and as a result they do not reconcile to the amounts disclosed on the statement of financial position except for short-term payables when discounting is not applied.
 
At December 31, 2018
Less than
1 year
Between
1 and 2 years
Between 2
and 5 years
Over
5 Years
Total
Trade and other payables
95,956

6

18

187

96,167

Borrowings
190,671

74,478

286,557

636,836

1,188,542

Derivative financial instruments
258

25



283

Total
286,885

74,509

286,575

637,023

1,284,992

 
At December 31, 2017
Less than
1 year
Between
1 and 2 years
Between 2
and 5 years
Over
5 Years
Total
Trade and other payables
85,239

557

49

221

86,066

Borrowings
197,975

96,867

56,486

797,226

1,148,554

Derivative financial instruments
552




552

Total
283,766

97,424

56,535

797,447

1,235,172

 
Interest rate risk

The Group’s interest rate risk arises from long-term borrowings at floating rates, which expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The interest rate profile of the Group's borrowings is set out in Note 26.
 
The Group occasionally manages its cash flow interest rate risk exposure by using floating-to-fixed interest rate swaps. Such interest rate swaps have the economic effect of converting borrowings from floating rates to fixed rates.
 
The following tables show a breakdown of the Group’s fixed-rate and floating-rate borrowings per currency denomination and functional currency of the subsidiary issuing the loans (excluding finance leases). These analyses are performed after giving effect to interest rate swaps.
 
The analysis for the year ended December 31, 2018 and 2017 is as follows:


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

F- 15

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

2.
Financial risk management (continued)

 
2018
 
Subsidiaries’ functional currency
Rate per currency denomination
Argentine
Peso
Brazilian
Reais
Uruguayan
Peso
US Dollar
Total
Fixed rate:
 

 

 

 
 

Argentine Peso
2,320




2,320

Brazilian Reais

62,939



62,939

US Dollar
49,218

87,722

16,510

504,368

657,818

Subtotal fixed-rate borrowings
51,538

150,661

16,510

504,368

723,077

Variable rate:
 

 

 

 


Brazilian Reais

19,329



19,329

US Dollar
111,453

7,662



119,115

Subtotal variable-rate borrowings
111,453

26,991



138,444

Total borrowings as per analysis
162,991

177,652

16,510

504,368

861,521

Finance leases
595




595

Total borrowings as per statement of financial position
163,586

177,652

16,510

504,368

862,116

  
 
2017
 
Subsidiaries’ functional currency
Rate per currency denomination
Argentine
Peso
Brazilian
Reais
Uruguayan
Peso
US Dollar
Total
Fixed rate:
 

 

 

 
 

Argentine Peso
6,448




6,448

Brazilian Reais

96,951



96,951

US Dollar
68,963

34,675

10,010

504,004

617,652

Subtotal fixed-rate borrowings
75,411

131,626

10,010

504,004

721,051

Variable rate:
 

 

 

 


Brazilian Reais

27,668



27,668

US Dollar
49,599

19,535



69,134

Subtotal variable-rate borrowings
49,599

47,203



96,802

Total borrowings as per analysis
125,010

178,829

10,010

504,004

817,853

Finance leases
105




105

Total borrowings as per statement of financial position
125,115

178,829

10,010

504,004

817,958

 
For the years ended December 31, 2018 and 2017, if interest rates on floating-rate borrowings had been 1% higher with all other variables held constant, the Group’s Profit before income tax for the years would have decreased as shown below. A 1% decrease in interest rates would have an equal and opposite effect on the income statement.
 
2018
 
Subsidiaries’ functional currency
Rate per currency denomination
Argentine
Peso
Brazilian
Reais
Uruguayan
Peso
US Dollar
Total
Variable rate:
 

 

 

 
 

Brazilian Reais

(193
)


(193
)
US Dollar
(1,115
)
(77
)


(1,192
)
Total effects on profit before income tax
(1,115
)
(270
)


(1,385
)
 

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

F- 16

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

2.
Financial risk management (continued)

 
2017
 
Subsidiaries’ functional currency
Rate per currency denomination
Argentine
Peso
Brazilian
Reias
Uruguayan
Peso
US Dollar
Total
Variable rate:
 

 

 

 
 

Brazilian Reais

(277
)


(277
)
US Dollar
(496
)
(195
)


(691
)
Total effects on profit before income tax
(496
)
(472
)


(968
)
 
The sensitivity analysis has been determined assuming that the change in interest rates had occurred at the date of the statement of financial position and had been applied to the exposure to interest rate risk for financial instruments in existence at that date. The 100 basis point increase or decrease represents management's assessment of a reasonable possible change in those interest rates, which have the most impact on the Group, specifically the United States and Brazilian rates over the period until the next annual statement of financial position date.
 
Credit risk

The Group’s exposures to credit risk arise in certain agreements in relation to amounts owed for physical product sales, the use of derivative instruments, and the investment of surplus cash balances. The Group is also exposed to political and economic risk events, which may cause non-payment of foreign currency obligations to the Group.
 
The Group’s policy is to manage credit exposure to trading counterparties within defined trading limits. All of the Group’s significant counterparties are assigned internal credit limits.
 
The Group sells to a large base of customers. Type and class of customers may differ depending on the Group’s business segments. For the years ended December 31, 2018 and 2017, more than 87% and 97%, respectively, of the Group’s sales of crops were sold to 49 and 111 well-known customers (both multinational and local) with good credit history with the Group. In the Sugar, Ethanol and Energy segment, sales of ethanol were concentrated in 54 and 7 customers, which represented 100% and 100% of total sales of ethanol for the years ended December 31, 2018 and 2017, respectively. Approximately 99% and 87% of the Group’s sales of sugar were concentrated in 19 and 24 well-known traders for the years ended December 31, 2018 and 2017, respectively. The remaining 1% and 13%, which mainly relates to “crystal sugar”, were dispersed among several customers. In 2018 and 2017, energy sales are 97% and 99% concentrated in 29 major customers. In the dairy segment, 92% and 100% of the sales were concentrated in 21 and 29 well-known customers in 2018 and 2017, respectively.
 
No credit limits were exceeded during the reporting periods and management does not expect any losses from non-performance by these counterparties. If any of the Group’s customers are independently rated, these ratings are used. Otherwise, the Group assesses the credit quality of the customer taking into account its financial position, past experience and other factors (see Note 18 for details). The Group may seek cash collateral, letter of credit or parent company guarantees, as considered appropriate. Sales to customers are primarily made by credit with customary payment terms. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the statement of financial position after deducting any impairment allowance. The Group’s exposure of credit risk arising from trade receivables is set out in Note 18.
 
The Group is exposed to counterparty credit risk on cash and cash equivalent balances. The Group holds cash on deposit with a number of financial institutions. The Group manages its credit risk exposure by limiting individual deposits to clearly defined limits. The Group only deposits with high quality banks and financial institutions. As of December 31, 2018 and 2017, the total amount of cash and cash equivalents mainly comprise cash in banks and short-term bank deposits. The Group is authorized to transact with banks rated “BBB+” or higher. As of December 31, 2018 and 2017, 5 and 4 banks (primarily JP Morgan, HSBC, Banco Safra, Banco do Brasil and Banco Bradesco) accounted for more than 78% and 78%, respectively, of the total cash deposited. The remaining amount of cash and cash equivalents relates to cash in hand. Additionally, during the year ended December 31, 2018, the Group invested in fixed-term bank deposits with mainly one bank (HSBC) and also entered into derivative contracts (currency forward). The Group’s exposure of credit risk arising from cash and cash equivalents is set out in Note 20.
 

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

F- 17

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

2.
Financial risk management (continued)

The Group’s primary objective for holding derivative financial instruments is to manage currency exchange rate risk, interest rate risk and commodity price risk. The Group generally enters into derivative transactions with high-credit-quality counterparties and, by policy, limits the amount of credit exposure to any one counterparty based on an analysis of that counterparty's relative credit standing. The amounts subject to credit risk related to derivative instruments are generally limited to the amounts, if any, by which counterparty's obligations exceed the obligations with that counterparty.
 
The Group also entered into crop commodity futures traded in the established trading markets of Argentina and Brazil through well-rated brokers. Management does not expect any counterparty to fail to meet its obligations.

Capital risk management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, it may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or by own shares or sell assets to reduce debt. Consistent with others in the industry, the Group monitors capital on the basis of the gearing ratio. This ratio is calculated as total debt (including current and non-current borrowings as shown in the consolidated statement of financial position, if applicable) divided by total capital. Total capital is calculated as equity, as shown in the consolidated statement of financial position, plus total debt. During the year ended December 31, 2018, the strategy was to maintain the gearing ratio within 0.40 to 0.60, as follows:
 
2018
 
2017 (*)
Total debt
862,116

 
817,958

Total equity
1,108,147

 
683,019

Total capital
1,970,263

 
1,500,977

Gearing ratio
0.44

 
0.54

 
(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.
 
Derivative financial instruments

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

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

F- 18

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

2.
Financial risk management (continued)

The following tables show the outstanding positions for each type of derivative contract as of the date of each statement of financial position:

 Futures/ options

As of December 31, 2018:
 
 
2018
Type of
derivative contract
 
Quantities
(thousands)
(**)
 
Notional
amount
 
Fair
Value Asset/
(Liability)
 
(Loss)/Gain
(*)
Futures:
 
 

 
 

 
 

 
 

Sale
 
 

 
 

 
 

 
 

Corn
 
(97
)
 
(14,791
)
 
(209
)
 
(209
)
Soybean
 
25

 
8,089

 
527

 
177

Wheat
 
(14
)
 
(2,483
)
 
(11
)
 
(85
)
Sugar
 
208,837

 
64,753

 
5,483

 
12,765

Options:
 
 

 
 

 
 

 
 

Buy put
 
 
 
 
 
 
 
 
Sugar
 
6,326

 
128

 
267

 
393

Sell call
 
 
 
 
 
 
 
 
Sugar
 
1,118

 
132

 
(25
)
 
(156
)
Total
 
216,195

 
55,828

 
6,032

 
12,885

 
As of December 31, 2017:
 
 
2017
Type of
derivative contract
 
Quantities
(thousands)
(**)
 
Notional
amount
 
Fair
Value Asset/
(Liability)
 
(Loss)/Gain
(*)
Futures:
 
 

 
 

 
 

 
 

Sale
 
 

 
 

 
 

 
 

Corn
 
(33
)
 
(3,198
)
 
48

 
361

Soybean
 
83

 
19,195

 
670

 
(765
)
Wheat
 
(45
)
 
(7,083
)
 
(38
)
 
(38
)
Sugar
 
343,874

 
121,072

 
3,231

 
3,808

Options:
 
 

 
 

 
 

 
 

Sell put
 
 

 
 

 
 

 
 

Sugar
 
3,572

 
83

 
54

 
(30
)
Total
 
347,451

 
130,069

 
3,965

 
3,336

(*) Included in the line item “(Loss) / Gain from commodity derivative financial instruments” of Note 8.
(**) All quantities expressed in tons and m3.
Commodity future contract fair values are computed with reference to quoted market prices on future exchanges.

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

F- 19

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

2.
Financial risk management (continued)


Foreign currency floating-to-fixed interest rate swap

In July 2016 the Group's subsidiary in Brazil, Adecoagro Vale do Ivinhema entered into a Reais 90 million loan with Bradesco. The loan bears interest at a variable rate of CDI (an interbanking floating interest rate in USD) plus 2.1% per year. At same moment and with same bank, the Company entered into a swap operation, which intention was to effectively convert the  principal amount and interest rate denominated in Reais, to a principal amount an interest rate denominated in US$, plus a fixed rate of 6,55%. The swap expired on Sep 2017. As of expiration date, the group recognized a gain of US$ 3 included whitin "Financial Results, net.”

Currency forward

 During the year ended on December 31, 2018, the Group entered into several currency forward contracts in order to hedge the fluctuation of the US Dollar against Euro for a total notional amount of US$ 4.9 million. The currency forward contracts maturity date is January 2019. The outstanding contracts resulted in the recognition of a gain amounting to US$ 0.1 million in 2018.
During 2017 the Group did not entered into any currency forward contract in Brazil. During the year ended December 31, 2016 the Group entered into several currency forward contracts with Brazilian banks in order to hedge the fluctuation of the Brazilian Reais against the US Dollar for a total aggregate amount of US$ 57.2 million. The currency forward contracts entered in 2016 had maturity dates ranging between March 2016 and April 2017. These contracts resulted in a recognition of a loss of US$ 2.0 million and US$ 5.0 million in 2018 and 2017, respectively.

 
During the year ended on December 31, 2017, the Group entered into several currency forward contracts in order to hedge the fluctuation of the US Dollar against Euro for a total notional amount of US$ 10.5 million. The currency forward contracts maturity date is March 2017. The outstanding contracts resulted in the recognition of a gain amounting to US$ 0.1 million in 2017.
 
Gains and losses on currency forward contracts are included within “Financial results, net” in the statement of income.
 
Euro-bob price swap

As Petrobras (the Brazilian oil state company) started to track the movements of the international gasoline to set its domestic prices in 2017, the Group's subsidiary in Brazil, Adecoagro Vale do Ivinhema entered into a swap operation in March 2018, which intention was to mitigate the effects of the gasoline volatility in the ethanol prices sold by the company. The swaps expired according to the due dates and as of December 31, 2018 all the swaps positions were already liquidated. The Group recorded a loss of US$ 1.6 million.


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

F- 20

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


3.
Segment information

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

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

The Company’s ‘Farming’ is further comprised of five reportable segments:

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

The Company’s ‘Rice’ Segment consists of planting, harvesting, processing and marketing of rice.

The Company’s ‘Dairy’ Segment consists of the production and sale of raw milk and other dairy products.

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

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

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

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

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

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


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

F- 21

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

3.
Segment information (continued)

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

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

Following the adoption of IAS 29 to the Argentine operations of the Group, management revised the information reviewed by the CODM. Accordingly, as from July 1, 2018, (commencement of hyper-inflation accounting in Argentina), the information provided to the CODM departs from the application of IAS 29 and IAS 21 re-measurement and translation processes as follows. The segment results of the Argentinean operations for each reporting period were adjusted for inflation and translated into the Group’s reporting currency using the reporting period average exchange rate. The translated amounts were not subsequently re-measured and translated in accordance with the IAS 29 and IAS 21 procedures outlined above. From January 1, 2018 through June 30, 2018, the Group’s segment results were still based on the IFRS measurement principles adopted until June 30, 2018.

In order to evaluate the economic performance of businesses on a monthly basis, results of operations in Argentina are based on monthly data that have been adjusted for inflation and converted into the average exchange rate of the US dollar each month. These already converted figures are subsequently not readjusted and reconverted as described above under IAS 29 and IAS 21. It should be noted that this translation methodology for evaluating segment information is the same that the company uses to translate results of operation from its other subsidiaries from other countries that have not been designated hyperinflationary economies because it allows for a more accurate analysis of the economic performance of its business as a whole.

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

The following tables show a reconciliation of each reportable segment as per the information reviewed by the CODM and the reportable segment measured in accordance with IAS 29 and IAS 21 as per the consolidated financial statements.

 
Crops
 
Rice
 
Dairy
 
Total segment reporting
 
Adjustment
 
Total as per statement of income
 
Total segment reporting
 
Adjustment
 
Total as per statement of income
 
Total segment reporting
 
Adjustment
 
Total as per statement of income
Sales of goods sold and services rendered
164,538

 
(9,120
)
 
155,418

 
100,013

 
(4,610
)
 
95,403

 
33,201

 
(3,491
)
 
29,710

Cost of goods and services rendered
(165,988
)
 
9,052

 
(156,936
)
 
(75,739
)
 
766

 
(74,973
)
 
(31,488
)
 
3,361

 
(28,127
)
Initial recognition and changes in fair value of biological assets and agricultural produce
36,422

 
(7,755
)
 
28,667

 
8,967

 
(4,842
)
 
4,125

 
7,295

 
(1,840
)
 
5,455

Gain from changes in net realizable value of agricultural produce after harvest
2,704

 
(3,613
)
 
(909
)
 

 

 

 

 

 

Margin on Manufacturing and Agricultural Activities Before Operating Expenses
37,676

 
(11,436
)
 
26,240

 
33,241

 
(8,686
)
 
24,555

 
9,008

 
(1,970
)
 
7,038

General and administrative expenses
(4,239
)
 
37

 
(4,202
)
 
(5,070
)
 
(869
)
 
(5,939
)
 
(2,034
)
 
(246
)
 
(2,280
)
Selling expenses
(5,921
)
 
474

 
(5,447
)
 
(15,465
)
 
1,375

 
(14,090
)
 
(983
)
 
41

 
(942
)
Other operating income, net
5,422

 
1,741

 
7,163

 
275

 
(58
)
 
217

 
(1,055
)
 
58

 
(997
)
Profit from Operations Before Financing and Taxation
32,938

 
(9,184
)
 
23,754

 
12,981

 
(8,238
)
 
4,743

 
4,936

 
(2,117
)
 
2,819

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
(1,697
)
 
(329
)
 
(2,026
)
 
(5,846
)
 
5,840

 
(6
)
 
(2,253
)
 
(280
)
 
(2,533
)
Net gain from Fair value adjustment of Investment property

 

 

 

 

 

 

 

 



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

F- 22

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

3.
Segment information (continued)

 
All other segments
 
Corporate
 
Total
 
Total segment reporting
 
Adjustment
 
Total as per statement of income
 
Total segment reporting
 
Adjustment
 
Total as per statement of income
 
Total segment reporting
 
Adjustment
 
Total as per statement of income
Sales of goods sold and services rendered
1,919

 
(149
)
 
1,770

 

 

 

 
810,609

 
(17,370
)
 
793,239

Cost of goods and services rendered
(1,412
)
 
99

 
(1,313
)
 

 

 

 
(623,243
)
 
13,278

 
(609,965
)
Initial recognition and changes in fair value of biological assets and agricultural produce
(806
)
 
(393
)
 
(1,199
)
 

 

 

 
31,025

 
(14,830
)
 
16,195

Gain from changes in net realizable value of agricultural produce after harvest

 

 

 

 

 

 
2,704

 
(3,613
)
 
(909
)
Margin on Manufacturing and Agricultural Activities Before Operating Expenses
(299
)
 
(443
)
 
(742
)
 

 

 

 
221,095

 
(22,535
)
 
198,560

General and administrative expenses
(155
)
 
(9
)
 
(164
)
 
(19,626
)
 
1,433

 
(18,193
)
 
(56,426
)
 
346

 
(56,080
)
Selling expenses
(165
)
 
16

 
(149
)
 
(178
)
 
33

 
(145
)
 
(92,154
)
 
1,939

 
(90,215
)
Other operating income, net
10,668

 
2,728

 
13,396

 
(167
)
 
36

 
(131
)
 
99,727

 
4,505

 
104,232

Profit from Operations Before Financing and Taxation
10,049

 
2,292

 
12,341

 
(19,971
)
 
1,502

 
(18,469
)
 
172,242

 
(15,745
)
 
156,497

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
(171
)
 
(6
)
 
(177
)
 

 

 

 
(153,169
)
 
(1,085
)
 
(154,254
)
Net gain from Fair value adjustment of Investment property
10,680

 
2,729

 
13,409

 

 

 

 
10,680

 
2,729

 
13,409


Sugar, Ethanol and Energy, and Land Transformation segments have not been reconciliated due to the lack of differences.


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

F- 23

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

3.
Segment information (continued)

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

Segment analysis for the year ended December 31, 2018
 
Farming
 
Sugar,
Ethanol and Energy
 
 Land Transformation
 
Corporate
 
 Total
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Farming
subtotal
 
 
 
 
Sales of goods and services rendered
164,538

 
100,013

 
33,201

 
1,919

 
299,671

 
510,938

 

 

 
810,609

Cost of goods sold and services rendered
(165,988
)
 
(75,739
)
 
(31,488
)
 
(1,412
)
 
(274,627
)
 
(348,616
)
 

 

 
(623,243
)
Initial recognition and changes in fair value of biological assets and agricultural produce
36,422

 
8,967

 
7,295

 
(806
)
 
51,878

 
(20,853
)
 

 

 
31,025

Changes in net realizable value of agricultural produce after harvest
2,704

 

 

 

 
2,704

 

 

 

 
2,704

Margin on manufacturing and agricultural activities before operating expenses
37,676

 
33,241

 
9,008

 
(299
)
 
79,626

 
141,469

 

 

 
221,095

General and administrative expenses
(4,239
)
 
(5,070
)
 
(2,034
)
 
(155
)
 
(11,498
)
 
(25,302
)
 

 
(19,626
)
 
(56,426
)
Selling expenses
(5,921
)
 
(15,465
)
 
(983
)
 
(165
)
 
(22,534
)
 
(69,442
)
 

 
(178
)
 
(92,154
)
Other operating income, net
5,422

 
275

 
(1,055
)
 
10,668

 
15,310

 
48,357

 
36,227

 
(167
)
 
99,727

Profit / (loss) from operations before financing and taxation
32,938

 
12,981

 
4,936

 
10,049

 
60,904

 
95,082

 
36,227

 
(19,971
)
 
172,242

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
(1,697
)
 
(5,846
)
 
(2,253
)
 
(171
)
 
(9,967
)
 
(143,202
)
 

 

 
(153,169
)
Net gain from Fair value adjustment of Investment property

 

 

 
10,680

 
10,680

 

 

 

 
10,680

Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)
8,205

 
(181
)
 
(599
)
 
102

 
7,527

 
(37,808
)
 

 

 
(30,281
)
Initial recognition and changes in fair value of biological assets and agricultural produce (realized)
28,217

 
9,148

 
7,894

 
(908
)
 
44,351

 
16,955

 

 

 
61,306

Changes in net realizable value of agricultural produce after harvest (unrealized)
(647
)
 

 

 

 
(647
)
 

 

 

 
(647
)
Changes in net realizable value of agricultural produce after harvest (realized)
3,351

 

 

 

 
3,351

 

 

 

 
3,351

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Farmlands and farmland improvements, net
547,842

 
173,481

 
727

 
22,891

 
744,941

 
51,567

 

 

 
796,508

Machinery, equipment and other fixed assets, net
5,049

 
23,135

 
32,821

 
459

 
61,464

 
338,607

 

 

 
400,071

Bearer plants, net
427

 

 

 

 
427

 
232,529

 

 

 
232,956

Work in progress
8,690

 
5,214

 
14,317

 
18

 
28,239

 
22,665

 

 

 
50,904

Investment property

 

 

 
40,725

 
40,725

 

 

 

 
40,725

Goodwill
9,463

 
4,142

 

 
2,110

 
15,715

 
5,635

 

 

 
21,350

Biological assets
27,347

 
17,173

 
10,298

 
3,094

 
57,912

 
47,475

 

 

 
105,387

Finished goods
29,144

 
9,507

 
1,170

 

 
39,821

 
39,937

 

 

 
79,758

Raw materials, stocks held by third parties and others
15,834

 
7,394

 
2,217

 
121

 
25,566

 
22,778

 

 

 
48,344

Total segment assets
643,796

 
240,046

 
61,550

 
69,418

 
1,014,810

 
761,193

 

 

 
1,776,003

Borrowings
111,692

 
58,999

 
543

 
4,860

 
176,094

 
600,810

 

 
85,212

 
862,116

Total segment liabilities
111,692

 
58,999

 
543

 
4,860

 
176,094

 
600,810

 

 
85,212

 
862,116












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

F- 24

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

3.
Segment information (continued)

Segment analysis for the year ended December 31, 2017
 
Farming
 
Sugar,
Ethanol and Energy
 
 Land Transformation
 
Corporate
 
 Total
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Farming
subtotal
 
 
 
 
Sales of goods and services rendered
197,222

 
86,478

 
37,523

 
1,336

 
322,559

 
610,619

 

 

 
933,178

Cost of goods sold and services rendered
(196,302
)
 
(71,087
)
 
(36,979
)
 
(853
)
 
(305,221
)
 
(461,506
)
 

 

 
(766,727
)
Initial recognition and changes in fair value of biological assets and agricultural produce
17,158

 
10,236

 
11,769

 
267

 
39,430

 
23,790

 

 

 
63,220

Changes in net realizable value of agricultural produce after harvest
8,852

 

 

 

 
8,852

 

 

 

 
8,852

Margin on manufacturing and agricultural activities before operating expenses
26,930

 
25,627

 
12,313

 
750

 
65,620

 
172,903

 

 

 
238,523

General and administrative expenses
(2,981
)
 
(4,699
)
 
(1,058
)
 
(174
)
 
(8,912
)
 
(26,806
)
 

 
(21,581
)
 
(57,299
)
Selling expenses
(7,501
)
 
(13,324
)
 
(711
)
 
(156
)
 
(21,692
)
 
(73,664
)
 

 
(43
)
 
(95,399
)
Other operating income, net
7,719

 
724

 
662

 
4,279

 
13,384

 
30,419

 

 
(40
)
 
43,763

Profit / (loss) from operations before financing and taxation
24,167

 
8,328

 
11,206

 
4,699

 
48,400

 
102,852

 

 
(21,664
)
 
129,588

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
(1,511
)
 
(3,851
)
 
(1,037
)
 
(159
)
 
(6,558
)
 
(144,449
)
 

 

 
(151,007
)
Net gain from Fair value adjustment of Investment property

 

 

 
4,302

 
4,302

 

 

 

 
4,302

Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)
4,366

 
5,346

 
1,849

 
159

 
11,720

 
2,925

 

 

 
14,645

Initial recognition and changes in fair value of biological assets and agricultural produce (realized)
12,792

 
4,890

 
9,920

 
108

 
27,710

 
20,865

 

 

 
48,575

Changes in net realizable value of agricultural produce after harvest (unrealized)
2,371

 

 

 

 
2,371

 

 

 

 
2,371

Changes in net realizable value of agricultural produce after harvest (realized)
6,481

 

 

 

 
6,481

 

 

 

 
6,481

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Farmlands and farmland improvements, net
70,126

 
13,688

 
248

 
9,346

 
93,408

 
26,342

 

 

 
119,750

Machinery, equipment and other fixed assets, net
21,365

 
18,851

 
12,175

 
341

 
52,732

 
390,350

 

 

 
443,082

Bearer plants, net
252

 

 

 
1,832

 
2,084

 
236,826

 

 

 
238,910

Work in progress
714

 
1,940

 
5,659

 

 
8,313

 
21,322

 

 

 
29,635

Investment property

 

 

 
42,342

 
42,342

 

 

 

 
42,342

Goodwill
3,221

 
1,480

 

 
1,110

 
5,811

 
6,601

 

 

 
12,412

Biological assets
31,745

 
29,717

 
9,338

 
4,016

 
74,816

 
93,178

 

 

 
167,994

Finished goods
21,146

 
8,476

 

 

 
29,622

 
32,266

 

 

 
61,888

Raw materials,Stocks held by third parties and others
17,958

 
9,927

 
1,726

 
364

 
29,975

 
17,056

 

 

 
47,031

Total segment assets
166,527

 
84,079

 
29,146

 
59,351

 
339,103

 
823,941

 

 

 
1,163,044

Borrowings
69,789

 
62,790

 
2,384

 
3,829

 
138,792

 
633,638

 

 
45,528

 
817,958

Total segment liabilities
69,789

 
62,790

 
2,384

 
3,829

 
138,792

 
633,638

 

 
45,528

 
817,958


 

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

F- 25

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

3.
Segment information (continued)

Segment analysis for the year ended December 31, 2016
 
Farming
 
Sugar,
Ethanol and Energy
 
 Land Transformation
 
Corporate
 
 Total
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Farming
subtotal
 
 
 
 
Sales of goods and services rendered
142,124

 
96,562

 
32,897

 
960

 
272,543

 
596,692

 

 

 
869,235

Cost of goods sold and services rendered
(141,731
)
 
(83,574
)
 
(32,571
)
 
(212
)
 
(258,088
)
 
(420,493
)
 

 

 
(678,581
)
Initial recognition and changes in fair value of biological assets and agricultural produce
48,790

 
10,498

 
5,476

 
(13
)
 
64,751

 
60,705

 

 

 
125,456

Changes in net realizable value of agricultural produce after harvest
(5,841
)
 

 

 

 
(5,841
)
 

 

 

 
(5,841
)
Margin on manufacturing and agricultural activities before operating expenses
43,342

 
23,486

 
5,802

 
735

 
73,365

 
236,904

 

 

 
310,269

General and administrative expenses
(2,770
)
 
(3,373
)
 
(983
)
 
(290
)
 
(7,416
)
 
(22,648
)
 

 
(20,686
)
 
(50,750
)
Selling expenses
(5,692
)
 
(11,583
)
 
(752
)
 
(49
)
 
(18,076
)
 
(62,518
)
 

 
(79
)
 
(80,673
)
Other operating income, net
(8,787
)
 
402

 
686

 
22,546

 
14,847

 
(8,903
)
 

 
(192
)
 
5,752

Profit / (loss) from operations before financing and taxation
26,093

 
8,932

 
4,753

 
22,942

 
62,720

 
142,835

 

 
(20,957
)
 
184,598

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
(1,369
)
 
(2,766
)
 
(964
)
 
(192
)
 
(5,291
)
 
(122,209
)
 

 

 
(127,500
)
Net gain from Fair value adjustment of Investment property

 

 

 
14,049

 
14,049

 

 

 

 
14,049

Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)
5,790

 
2,316

 
1,319

 
107

 
9,532

 
279

 

 

 
9,811

Initial recognition and changes in fair value of biological assets and agricultural produce (realized)
43,000

 
8,182

 
4,157

 
(120
)
 
55,219

 
60,426

 

 

 
115,645

Changes in net realizable value of agricultural produce after harvest (unrealized)
(90
)
 

 

 

 
(90
)
 

 

 

 
(90
)
Changes in net realizable value of agricultural produce after harvest (realized)
(5,751
)
 

 

 

 
(5,751
)
 

 

 

 
(5,751
)

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

















 

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

F- 26

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

3.
Segment information (continued)

Total reportable segments’ assets and liabilities are reconciled to total assets as per the statement of financial position as follows:
 
 
2018
 
2017
Total reportable assets as per segment information
1,776,003

 
1,163,044

Intangible assets (excluding goodwill)
6,559

 
4,780

Deferred income tax assets
16,191

 
30,808

Trade and other receivables
197,506

 
172,214

Other assets
1,192

 
565

Derivative financial instruments
6,286

 
4,483

Cash and cash equivalents
273,635

 
269,195

Total assets as per the statement of financial position
2,277,372

 
1,645,089

 

 
2018
 
2017
Total reportable liabilities as per segment information
862,116

 
817,958

Trade and other payables
106,437

 
99,250

Deferred income tax liabilities
168,171

 
10,457

Payroll and social liabilities
27,197

 
28,507

Provisions for other liabilities
3,625

 
4,843

Current income tax liabilities
1,398

 
503

Derivative financial instruments
283

 
552

Total liabilities as per the statement of financial position
1,169,227

 
962,070


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

As of and for the year ended December 31, 2018:
 
Argentina
 
Brazil
 
Uruguay
 
Total
Property, plant and equipment
811,890

 
656,586

 
11,963

 
1,480,439

Investment property
40,725

 

 

 
40,725

Goodwill
15,081

 
6,269

 

 
21,350

Non-current portion of biological assets
11,270

 

 

 
11,270

 
 
 
 
 
 
 
 
Sales of goods and services rendered
207,480

 
496,966

 
106,163

 
810,609

Initial recognition and changes in fair value of biological assets and agricultural produce
45,985

 
(13,541
)
 
(1,419
)
 
31,025

Changes in net realizable value of agricultural produce after harvest
1,148

 
1,436

 
120

 
2,704

 

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

F- 27

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

3.
Segment information (continued)

As of and for the year ended December 31, 2017:
 
Argentina
 
Brazil
 
Uruguay
 
Total
Property, plant and equipment
113,758

 
710,523

 
7,096

 
831,377

Investment property
42,342

 

 

 
42,342

Goodwill
5,095

 
7,317

 

 
12,412

Non-current portion of biological assets
11,276

 

 

 
11,276

 
 
 
 
 
 
 
 
Sales of goods and services rendered
214,888

 
545,859

 
172,431

 
933,178

Initial recognition and changes in fair value of biological assets and agricultural produce
36,341

 
26,326

 
553

 
63,220

Changes in net realizable value of agricultural produce after harvest
5,705

 
1,346

 
1,801

 
8,852


As of and for the year ended December 31, 2016:
 
Argentina
 
Brazil
 
Uruguay
 
Total
Sales of goods and services rendered
164,264

 
432,468

 
272,503

 
869,235

Initial recognition and changes in fair value of biological assets and agricultural produce
62,970

 
62,556

 
(70
)
 
125,456

Loss from changes in net realizable value of agricultural produce after harvest
(4,491
)
 
(958
)
 
(392
)
 
(5,841
)


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

F- 28

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


4.
Sales
 
2018
 
2017
 
2016
Manufactured products and services rendered:
 

 
 

 
 

Rice
92,560

 
83,849

 
94,331

Ethanol
324,661

 
241,650

 
211,451

Sugar
128,377

 
305,688

 
330,895

Soybean oil and meal
14,059

 
6,119

 

Energy
57,797

 
62,218

 
53,995

Powder milk
8,646

 
2,713

 
4,816

Services
487

 
1,144

 
1,160

Operating Leases
643

 
771

 
984

Others
7,826

 
5,273

 
1,423

 
635,056

 
709,425

 
699,055

Agricultural produce and biological assets:
 

 
 

 
 

Soybean
66,471

 
79,408

 
63,797

Cattle for dairy
2,891

 
3,380

 
3,059

Corn
33,106

 
82,482

 
48,502

Cotton

 
420

 
1,434

Milk
19,267

 
31,656

 
24,561

Wheat
30,091

 
14,835

 
16,951

Peanut
1,752

 
3,648

 
1,703

Sunflower
1,314

 
3,163

 
7,275

Rice
216

 

 
950

Barley
1,203

 
1,888

 
1,240

Seeds
461

 
727

 
625

Others
1,411

 
2,146

 
83

 
158,183

 
223,753

 
170,180

Total sales
793,239

 
933,178

 
869,235

 
Commitments to sell commodities at a future date
 
The Group entered into contracts to sell non-financial instruments, mainly sugar, soybean and corn through sales forward contracts. Those contracts are held for purposes of delivery the non-financial instrument in accordance with the Group’s expected sales. Accordingly, as the own use exception criteria are met; those contracts are not recorded as derivatives.
 
The notional amount of these contracts is US$ 68.1 million as of December 31, 2018 (2017: US$ 63.3 million; 2016: US$ 111.8 million) comprised primarily of 11,498 thousand tons of sugar (US$ 2.7 million), 12,822 thousand m3 of ethanol (US$ 6.7 million), 636,647 thousand mwh of energy (US$ 40.3 million), 14,279 thousand tons of soybean (U$S 3.6 million), 26,273 thousand tons of wheat (US$ 5.3 million), and 53,927 thousand tons of corn (US$ 8.5 million) which expire between February 2019 and December 2019.


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

F- 29

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


5.
Cost of goods sold and services rendered

As of December 31, 2018:
 
2018
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Sugar,
Ethanol and
Energy
 
Total
Finished goods at the beginning of 2018 (Note 19)
21,146

 
8,476

 

 

 
32,266

 
61,888

Adjustment of opening net book amount for the application of IAS 29
42

 
1,354

 

 

 

 
1,396

Cost of production of manufactured products (Note 6)
17,930

 
61,600

 
7,546

 
36

 
349,495

 
436,607

Purchases
63,533

 
15,540

 
872

 

 
43,531

 
123,476

Agricultural produce
104,941

 

 
20,879

 
1,277

 

 
127,097

Transfer to raw material
(24,375
)
 

 

 

 

 
(24,375
)
Direct agricultural selling expenses
12,629

 

 

 

 

 
12,629

Tax recoveries (i)

 

 

 

 
(32,380
)
 
(32,380
)
Changes in net realizable value of agricultural produce after harvest
(909
)
 

 

 

 

 
(909
)
Finished goods at the end of December 31, 2018 (Note 19)
(29,144
)
 
(9,507
)
 
(1,170
)
 

 
(39,937
)
 
(79,758
)
Exchange differences
(8,857
)
 
(2,490
)
 

 

 
(4,359
)
 
(15,706
)
Cost of goods sold and services rendered, and direct agricultural selling expenses
156,936

 
74,973

 
28,127

 
1,313

 
348,616

 
609,965

 
(i) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
 
As of December 31, 2017:
 
2017
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Sugar,
Ethanol and
Energy
 
Total
Finished goods at the beginning of 2017
13,117

 
5,473

 

 

 
49,601

 
68,191

Cost of production of manufactured products (Note 6)
5,565

 
68,969

 

 
237

 
378,864

 
453,635

Purchases
82,842

 
7,779

 
2,410

 

 
93,106

 
186,137

Agricultural produce
102,734

 

 
34,569

 
616

 
1,015

 
138,934

Transfer to raw material
(12,998
)
 
(1,354
)
 

 

 

 
(14,352
)
Direct agricultural selling expenses
22,940

 

 

 

 

 
22,940

Tax recoveries (i)

 

 

 

 
(28,478
)
 
(28,478
)
Changes in net realizable value of agricultural produce after harvest
8,852

 

 

 

 

 
8,852

Finished goods at the end of December 31, 2017 (Note 19)
(21,146
)
 
(8,476
)
 

 

 
(32,266
)
 
(61,888
)
Exchange differences
(5,604
)
 
(1,304
)
 

 

 
(336
)
 
(7,244
)
Cost of goods sold and services rendered, and direct agricultural selling expenses
196,302

 
71,087

 
36,979

 
853

 
461,506

 
766,727


(i) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.
 

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

F- 30

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

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


As of December 31, 2016:
 
2016
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Sugar,
Ethanol and
Energy
 
Total
Finished goods at the beginning of 2016
16,034

 
6,904

 
55

 

 
24,631

 
47,624

Cost of production of manufactured products (Note 6)
478

 
61,254

 
371

 
206

 
376,791

 
439,100

Purchases
25,954

 
22,303

 
4,414

 

 
89,745

 
142,416

Agricultural produce
110,252

 

 
27,628

 

 

 
137,880

Transfer to raw material
(8,603
)
 

 

 

 

 
(8,603
)
Direct agricultural selling expenses

 

 

 

 
(24,156
)
 
(24,156
)
Tax recoveries (i)
19,077

 

 

 

 

 
19,077

Changes in net realizable value of agricultural produce after harvest
(5,841
)
 

 

 

 

 
(5,841
)
Finished goods at the end of December 31, 2016
(13,117
)
 
(5,473
)
 

 

 
(49,601
)
 
(68,191
)
Exchange differences
(2,503
)
 
(1,414
)
 
103

 
6

 
3,083

 
(725
)
Cost of goods sold and services rendered, and direct agricultural selling expenses
141,731

 
83,574

 
32,571

 
212

 
420,493

 
678,581

 
(i) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values.


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

F- 31

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


6.
Expenses by nature

The Group presents the statement of income under the function of expense method. Under this method, expenses are classified according to their function as part of the line items “cost of goods sold and direct agricultural selling expenses”, “general and administrative expenses” and “selling expenses”.
 
The following table provides the additional disclosure required on the nature of expenses and their relationship to the function within the Group:
 
Expenses by nature for the year ended December 31, 2018:
 
Cost of production of manufactured products (Note 5)
 
General and
Administrative
Expenses
 
Selling
Expenses
 
Total
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Sugar,
Ethanol and
Energy
 
Total
 
 
 
Salaries, social security expenses and employee benefits

 
5,055

 
115

 
36

 
46,106

 
51,312

 
29,245

 
5,908

 
86,465

Raw materials and consumables
733

 
4,391

 
282

 

 
10,122

 
15,528

 

 

 
15,528

Depreciation and amortization

 
1,764

 
118

 

 
115,253

 
117,135

 
9,667

 
767

 
127,569

Fuel, lubricants and others

 
117

 

 

 
26,267

 
26,384

 
614

 
192

 
27,190

Maintenance and repairs

 
1,452

 
30

 

 
19,715

 
21,197

 
1,573

 
365

 
23,135

Freights
47

 
2,519

 
436

 

 
685

 
3,687

 

 
24,700

 
28,387

Export taxes / selling taxes

 

 

 

 

 

 

 
42,074

 
42,074

Export expenses

 

 

 

 

 

 

 
2,774

 
2,774

Contractors and services
2,885

 
254

 
1,279

 

 
7,901

 
12,319

 

 

 
12,319

Energy transmission

 

 

 

 

 

 

 
2,689

 
2,689

Energy power

 
1,239

 
138

 

 
1,340

 
2,717

 
145

 
57

 
2,919

Professional fees

 
52

 

 

 
484

 
536

 
7,781

 
556

 
8,873

Other taxes

 
71

 

 

 
1,841

 
1,912

 
1,309

 
10

 
3,231

Contingencies

 

 

 

 

 

 
1,345

 

 
1,345

Lease expense and similar arrangements

 
276

 
3

 

 

 
279

 
1,077

 
53

 
1,409

Third parties raw materials

 
2,913

 

 

 
13,154

 
16,067

 

 

 
16,067

Others
3

 
1,697

 
223

 

 
5,067

 
6,990

 
3,324

 
10,070

 
20,384

Subtotal
3,668

 
21,800

 
2,624

 
36

 
247,935

 
276,063

 
56,080

 
90,215

 
422,358

Own agricultural produce consumed
14,262

 
39,800

 
4,922

 

 
101,560

 
160,544

 

 

 
160,544

Total
17,930

 
61,600

 
7,546

 
36

 
349,495

 
436,607

 
56,080

 
90,215

 
582,902

 

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

F- 32

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

6.
Expenses by nature (continued)


Expenses by nature for the year ended December 31, 2017:
 
Cost of production of manufactured products (Note 5)
 
General and
Administrative
Expenses
 
Selling
Expenses
 
Total
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Sugar,
Ethanol and
Energy
 
Total
 
 
 
Salaries, social security expenses and employee benefits

 
7,115

 

 
229

 
50,243

 
57,587

 
33,969

 
6,724

 
98,280

Raw materials and consumables
695

 
3,579

 

 

 
9,343

 
13,617

 

 

 
13,617

Depreciation and amortization

 
836

 

 
8

 
119,427

 
120,271

 
6,162

 
778

 
127,211

Fuel, lubricants and others

 
109

 

 

 
25,272

 
25,381

 
454

 
242

 
26,077

Maintenance and repairs

 
1,750

 

 

 
17,005

 
18,755

 
1,189

 
469

 
20,413

Freights

 
6,074

 

 

 
572

 
6,646

 

 
33,682

 
40,328

Export taxes / selling taxes

 

 

 

 

 

 

 
36,808

 
36,808

Export expenses

 

 

 

 

 

 

 
3,511

 
3,511

Contractors and services
1,054

 

 

 

 
6,191

 
7,245

 

 

 
7,245

Energy transmission

 

 

 

 

 

 

 
3,312

 
3,312

Energy power

 
1,342

 

 

 
1,525

 
2,867

 
190

 
53

 
3,110

Professional fees

 
51

 

 

 
352

 
403

 
7,519

 
1,633

 
9,555

Other taxes

 
93

 

 

 
1,978

 
2,071

 
845

 
5

 
2,921

Contingencies

 

 

 

 

 

 
2,174

 

 
2,174

Lease expense and similar arrangements

 
269

 

 

 

 
269

 
1,334

 
56

 
1,659

Third parties raw materials

 
6,808

 

 

 
34,161

 
40,969

 

 

 
40,969

Others
6

 
955

 

 

 
4,261

 
5,222

 
3,463

 
8,126

 
16,811

Subtotal
1,755

 
28,981

 

 
237

 
270,330

 
301,303

 
57,299

 
95,399

 
454,001

Own agricultural produce consumed
3,810

 
39,988

 

 

 
108,534

 
152,332

 

 

 
152,332

Total
5,565

 
68,969

 

 
237

 
378,864

 
453,635

 
57,299

 
95,399

 
606,333



 

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

F- 33

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

6.
Expenses by nature (continued)


Expenses by nature for the year ended December 31, 2016:

 
Cost of production of manufactured products (Note 5)
 
 
 
 
 
 
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Sugar,
Ethanol and
Energy
 
Total
 
General and
Administrative
Expenses
 
Selling
Expenses
 
Total
Salaries, social security expenses and employee benefits

 
5,590

 

 
206

 
54,225

 
60,021

 
30,935

 
5,358

 
96,314

Raw materials and consumables
468

 
3,927

 

 

 
7,025

 
11,420

 

 

 
11,420

Depreciation and amortization

 
856

 

 

 
102,620

 
103,476

 
5,006

 
695

 
109,177

Fuel, lubricants and others

 
86

 

 

 
26,307

 
26,393

 
450

 
368

 
27,211

Maintenance and repairs

 
1,408

 

 

 
21,641

 
23,049

 
931

 
390

 
24,370

Freights

 
4,901

 
14

 

 
330

 
5,245

 

 
29,976

 
35,221

Export taxes / selling taxes

 

 

 

 

 

 

 
29,375

 
29,375

Export expenses

 

 

 

 

 

 

 
3,649

 
3,649

Contractors and services
10

 

 
39

 

 
4,374

 
4,423

 

 

 
4,423

Energy transmission

 

 

 

 

 

 

 
2,890

 
2,890

Energy power

 
913

 

 

 
1,007

 
1,920

 
795

 
211

 
2,926

Professional fees

 
90

 

 

 
387

 
477

 
5,495

 
1,105

 
7,077

Other taxes

 
58

 

 

 
2,012

 
2,070

 
653

 
8

 
2,731

Contingencies

 

 

 

 

 

 
1,835

 

 
1,835

Lease expense and similar arrangements

 
145

 

 

 

 
145

 
1,185

 
51

 
1,381

Third parties raw materials

 
3,001

 

 

 
26,552

 
29,553

 

 

 
29,553

Tax recoveries

 

 

 

 
(11,527
)
 
(11,527
)
 

 

 
(11,527
)
Others

 
1,344

 

 

 
4,428

 
5,772

 
3,465

 
6,597

 
15,834

Subtotal
478

 
22,319

 
53

 
206

 
239,381

 
262,437

 
50,750

 
80,673

 
393,860

Own agricultural produce consumed

 
38,935

 
318

 

 
137,410

 
176,663

 

 

 
176,663

Total
478

 
61,254

 
371

 
206

 
376,791

 
439,100

 
50,750

 
80,673

 
570,523





7.
Salaries and social security expenses
 
2018
 
2017
 
2016
Wages and salaries (i)
105,931

 
132,025

 
117,423

Social security costs
29,865

 
30,558

 
28,849

Equity-settled share-based compensation
4,728

 
5,552

 
4,796

 
140,524

 
168,135

 
151,068


(i)
Includes US$ 32,636, US$ 41,172 and US$ 28,475, capitalized in Property, Plant and Equipment for the years 2018, 2017 and 2016, respectively.


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

F- 34

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


8.
Other operating income, net
 
2018
 
2017 (*)
 
2016 (*)
Gain from disposal of farmland and other assets (Note 21)
36,227

 

 

Gain / (Loss) from commodity derivative financial instrument
54,694

 
40,842

 
(16,007
)
Loss from disposal of other property items
(95
)
 
(986
)
 
(1,255
)
Settlement agreement (Note 29)

 

 
8,489

Net gain from fair value adjustment of Investment property
13,409

 
4,302

 
14,049

Losses related to energy business

 
(3,247
)
 

Others
(3
)
 
2,852

 
476

 
104,232

 
43,763

 
5,752

 
(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.

9.
Financial results, net
 
2018
 
2017
 
2016
Finance income:
 

 
 

 
 

- Interest income
7,915

 
11,230

 
7,671

- Other income
666

 
514

 
286

Finance income
8,581

 
11,744

 
7,957

 
 
 
 
 
 
Finance costs:
 

 
 

 
 

- Interest expense
(51,577
)
 
(52,308
)
 
(48,198
)
- Cash flow hedge – transfer from equity (Note 2)
(26,693
)
 
(20,758
)
 
(85,214
)
- Foreign exchange losses, net
(183,195
)
 
(38,708
)
 
(19,062
)
- Taxes
(3,136
)
 
(3,705
)
 
(2,719
)
- Loss from interest rate/foreign exchange rate derivative financial instruments
(3,024
)
 
(2,163
)
 
(5,694
)
- Prepayment related expenses (Note 26 - Brazilian subsidiaries)

 
(10,847
)
 

- Other expenses
(3,638
)
 
(2,860
)
 
(4,493
)
Finance costs
(271,263
)
 
(131,349
)
 
(165,380
)
Other financial results - Net gain of inflation effects on the monetary items
81,928

 

 

Total financial results, net
(180,754
)
 
(119,605
)
 
(157,423
)

10.
Taxation

Adecoagro is subject to the applicable general tax regulations in Luxembourg.
 
The Group’s income tax has been calculated on the estimated assessable taxable results for the year at the rates prevailing in the respective foreign tax jurisdictions. The subsidiaries of the Group are required to calculate their income taxes on a separate basis according to the rules and regulations of the jurisdictions where they operate. Therefore, the Group is not legally permitted to compensate subsidiaries’ losses against subsidiaries’ income. The details of the provision for the Group’s consolidated income tax are as follows:
 
2018
 
2017 (*)
 
2016 (*)
Current income tax
(2,846
)
 
(13,425
)
 
(21,505
)
Deferred income tax
3,870

 
18,417

 
8,606

Income tax benefit / (expense)
1,024

 
4,992

 
(12,899
)
 

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

F- 35

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

10.
Taxation (continued)


(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.

The statutory tax rate in the countries where the Group operates for all of the years presented are:
 
Tax Jurisdiction
 
Income Tax Rate
Argentina (i)
 
30
%
Brazil
 
34
%
Uruguay
 
25
%
Spain
 
25
%
Luxembourg
 
26
%
 
(i) During 2017, the Argentine Government introduced changes in the income tax. The income tax rate will be reduced to 30% for the years 2018 and 2019, and to 25% from 2020 onwards. A new tax on dividends is created with a rate of 7% for the years 2018 and 2019, and 13% from 2020 onwards. Considering 2018 resulted in losses for Argentine subsidiaries, no deferred income tax liability was recognized for future tax dividends.

Deferred tax assets and liabilities of the Group as of December 31, 2018 and 2017, without taking into consideration the offsetting of balances within the same tax jurisdiction, will be recovered or settled as follows:
 
2018
 
2017
Deferred income tax asset to be recovered after more than 12 months
76,225

 
97,992

Deferred income tax asset to be recovered within 12 months
62,626

 
20,191

Deferred income tax assets
138,851

 
118,183

 
 
 
 
Deferred income tax liability to be settled after more than 12 months
(289,158
)
 
(91,742
)
Deferred income tax liability to be settled within 12 months
(1,673
)
 
(6,090
)
Deferred income tax liability
(290,831
)
 
(97,832
)
Deferred income tax (liability) / assets, net
(151,980
)
 
20,351

 
The gross movement on the deferred income tax account is as follows:
 
2018
 
2017
Beginning of year
20,351

 
10,354

Tax effect on the opening net book amount for the application of IAS 29
(64,208
)
 

Exchange differences
16,878

 
295

Effect of adoption of fair value valuation for farmlands
(139,223
)
 

Others
(970
)
 

Tax (charge) relating to cash flow hedge (i)
11,322

 
(8,715
)
Income tax benefit
3,870

 
18,417

End of year
(151,980
)
 
20,351

 
(i) Relates to the gain or loss before income tax of cash flow hedge recognized in other comprehensive income amounting to US$ 75,822 for the year ended December 31, 2018 (2017: US$ (565)); net of the reclassification from Equity to Income Statements of US$ (32,305) for the year ended December 31, 2018 (2017: US$ (20,758))
 

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

F- 36

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

10.
Taxation (continued)


The movement in the deferred income tax assets and liabilities during the year, without taking into consideration the offsetting of balances within the same tax jurisdiction, is as follows:
Deferred income tax
liabilities
 
Property,
plant and
equipment
 
Investment property
 
Biological
assets
 
Others
 
Total
At January 1, 2017
 
58,832

 
13,543

 
14,122

 
17,475

 
103,972

Charged / (credited) to the statement of income
 
11,411

 
1,076

 
3,707

 
(15,583
)
 
611

Exchange differences
 
(4,437
)
 
(1,990
)
 
(1,057
)
 
733

 
(6,751
)
At December 31, 2017
 
65,806

 
12,629

 
16,772

 
2,625

 
97,832

Charged / (credited) to the statement of income
 
31,237

 
2,730

 
(10,438
)
 
1,570

 
25,099

Tax effect on the opening net book amount for the application of IAS 29
 
63,357

 

 
164

 
687

 
64,208

Effect of adoption of fair value valuation for farmlands
 
139,223

 

 

 

 
139,223

Exchange differences
 
(29,040
)
 
(3,405
)
 
(3,032
)
 
(54
)
 
(35,531
)
At December 31, 2018
 
270,583

 
11,954

 
3,466

 
4,828

 
290,831

 
Deferred income tax
assets
 
Provisions
 
Tax loss
carry
forwards
 
Equity-settled
share-based
compensation
 
Biological
assets
 
Others
 
Total
At January 1, 2017
 
2,431

 
97,118

 
5,640

 

 
9,137

 
114,326

Charged / (credited) to the statement of income
 
(705
)
 
11,907

 
41

 

 
7,785

 
19,028

Tax charge relating to cash flow hedge
 

 
(8,715
)
 

 

 

 
(8,715
)
Exchange differences
 
757

 
(4,193
)
 
 
 

 
(3,020
)
 
(6,456
)
At December 31, 2017
 
2,483

 
96,117

 
5,681

 

 
13,902

 
118,183

(Credited) / charged to the statement of income
 
2,003

 
(10,798
)
 
(379
)
 
4,572

 
33,571

 
28,969

Others
 

 

 

 

 
(970
)
 
(970
)
Tax charge relating to cash flow hedge
 

 
11,322

 

 

 

 
11,322

Exchange differences
 
(526
)
 
(16,421
)
 

 
22

 
(1,728
)
 
(18,653
)
At December 31, 2018
 
3,960

 
80,220

 
5,302

 
4,594

 
44,775

 
138,851

 
Tax loss carry forwards in Argentina and Uruguay generally expire within 5 years. Tax loss carry forwards in Brazil and Luxembourg do not expire. However, in Brazil, the taxable profit for each year can only be reduced by tax loss carry forward up to a maximum of 30%.
 
In order to fully realize the deferred tax asset, the Group will need to generate future taxable income in the countries where the tax loss carry forward were incurred. Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible, management believes that as at December 31, 2018, it is probable that the Group will realize some portion of the deferred tax assets in Brazil and Argentina.
 

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

F- 37

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

10.
Taxation (continued)


As of December 31, 2018, the Group’s tax loss carry forwards and their corresponding jurisdictions are as follows:
Jurisdiction
 
Tax loss carry forward
 
Expiration period
Argentina (1)
 
83,872

 
5 years
Brazil
 
155,124

 
No expiration date.
Uruguay
 
4,986

 
5 years
Luxembourg
 
28,231

 
No expiration date.
 
(1) As of December 31, 2018, the ageing of the determination tax loss carry forward in Argentina is as follows:

Year of generation
 
Amount
2015
 
17,536
2016
 
1,565
2017
 
15,889
2018
 
48,882

Deferred income tax assets are recognized for tax loss carry-forwards to the extent that the realization of the related tax benefit through future taxable profits is probable. The Group did not recognize deferred income tax assets of US$ 1.2 million in respect of losses amounting to US$ 4.7 million that can be carried forward against future taxable income.
 
The tax on the Group’s profit before income tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits of the consolidated entities as follows:
 
 
2018
 
2017 (*)
 
2016 (*)
Tax calculated at the tax rates applicable to profits in the respective countries
2,956

 
(3,013
)
 
(7,156
)
Non-deductible items
(2,249
)
 
(1,406
)
 
(3,304
)
Non-deductible items – changes in estimates on previous year

 

 
(1,182
)
Effect of the changes in the statutory income tax rate in Argentina
(1,013
)
 
1,781

 

Unused tax losses
(4,181
)
 
(2,265
)
 

Tax losses where no deferred tax asset was recognized
(2,368
)
 
(29
)
 
(569
)
Non-taxable income
13,069

 
2,437

 

Previously unrecognized tax losses now recouped to reduce tax expenses

 
7,595

 

Effect of IAS 29 on Argentina´s Shareholder´s equity and deferred income tax
(5,825
)
 

 

Others
634

 
(108
)
 
(688
)
Income tax benefit / (expense)
1,023

 
4,992

 
(12,899
)
 

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

F- 38

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


11.
Earnings per share

(a) Basic
 
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Group by the weighted average number of shares in issue during the period excluding ordinary shares held as treasury shares (Note 22).
 
2018
 
2017
 
2016
(Loss) / Profit from operations attributable to equity holders of the Group
(24,622
)
 
13,198

 
11,568

Weighted average number of shares in issue (thousands)
116,637

 
120,599

 
121,421

Basic (loss) / earnings per share from operations
(0.211
)
 
0.109

 
0.095

 
(b) Diluted
 
Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding to assume conversion of all dilutive potential shares. The Group has two categories of dilutive potential shares: equity-settled share options and restricted units. For these instruments, a calculation is done to determine the number of shares that could have been acquired at fair value, based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the equity-settled share options. As of December 31, 2018, there were 737 thousands (2017851 thousands; 20161,658 thousands) share options/restricted units outstanding that could potentially have a dilutive impact in the future but were antidilutive for the periods presented.
 
2018
 
2017
 
2016
(Loss) / Profit from operations attributable to equity holders of the Group
(24,622
)
 
13,198

 
11,568

Weighted average number of shares in issue (thousands)
116,637

 
120,599

 
121,421

Adjustments for:
 
 
 
 
 
- Employee share options and restricted units (thousands)
1,198

 
1,604

 
1,695

Weighted average number of shares for diluted earnings per share (thousands)
117,835

 
122,203

 
123,116

Diluted (loss) / earnings per share from operations
(0.211
)
 
0.108

 
0.094



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

F- 39

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


12.
Property, plant and equipment
 
Changes in the Group’s property, plant and equipment in 2018 and 2017 were as follows:
 
 
Farmlands (*)
 
Farmland
improvements
 
Buildings and  
facilities
 
Machinery,  
equipment,  
furniture and
fittings
 
Bearer plants
 
Others
 
Work in  
progress
 
Total
At January 1, 2017
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Cost
122,117

 
20,907

 
305,748

 
633,536

 
341,666

 
15,067

 
21,641

 
1,460,682

Accumulated depreciation

 
(11,267
)
 
(115,693
)
 
(382,226
)
 
(125,497
)
 
(11,132
)
 

 
(645,815
)
Net book amount
122,117

 
9,640

 
190,055

 
251,310

 
216,169

 
3,935

 
21,641

 
814,867

At December 31, 2017
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 
Opening net book amount
122,117

 
9,640

 
190,055

 
251,310

 
216,169

 
3,935

 
21,641

 
814,867

Exchange differences
(11,374
)
 
(1,219
)
 
(4,473
)
 
(5,853
)
 
(4,089
)
 
(390
)
 
(2,901
)
 
(30,299
)
Additions

 

 
15,495

 
62,101

 
84,278

 
2,351

 
37,856

 
202,081

Transfers

 
2,711

 
12,963

 
11,183

 

 
11

 
(26,868
)
 

Disposals

 

 
(162
)
 
(3,913
)
 

 
(40
)
 

 
(4,115
)
Reclassification to non-income tax credits (**)

 

 
(205
)
 
(788
)
 

 

 
(93
)
 
(1,086
)
Depreciation

 
(2,125
)
 
(20,829
)
 
(67,960
)
 
(57,448
)
 
(1,709
)
 

 
(150,071
)
Closing net book amount
110,743

 
9,007

 
192,844

 
246,080

 
238,910

 
4,158

 
29,635

 
831,377


 
Farmlands (*)
 
Farmland
improvements
 
Buildings and
facilities
 
Machinery,
equipment,
furniture and
fittings
 
Bearer plants
 
Others
 
Work in
progress
 
Total
At December 31, 2017
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Cost
110,743

 
22,399

 
329,366

 
696,266

 
421,855

 
16,999

 
29,635

 
1,627,263

Accumulated depreciation

 
(13,392
)
 
(136,522
)
 
(450,186
)
 
(182,945
)
 
(12,841
)
 

 
(795,886
)
Net book amount
110,743

 
9,007

 
192,844

 
246,080

 
238,910

 
4,158

 
29,635

 
831,377

Year ended December 31, 2018
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 
Opening net book amount
110,743

 
9,007

 
192,844

 
246,080

 
238,910

 
4,158

 
29,635

 
831,377

Adjustment of opening net book amount for the application of IAS 29
211,328

 
11,520

 
22,563

 
5,181

 

 
1,140

 
856

 
252,588

Exchange differences
(78,858
)
 
(3,310
)
 
(34,195
)
 
(49,222
)
 
(36,504
)
 
1,410

 
(6,408
)
 
(207,087
)
Additions

 
97

 
13,773

 
50,759

 
96,365

 
2,098

 
61,829

 
224,921

Revaluation surplus (Note 33)
545,129

 

 

 

 

 

 

 
545,129

Reclassification from investment property
3,313

 

 

 

 

 

 

 
3,313

Transfers

 
2,012

 
14,264

 
18,577

 

 
49

 
(34,902
)
 

Disposals

 

 
(149
)
 
(2,144
)
 

 
(85
)
 
(67
)
 
(2,445
)
Disposals of subsidiaries
(11,471
)
 

 
(593
)
 
(17
)
 
(1,667
)
 

 

 
(13,748
)
Reclassification to non-income tax credits (**)

 

 
(114
)
 
(422
)
 

 

 
(39
)
 
(575
)
Depreciation

 
(3,002
)
 
(19,771
)
 
(63,644
)
 
(64,148
)
 
(2,469
)
 

 
(153,034
)
Closing net book amount
780,184

 
16,324

 
188,622

 
205,148

 
232,956

 
6,301

 
50,904

 
1,480,439

At December 31, 2018
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 
Cost of fair value
780,184

 
32,718

 
344,915

 
718,978

 
480,049

 
21,611

 
50,904

 
2,429,359

Accumulated depreciation

 
(16,394
)
 
(156,293
)
 
(513,830
)
 
(247,093
)
 
(15,310
)
 

 
(948,920
)
Net book amount
780,184

 
16,324

 
188,622

 
205,148

 
232,956

 
6,301

 
50,904

 
1,480,439

 
(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.

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

F- 40

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

12.
Property, plant and equipment (continued)


(**) Brazilian federal tax law allows entities to take a percentage of the total cost of the assets purchased as a tax credit. As of December 31, 2018 and 2017, ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) tax credits were reclassified to trade and other receivables.
 
Depreciation is calculated using the straight-line method to allocated their cost over the estimated usefull lives. Farmlands are not depreciated.
 
Farmland improvements
5-25 years
Buildings and facilities
20 years
Furniture and fittings
10 years
Computer equipment
3-5 years
Machinery and equipment
4-10 years
Vehicles
4-5 years
Bearer plants
6 years - based on productivity
 
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each statement of financial position date.
 Since September 2018 the Group changed the accounting policy for its Farmlands (See Note 33 - Basis of presentation - Changes in accounting policies), adopting the valuation at Fair Value. For all Farmlands with a total valuation of US$ 785 million as of December 31, 2018, the valuation was determined using sales Comparison Approach prepared by an independent expert. Sale prices of comparable properties are adjusted considering the specific aspects of each property, the most relevant premise being the price per hectare (Level 3). The Group estimated that, other factors being constant, a 10% reduction on the Sales price for the period ended December 31, 2018 would have reduced the value of the Farmlands on US$ 78.5 million, which would impact, net of its tax effect on the "Revaluation surplus" item in the statement of Changes in Shareholders' Equity. If farmlands were stated on the historical cost basis, the amount as of December 31, 2018 would be USD 235 million”.

Depreciation charges are included in “Cost of production of Biological Assets”, “Cost of production of manufactures products”, “General and administrative expenses”, “Selling expenses” and capitalized in “Property, plant and equipment” for the years ended December 31, 2018 and 2017.
 
During the year ended December 31, 2018, borrowing costs of US$ 12,764 (2017:US$ 3,660) were capitalized as components of the cost of acquisition or construction for qualifying assets.
 
Certain of the Group’s assets have been pledged as collateral to secure the Group’s borrowings and other payables. The net book value of the pledged assets amounts to US$ 349,400 as of December 31, 2018 (2017: US$ 265,099).
 

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

F- 41

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


13.
Investment property
 
Changes in the Group’s investment property in 2018 and 2017 were as follows:
 
 
2018
 
2017 (*)
Beginning of the year
42,342

 
44,581

Net gain from fair value adjustment (Note 8)
13,409

 
4,302

Reclassification to property, plant and equipment (i)
(3,313
)
 

Exchange difference
(11,713
)
 
(6,541
)
End of the year
40,725

 
42,342

Fair value
40,725

 
42,342

Net book amount
40,725

 
42,342

 
(*) Prior periods have been recast to reflect the Company's change in accounting policy for Investment properties as described in Note 33.
(i)       Relates to new contracts with third parties.
 
Since September 2018 the Group changed the accounting policy for all Investment properties. (See Note 33 - Basis of presentation - Changes in accounting policies), adopting the valuation at Fair Value. For all Investment properties with a total valuation of US$ 40.7 million as of December 31, 2018, the valuation was determined using Sales Comparison Approach prepared by an independent expert. Sale prices of comparable properties are adjusted considering the specific aspects of each property, the most relevant premise being the price per hectare (Level 3). The increase /decrease in the Fair value is recognized in the Statement of income under the line item "Other operating income, net". The Group estimated that, other factors being constant, a 10% reduction on the Sales price for the period ended December 31, 2018 would have reduced the value of the Investment properties on US$ 4.1 million, which would impact the line item "Net gain from fair value adjustment ".


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

F- 42

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


14.
Intangible assets
 
Changes in the Group’s intangible assets in 2018 and 2017 were as follows:
 
Goodwill
 
Software
 
Others
 
Total
At January 1, 2017
 

 
 

 
 

 
 

Cost
13,405

 
5,406

 
2,671

 
21,482

Accumulated amortization

 
(2,505
)
 
(1,725
)
 
(4,230
)
Net book amount
13,405

 
2,901

 
946

 
17,252

Year ended December 31, 2017
 

 
 

 
 

 
 
Opening net book amount
13,405

 
2,901

 
946

 
17,252

Exchange differences
(993
)
 
(244
)
 
(10
)
 
(1,247
)
Additions

 
2,089

 
34

 
2,123

Amortization charge (i)

 
(895
)
 
(41
)
 
(936
)
Closing net book amount
12,412

 
3,851

 
929

 
17,192

At December 31, 2017
 

 
 

 
 

 
 
Cost
12,412

 
7,251

 
2,695

 
22,358

Accumulated amortization

 
(3,400
)
 
(1,766
)
 
(5,166
)
Net book amount
12,412

 
3,851

 
929

 
17,192

Year ended December 31, 2018
 

 
 

 
 

 
 
Opening net book amount
12,412

 
3,851

 
929

 
17,192

Adjustment of opening net book amount for the application of IAS 29 (Note 33)
15,554

 
836

 

 
16,390

Exchange differences
(6,616
)
 
(1,139
)
 
(20
)
 
(7,775
)
Additions

 
3,217

 
105

 
3,322

Amortization charge (i)

 
(1,168
)
 
(52
)
 
(1,220
)
Closing net book amount
21,350

 
5,597

 
962

 
27,909

At December 31, 2018
 

 
 

 
 

 
 
Cost
21,350

 
10,163

 
2,781

 
34,294

Accumulated amortization

 
(4,567
)
 
(1,818
)
 
(6,385
)
Net book amount
21,350

 
5,596

 
963

 
27,909

 
(i)
Amortization charges are included in “General and administrative expenses” and “Selling expenses” for the years ended December 31, 2018 and 2017, respectively. There were no impairment charges for any of the years presented (see Note 32 (a)).


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

F- 43

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


15.
Biological assets

Changes in the Group’s biological assets in 2018 and 2017 were as follows:
 
2018
 
Crops
(ii)
 
Rice
(ii)
 
Dairy
 
All other
segments
 
Sugarcane
(ii)
 
Total
Beginning of the year
31,745

 
29,717

 
9,338

 
4,016

 
93,178

 
167,994

Adjustment of opening net book amount for the application of IAS 29
640

 
17

 

 

 

 
657

Increase due to purchases

 

 

 
906

 

 
906

Initial recognition and changes in fair value of biological assets (i)
28,663

 
4,125

 
5,455

 
(1,198
)
 
(20,850
)
 
16,195

Decrease due to harvest / disposals
(104,941
)
 
(39,578
)
 
(25,800
)
 
(1,278
)
 
(105,536
)
 
(277,133
)
Costs incurred during the year
78,984

 
33,121

 
23,731

 
1,769

 
94,121

 
231,726

Exchange differences
(7,744
)
 
(10,229
)
 
(2,426
)
 
(1,121
)
 
(13,438
)
 
(34,958
)
End of the year
27,347

 
17,173

 
10,298

 
3,094

 
47,475

 
105,387


 
2017
 
Crops
(ii)
 
Rice
(ii)
 
Dairy
 
All other
segments
 
Sugarcane
(ii)
 
Total
Beginning of the year
28,189

 
25,575

 
6,827

 
2,433

 
82,380

 
145,404

Increase due to purchases

 

 
610

 
1,084

 

 
1,694

Initial recognition and changes in fair value of biological assets (i)
17,158

 
10,236

 
11,769

 
267

 
23,790

 
63,220

Decrease due to harvest / disposals
(102,734
)
 
(43,842
)
 
(34,569
)
 
(616
)
 
(113,184
)
 
(294,945
)
Costs incurred during the year
92,034

 
39,547

 
26,002

 
1,478

 
101,277

 
260,338

Exchange differences
(2,902
)
 
(1,799
)
 
(1,301
)
 
(630
)
 
(1,085
)
 
(7,717
)
End of the year
31,745

 
29,717

 
9,338

 
4,016

 
93,178

 
167,994

 
(i)       Biological asset with a production cycle of more than one year (that is dairy and cattle) generated “Initial recognition and changes in fair value of biological assets” amounting to US$ 4,257 for the year ended December 31, 2018 (2017: US$ 12,036). In 2018, an amount of US$ 2,414 (2017: US$ 2,830) was attributable to price changes, and an amount of US$ 1,843 (2017: US$ 9,206) was attributable to physical changes.
(ii)Biological assets that are measured at fair value within level 3 of the hierarchy.

 

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

F- 44

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

15.
Biological assets (continued)


Cost of production as of December 31, 2018:
 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Sugar,
Ethanol and
Energy
 
Total
Salaries, social security expenses and employee benefits
2,710

 
5,336

 
3,429

 
540

 
9,408

 
21,423

Depreciation and amortization
147

 

 

 

 
3,436

 
3,583

Fertilizers, agrochemicals and seeds
34,961

 
10,189

 

 

 
35,016

 
80,166

Fuel, lubricants and others
811

 
660

 
683

 
60

 
2,790

 
5,004

Maintenance and repairs
943

 
2,349

 
1,557

 
287

 
1,789

 
6,925

Freights
119

 
387

 
80

 
92

 

 
678

Contractors and services
23,231

 
10,571

 

 
38

 
5,621

 
39,461

Feeding expenses

 

 
9,795

 
146

 

 
9,941

Veterinary expenses

 

 
1,522

 
141

 

 
1,663

Energy power
109

 
2,432

 
764

 

 

 
3,305

Professional fees
165

 
83

 
140

 
4

 
177

 
569

Other taxes
1,293

 
114

 
8

 
83

 
42

 
1,540

Lease expense and similar arrangements
11,868

 
174

 

 
3

 
34,666

 
46,711

Others
2,627

 
826

 
289

 
30

 
1,176

 
4,948

Subtotal
78,984

 
33,121

 
18,267

 
1,424

 
94,121

 
225,917

Own agricultural produce consumed

 

 
5,464

 
345

 

 
5,809

Total
78,984

 
33,121

 
23,731

 
1,769

 
94,121

 
231,726

 

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

F- 45

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

15.
Biological assets (continued)



Cost of production as of December 31, 2017:

 
Crops
 
Rice
 
Dairy
 
All other
segments
 
Sugar,
Ethanol and
Energy
 
Total
Salaries, social security expenses and employee benefits
3,999

 
7,312

 
4,762

 
386

 
12,224

 
28,683

Depreciation and amortization
413

 

 

 

 
5,989

 
6,402

Fertilizers, agrochemicals and seeds
35,715

 
10,647

 
9

 

 
31,144

 
77,515

Fuel, lubricants and others
1,075

 
666

 
741

 
64

 
3,220

 
5,766

Maintenance and repairs
1,303

 
2,419

 
1,912

 
220

 
2,329

 
8,183

Freights
234

 
500

 
128

 
77

 

 
939

Contractors and services
29,738

 
14,706

 

 
30

 
4,232

 
48,706

Feeding expenses

 

 
9,585

 
174

 

 
9,759

Veterinary expenses

 

 
1,783

 
148

 

 
1,931

Energy power
123

 
1,954

 
698

 

 

 
2,775

Professional fees
180

 
173

 
220

 
19

 
84

 
676

Other taxes
1,621

 
156

 
7

 
129

 
91

 
2,004

Lease expense and similar arrangements
13,057

 
138

 

 

 
40,757

 
53,952

Others
4,576

 
876

 
368

 
122

 
1,207

 
7,149

Subtotal
92,034

 
39,547

 
20,213

 
1,369

 
101,277

 
254,440

Own agricultural produce consumed

 

 
5,789

 
109

 

 
5,898

Total
92,034

 
39,547

 
26,002

 
1,478

 
101,277

 
260,338



 
Biological assets in December 31, 2018 and 2017 were as follows:
 
2018
 
2017
Non-current
 

 
 

Cattle for dairy production (i)
9,859

 
8,989

Breeding cattle (ii)
1,310

 
1,984

Other cattle (ii)
101

 
303

 
11,270

 
11,276

Current
 

 
 

Breeding cattle (iii)
1,683

 
1,729

Other cattle (iii)
439

 
349

Sown land – crops (ii)
27,347

 
31,745

Sown land – rice (ii)
17,173

 
29,717

Sown land – sugarcane (ii)
47,475

 
93,178

 
94,117

 
156,718

Total biological assets
105,387

 
167,994

 
(i)
Classified as bearer and mature biological assets.
(ii)
Classified as consumable and immature biological assets.
(iii)
Classified as consumable and mature biological assets.

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

F- 46

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

15.
Biological assets (continued)



The fair value less estimated point of sale costs of agricultural produce at the point of harvest amounted to US$ 105,536 for the year ended December 31, 2018 (2017: US$ 113,184).
 
The following table presents the Group´s biological assets that are measured at fair value at December 31, 2018 and 2017 (see Note 17 to see the description of each fair value level):
 
2018
 
2017
 
Level 1
 
Level 2
 
Level 3
 
Total
 
Level 1
 
Level 2
 
Level 3
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cattle for dairy production

 
9,859

 

 
9,859

 

 
8,989

 

 
8,989

Breeding cattle
2,993

 

 

 
2,993

 
3,713

 

 

 
3,713

Other cattle

 
540

 

 
540

 

 
652

 

 
652

Sown land – sugarcane

 

 
47,475

 
47,475

 

 

 
93,178

 
93,178

Sown land – crops

 

 
27,347

 
27,347

 

 

 
31,745

 
31,745

Sown land – rice

 

 
17,173

 
17,173

 

 

 
29,717

 
29,717

 
There were no transfers between any levels during the year.
 



































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

F- 47

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

15.
Biological assets (continued)



The following significant unobservable inputs were used to measure the Group´s biological assets using the discounted cash flow valuation technique:

Description
 
Unobservable
inputs
 
Range of unobservable inputs
 
Relationship of unobservable
inputs to fair value
 
 
 
 
2018
 
2017
 
 
Sown land – sugarcane
 
Sugarcane yield – tonnes per hectare; Sugarcane TRS (kg of sugar per ton of cane) Production Costs – US$ per hectare. (Include maintenance, harvest and leasing costs)
 
 
-Sugarcane yield: 60-100 tn/ha
-Sugarcane TRS: 120-140 kg of sugar/ton of cane
-Maintenance costs: 500-700 US$/ha
-Harvest costs: 9.0 -15.0 US$/ton of cane
-Leasing costs: 12.0-14.4 tn/ha
 
-Sugarcane yield: 60-100 tn/ha
-Sugarcane TRS: 120-140 kg of sugar/ton of cane
-Maintenance costs: 500-700 US$/ha
-Harvest costs: 9.0 -14.0 US$/ton of cane
-Leasing costs: 11.4-14.4 tn/ha
 
The higher the sugarcane yield, the higher the fair value. The higher the maintenance, harvest and leasing costs per hectare, the lower the fair value. The higher the TRS of sugarcane, the higher the fair value.
 
Sown land – crops
 
Crops yield – tonnes per hectare; Commercial Costs – usd per hectare;
Production Costs – US$ per hectare.
 
 
- Crops yield: 1.2 – 5.2 tn/ha for Wheat, 2.2 – 9.4  tn/ha for Corn, 1.1 - 4.1 tn/ha for Soybean and 1.5-2.1 for Sunflower
- Commercial Costs: 55-120 US$/ha for Wheat, 85-230 US$/ha for Corn, 55-110 US$/ha for Soybean and 45-80 US$/ha for Sunflower
- Production Costs: 140-460 US$/ha for Wheat, 300-620 US$/ha for Corn, 260-460 US$/ha for Soybean and 220-360 US$/ha for Sunflower
 
- Crops yield: 1.5 – 5.1 tn/ha for Wheat, 4.0 – 8.0  tn/ha for Corn, 1.4 - 3.4 tn/ha for Soybean and 2.1-3.5 for Sunflower
- Commercial Costs: 50-110 US$/ha for Wheat, 107-300 US$/ha for Corn, 172-176 US$/ha for Soybean and 10-37 US$/ha for Sunflower
- Production Costs: 200-540 US$/ha for Wheat, 230-550 US$/ha for Corn, 250-350 US$/ha for Soybean and 230-350 US$/ha for Sunflower
 
 
The higher the crops yield, the higher the fair value. The higher the commercial and direct costs per hectare, the lower the fair value.
 
Sown land – rice
 
Rice yield – tonnes per hectare;
Commercial Costs – usd per hectare;
Production Costs – US$ per hectare.
 
-Rice yield: 6.0 -7.4 tn/ha
-Commercial Costs: 11-14 US$/ha
-Production Costs: 830-1,090 US$/ha
 
-Rice yield: 5.0 -5.9 tn/ha
-Commercial Costs: 3-9 US$/ha
-Production Costs: 750-1,000 US$/ha
 
The higher the rice yield, the higher the fair value. The higher the commercial and direct costs per hectare, the lower the fair value.
 
 
As of December 31, 2018, the impact of a reasonable 10 % increase (decrease) in estimated costs, with all other variables held constant, would result in a decrease (increase) in the fair value of the Group’s plantations less cost to sell of US$ 7.9 million for sugarcane, US$ 2.8 million for crops and US$ 2.0 million for rice.

As of December 31, 2017, the impact of a reasonable 10 % increase (decrease) in estimated costs, with all other variables held constant, would result in a decrease (increase) in the fair value of the Group’s plantations less cost to sell of US$ 8.6 million for sugarcane, US$ 1.5 million for crops and US$ 3.4 million for rice.
 



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

F- 48

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


16.
Investments in joint ventures
 
The table below lists the Group’s investment in joint ventures for the years ended December 31, 2018, 2017 and 2016:
 
 
% of ownership interest held
Name of the entity
Country of
incorporation and operation
December 31, 2018
December 31, 2017
December 31, 2016
CHS AGRO S.A. (i)
Argentina
50
%
50
%
50
%
 
On February 26, 2013, the Group formed CHS AGRO, a joint venture with CHS Inc. CHS Inc. is a leading farmer-owned energy, grains and foods company based in the United States. The Group holds a 50% interest in CHS AGRO. On October 2014, CHS AGRO finished its sunflower processing plant in the city of Pehuajo, Province of Buenos Aires, Argentina.
 
The following amounts represent the assets (including goodwill) and liabilities, and income and expenses of the joint ventures:
 
2018
 
2017
Assets:
 

 
 

Non-current assets
9,860

 
7,931

Current assets
6,710

 
8,882

 
16,570

 
16,813

Liabilities:
 

 
 

Non-current liabilities
25,949

 
22,002

Current liabilities
18,622

 
19,197

 
44,571

 
41,199

Net liabilities of joint venture
(28,001
)
 
(24,386
)
 
 
2018
 
2017
 
2016
Income
9,305

 
14,879

 
9,390

Expenses
(31,989
)
 
(22,657
)
 
(16,048
)
Loss before income tax
(22,684
)
 
(7,778
)
 
(6,658
)
 
The shares in the joint ventures were not publicly traded for any of the years presented.
 
There are no contingent liabilities relating to the Group’s interest in the joint ventures, and no contingent liabilities of the ventures themselves.
 
According to the laws of certain of the countries in which the Group operates, 5% of the profit of the year is separated to constitute legal reserves until they reach legal capped amounts (20% of total capital). These legal reserves are not available for dividend distribution and can only be released to absorb losses. The Group’s joint ventures have not reached the legal capped amounts.

The Group guarantees some financial debt of CHS AGRO for an amount of $9.8 million.

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

F- 49

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


17.
Financial instruments by category

The Group classified its financial assets in the following categories:
 
(a) Financial assets at fair value through profit or loss
 
Financial assets at fair value through profit or loss are financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling in the short-term. Derivatives are also categorized as held for trading unless they are designated as hedges. For all years presented, the Group’s financial assets at fair value through profit or loss comprise mainly derivative financial instruments.
 
(b) Financial assets at amortized cost.
 
Financial assets at amortized cost, namely loans and receivables, are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Loans and receivables comprise “trade and other receivables” and “cash and cash equivalents” in the statement of financial position.
 
The following tables show the carrying amounts of financial assets and financial liabilities by category of financial instrument and reconciliation to the corresponding line item in the statements of financial position, as appropriate. Since the line items “Trade and other receivables, net” and “Trade and other payables” contain both financial instruments and non-financial assets or liabilities (such as other tax receivables or advance payments for services to be received in the future), the reconciliation is shown in the columns headed “Non-financial assets” and “Non-financial liabilities”. There was no reclassification between categories for the adoption of IFRS 9 (see Note 33).
 
Financial assets at amortized cost
 
Assets at fair
value through
profit or loss
 
Subtotal
financial
assets
 
Non-
financial
assets
 
Total
December 31, 2018
 

 
 

 
 

 
 

 
 

Assets as per statement of financial position
 

 
 

 
 

 
 

 
 

Trade and other receivables
91,183

 

 
91,183

 
106,323

 
197,506

Derivative financial instruments

 
6,286

 
6,286

 

 
6,286

Cash and cash equivalents
273,635

 

 
273,635

 

 
273,635

Total
364,818

 
6,286

 
371,104

 
106,323

 
477,427

 
 
Liabilities at
fair value
through profit
or loss
 
Financial
liabilities at
amortized cost
 
Subtotal
financial
liabilities
 
Non-
financial
liabilities
 
Total
Liabilities as per statement of financial position
 

 
 

 
 

 
 

 
 

Trade and other payables

 
96,167

 
96,167

 
10,270

 
106,437

Borrowings (excluding finance lease liabilities) (i)

 
861,521

 
861,521

 

 
861,521

Finance leases

 
595

 
595

 

 
595

Derivative financial instruments (i)
283

 

 
283

 

 
283

Total
283

 
958,283

 
958,566

 
10,270

 
968,836

 
(i)    Effective July 1, 2013, the Group formally documented and designated cash flow hedging relationships to hedge the foreign exchange rate risk of a portion of its highly probable future sales in US dollars using a portion of its borrowings denominated in US dollars, currency forwards and foreign currency floating-to-fixed interest rate swaps (see Note 2).


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

F- 50

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

17.
Financial instruments by category (continued)


 
 
Financial assets at amortized cost
 
Assets at fair
value through
profit or loss
 
Subtotal
financial
assets
 
Non-
financial
assets
 
Total
December 31, 2017
 

 
 

 
 

 
 

 
 

Assets as per statement of financial position
 

 
 

 
 

 
 

 
 

Trade and other receivables
68,869

 

 
68,869

 
103,345

 
172,214

Derivative financial instruments

 
4,483

 
4,483

 

 
4,483

Cash and cash equivalents
269,195

 

 
269,195

 

 
269,195

Total
338,064

 
4,483

 
342,547

 
103,345

 
445,892

 
 
Liabilities at
fair value
through profit
or loss
 
Financial
liabilities at
amortized cost
 
Subtotal
financial
liabilities
 
Non-
financial
liabilities
 
Total
Liabilities as per statement of financial position
 

 
 

 
 

 
 

 
 

Trade and other payables

 
86,066

 
86,066

 
13,184

 
99,250

Borrowings (excluding finance lease liabilities) (i)

 
817,853

 
817,853

 

 
817,853

Finance leases

 
105

 
105

 

 
105

Derivative financial instruments (i)
552

 

 
552

 

 
552

Total
552

 
904,024

 
904,576

 
13,184

 
917,760

 

(i)    Effective July 1, 2013,the Group formally documented and designated cash flow hedging relationships to hedge the foreign exchange rate risk of a portion of its highly probable future sales in US dollars using a portion of its borrowings denominated in US dollars, currency forwards and foreign currency floating-to-fixed interest rate swaps (see Note 2).
 
Liabilities carried at amortized cost also included liabilities under finance leases where the Group is the lessee and which therefore have to be measured in accordance with IAS 17. The categories disclosed are determined by reference to IFRS 9. Finance leases are excluded from the scope of IFRS 7. Therefore, finance leases have been shown separately.
 
Because of the short maturities of most trade accounts receivable and payable, other receivables and liabilities, and cash and cash equivalents, their carrying amounts at the closing date do not differ significantly from their respective fair values. The fair value of long-term borrowings is disclosed in Note 26.
 
Income, expense, gains and losses on financial instruments can be assigned to the following categories:
 
Financial asset at amortized cost
 
Assets/ liabilities
at fair value
through profit or
loss
 
Other financial
liabilities at
amortized cost
 
Total
December 31, 2018
 

 
 

 
 

 
 

Interest income (i)
7,915

 

 

 
7,915

Interest expense (i)
(35,794
)
 

 
(15,783
)
 
(51,577
)
Foreign exchange gains / (losses) (i)
(108,936
)
 
(41,218
)
 
(33,041
)
 
(183,195
)
Gain from derivative financial instruments (ii)

 
51,670

 

 
51,670

Net result
(136,815
)
 
10,452

 
(48,824
)
 
(175,187
)

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

F- 51

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

17.
Financial instruments by category (continued)


 
Financial assets at amortized cost
 
Assets/ liabilities
at fair value
through profit or
loss
 
Financial
liabilities at
amortized cost
 
Total
December 31, 2017
 

 
 

 
 

 
 

Interest income (i)
11,230

 

 

 
11,230

Interest expense (i)
(41,968
)
 

 
(10,340
)
 
(52,308
)
Foreign exchange gains/ (losses) (i)
(15,634
)
 
(9,402
)
 
(13,672
)
 
(38,708
)
Loss from derivative financial instruments (ii)

 
38,679

 

 
38,679

Net result
(46,372
)
 
29,277

 
(24,012
)
 
(41,107
)

 
(i)
Included in “Financial Results, net” in the statement of income.
(ii)
Included in “Other operating income, net” and “Financial Results, net” in the statement of income.
 
Determining fair values
 
IFRS 13 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. All financial instruments recognized at fair value are allocated to one of the valuation hierarchy levels of IFRS 13. This valuation hierarchy provides for three levels. The allocation reflects which of the fair values derive from transactions in the market and where valuation is based on models because market transactions are lacking. The level in the fair value hierarchy is categorized in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety.
 
As of December 31, 2018 and 2017, the financial instruments recognized at fair value on the statement of financial position comprise derivative financial instruments.
 
In the case of Level 1, valuation is based on unadjusted quoted prices in active markets for identical financial assets that the Group can refer to at the date of the statement of financial position. The financial instruments the Group has allocated to this level mainly comprise crop futures and options traded on the stock market.
 
Derivatives not traded on the stock market allocated to Level 2 are valued using models based on observable market data. The financial instruments the Group has allocated to this level mainly comprise interest-rate swaps and foreign-currency interest-rate swaps.
 
In the case of Level 3, the Group uses valuation techniques not based on inputs observable in the market. This is only permissible insofar as no observable market data are available. The Group does not have financial instruments allocated to this level for any of the years presented.
 
The following tables present the Group’s financial assets and financial liabilities that are measured at fair value as of December 31, 2018 and 2017 and their allocation to the fair value hierarchy:
 
 
 
Level 1
 
Level 2
 
Total
Assets
 
 
 

 
 

 
 

Derivative financial instruments
2018
 
6,286

 

 
6,286

Derivative financial instruments
2017
 
4,463

 
20

 
4,483

 
 
 
 
 
 
 
 
Liabilities
 
 
 

 
 

 
 

Derivative financial instruments
2018
 
(254
)
 
(29
)
 
(283
)
Derivative financial instruments
2017
 
(498
)
 
(54
)
 
(552
)
 
There were no transfers within level 1 and 2 during the years ended December 31, 2018 and 2017.

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

F- 52

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

17.
Financial instruments by category (continued)


 
When no quoted prices in an active market are available, fair values (particularly with derivatives) are based on recognized valuation methods. The Group uses a range of valuation models for this purpose, details of which may be obtained from the following table:
Class
 
Pricing Method
 
Parameters
 
Pricing Model
 
Level
 
Total
 
 
 
 
 
 
 
 
 
 
 
Futures
 
Quoted price
 
 
 
1
 
5,790

 
 
 
 
 
 
 
 
 
 
 
Options
 
Quoted price
 
 
 
1
 
242

 
 
 
 
 
 
 
 
 
 
 
NDF
 
Quoted price
 
Foreign-exchange curve.
 
Present value method
 
2
 
(29
)
 
 
 
 
 
 
 
 
 
 
6,003


18.
Trade and other receivables, net
 
2018
 
2017
Non-current
 

 
 

Trade receivables

 
6,597

Trade receivables

 
6,597

Advances to suppliers
2,343

 
2,363

Income tax credits
4,429

 
6,955

Non-income tax credits (i)
15,998

 
1,863

Judicial deposits
2,908

 
3,191

Receivable from disposal of subsidiary (Note 21)
10,944

 

Other receivables
2,198

 
1,138

Non-current portion
38,820

 
22,107

Current
 

 
 

Trade receivables
60,167

 
43,078

Receivables from related parties (Note 31)
8,337

 
10,218

Less: Allowance for trade receivables
(2,503
)
 
(1,002
)
Trade receivables – net
66,001

 
52,294

Prepaid expenses
9,396

 
11,565

Advances to suppliers
43,365

 
36,497

Income tax credits
2,560

 
2,046

Non-income tax credits (i)
28,232

 
38,865

Receivable from disposal of subsidiary (Note 21)
3,709

 

Cash collateral
1,505

 
380

Receivables from related parties (Note 31)
324

 
176

Other receivables
3,594

 
8,284

Subtotal
92,685

 
97,813

Current portion
158,686

 
150,107

Total trade and other receivables, net
197,506

 
172,214

 
(i) Includes US$ 575 (2017: 1,086) reclassified from Property, plant and equipment.
 
The fair values of current trade and other receivables approximate their respective carrying amounts due to their short-term nature. The fair values of non-current trade and other receivables approximate their carrying amount, as the impact of discounting is not significant.


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

F- 53

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

18.
Trade and other receivables, net (continued)


The carrying amounts of the Group’s trade and other receivables are denominated in the following currencies (expressed in US dollars):
 
2018
 
2017
Currency
 

 
 

US Dollar
52,342

 
50,400

Argentine Peso
42,896

 
48,911

Uruguayan Peso
534

 
415

Brazilian Reais
101,734

 
72,488

 
197,506

 
172,214

 
As of December 31, 2018 trade receivables of US$ 9,509 (2017: US$ 5,052) were past due but not impaired. The ageing analysis of these receivables indicates that US$ 1,167 and US$ 318 are over 6 months in December 31, 2018 and 2017, respectively.
 
Since January 1, 2018, for trade receivables, the Company applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables, see note 33.1 (i) for further details.

Until December 31, 2017 the Group recognized an allowance for trade receivables when there was objective evidence that the Group would not be able to collect all amounts due according to the original terms of the receivables.
 
Delinquency in payments was an indicator that a receivable may be impaired. However, management considers all available evidence in determining when a receivable is impaired. Generally, trade receivables, which are more than 180 days past due are fully provided for. However, certain receivables 180+ days overdue are not provided for based on a case-by-case analysis of credit quality analysis. Furthermore, receivables, which are not 180+ days overdue, may be provided for if specific analysis indicates a potential impairment.
 
Movements on the Group’s allowance for trade receivables are as follows:
 
2018
 
2017
 
2016
At January 1
1,002

 
643

 
481

Charge of the year
2,468

 
758

 
387

Unused amounts reversed
(237
)
 
(133
)
 
(178
)
Used during the year
(281
)
 
(193
)
 

Exchange differences
(449
)
 
(73
)
 
(47
)
At December 31
2,503

 
1,002

 
643

 
The creation and release of allowance for trade receivables have been included in “Selling expenses” in the statement of income. Amounts charged to the allowance account are generally written off, when there is no expectation of recovering additional cash.
 
The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable mentioned above.
 
As of December 31, 2018, approximately 55% (2017: 89%) of the outstanding unimpaired trade receivables (neither past due not impaired) relate to sales to 24 well-known multinational companies with good credit quality standing, including but not limited to Raizen Combustiveis S.A., Camara de Comercializacao de Energia Electrica CCEE, Establecimientos Las Marias SACIFA, Cofco Resources S.A., Granar S.A., Rodoil Distribuidora de Combustiveis LTDA, among others. Most of these entities or their parent companies are externally credit-rated. The Group reviews these external ratings from credit agencies.
 
The remaining percentage as of December 31, 2018 and 2017 of the outstanding unimpaired trade receivables (neither past due nor impaired) relate to sales to a dispersed large quantity of customers for which external credit ratings may not be available. However, the total base of customers without an external credit rating is relatively stable.

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

F- 54

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

18.
Trade and other receivables, net (continued)


 
New customers with less than six months of history with the Group are closely monitored. The Group has not experienced credit problems with these new customers to date. The majority of the customers for which an external credit rating is not available are existing customers with more than six months of history with the Group and with no defaults in the past. A minor percentage of customers may have experienced some non-significant defaults in the past but fully recovered.
 
19.
Inventories
 
2018
 
2017
Raw materials
48,140

 
46,836

Finished goods (Note 5) (1)
79,758

 
61,888

Others
204

 
195

 
128,102

 
108,919

 
(1) Finished goods of Crops reportable segment are valued at fair value.
 
20.
Cash and cash equivalents
 
2018
 
2017
Cash at bank and on hand
197,544

 
118,358

Short-term bank deposits
76,091

 
150,837

 
273,635

 
269,195

 
21.
Disposals
 
Year Ended December 31, 2018

In May 2018, the Group completed the sale of Q45 Negócios Imobiliários Ltda., a wholly owned subsidiary, which main underlying asset is the  Rio De Janeiro Farm, for a selling price of US$ 34 million (Reais 120 million), which was fully collected as of the date of these financial statements. This transaction resulted in a gain of US$ 22 million included in “Other operating income, net” under the line item “Gain from the sale of farmland and other assets”.

In June 2018, the Group completed the sale of Q43 Negócios Imobiliários Ltda., a wholly owned subsidiary , which main underlying asset is the Conquista Farm, for a selling price of US$ 18.4 million (Reais 68 million), of which US$ 2.0 million (Reais 7.5 million) has already been collected and the balance will be collected in four annual installments starting in June 2019. This transaction resulted in a gain of US$ 14 million, included in “Other operating income, net” under the line item “Gain from the sale of farmland and other assets”

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

F- 55

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


22.    Shareholders' contributions

The share capital of the Group is represented by common shares with a nominal value of US$ 1.5 per share and one vote each.
 
Number of shares
 
Share capital and
share premium
At January 1, 2016
122,382

 
1,121,247

Employee share options exercised (Note 23) (1)

 
438

Restricted shares and units vested (Note 23)

 
3,225

Purchase of own shares

 
(4,087
)
At December 31,2016
122,382

 
1,120,823

Employee share options exercised (Note 23) (1)

 
50

Restricted shares and units vested (Note 23)

 
4,149

Purchase of own shares

 
(32,515
)
At December 31,2017
122,382

 
1,092,507

Restricted shares units vested (Note 23)

 
4,775

Purchase of own shares

 
(13,206
)
At December 31,2018
122,382

 
1,084,076

 
(1)
Treasury shares were used to settle these options and units.

Share Repurchase Program
 
On September 24, 2013, the Board of Directors of the Company has authorized a share repurchase program for up to 5% of its outstanding shares. The repurchase program has commenced on September 24, 2013 and is reviewed by the Board of Directors after each 12-month period. On August 14, 2018, the Board of Directors approved the extension of the program for an additional twelve-month period, ending September 23, 2019.

Repurchases of shares under the program are made from time to time in open market transactions in compliance with the trading conditions of Rule 10b-18 under the U.S. Securities Exchange Act of 1934, as amended, and applicable rules and regulations. The share repurchase program does not require Adecoagro to acquire any specific number or amount of shares and may be modified, suspended, reinstated or terminated at any time in the Company’s discretion and without prior notice.
 
As of December 31, 2018, the Company repurchased 8,421,549 shares under this program, of which 2,598,423 have been applied to some exercise of the Company’s stock option plan and restricted stock units plan. In 2018, 2017 and 2016 the Company repurchased shares for an amount of US$ 15,725; US$ 38,367 and US$ 4,772, respectively. The outstanding treasury shares as of December 31, 2018 totaled 5,826,116.

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

F- 56

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


23.
Equity-settled share-based payments

The Group has set a “2004 Incentive Option Plan” and a “2007/2008 Equity Incentive Plan” (collectively referred to as “Option Schemes”) under which the Group granted equity-settled options to senior managers and selected employees of the Group's subsidiaries. Additionally, in 2010 the Group has set a “Adecoagro Restricted Share and Restricted Stock Unit Plan” (referred to as “Restricted Share Plan”) under which the Group grants restricted stock units to senior and medium management and key employees of the Group’s subsidiaries.
 
(a)
Option Schemes

The fair value of the options under the Option Schemes was measured at the date of grant using the Black-Scholes valuation technique.
 
As of the date of these financial statements all options has already been vested and expensed.
 
The Adecoagro/ IFH 2004 Stock Incentive Option Plan was effectively established in 2004 and is administered by the Compensation Committee of the Company. Options are exercisable over a ten-year period. In May 2014 this period was extended for another ten year-period.
 
Movements in the number of equity-settled options outstanding and their related weighted average exercise prices under the Adecoagro/ IFH 2004 Stock Incentive Option Plan are as follows:
 
2018
 
2017
 
2016
 
Average
exercise
price per
share
 
Options
(thousands)
 
Average
exercise
price per 
Share
 
Options
(thousands)
 
Average
exercise
price per 
Share
 
Options
(thousands)
At January 1
6.66

 
1,634

 
6.66

 
1,641

 
6.67

 
1,696

Exercised

 

 
5.83

 
(7
)
 
6.96

 
(55
)
At December 31
6.66

 
1,634

 
6.66

 
1,634

 
6.66

 
1,641

 
Options outstanding at year end under this Plan have the following expiry date and exercise prices:
 
Exercise
price per share
 
Shares (in thousands)
Expiry date (i):
 
2018
 
2017
 
2016
May 1, 2024
5.83

 
496

 
496

 
495

May 1, 2025
5.83

 
452

 
452

 
452

January 1, 2026
5.83

 
142

 
142

 
150

February 16, 2026
7.11

 
103

 
103

 
103

October 1, 2026
8.62

 
441

 
441

 
441

 
(i) On May 2014, the Board of directors decided to extend the expired date of the Plan.
 
The Adecoagro/ IFH 2007/ 2008 Equity Incentive Plan was effectively established in late 2007 and is administered by the Compensation Committee of the Company. Options are exercisable over a ten-year period.
 
Movements in the number of equity-settled options outstanding and their related weighted average exercise prices under the Adecoagro/ IFH 2007/2008 Equity Incentive Plan are as follows:
 

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

F- 57

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

23.
Equity-settled unit-based payments (continued)

 
2018
 
2017
 
2016
 
Average
exercise
price per
share
 
Options
(thousands)
 
Average
exercise
price per 
share
 
Options
(thousands)
 
Average
exercise
price per
share
 
Options
(thousands)
At January 1
13.31

 
851

 
13.07

 
1,658

 
13.07

 
1,701

Forfeited
13.27

 
(11
)
 
13.40

 
(4
)
 
12.98

 
(43
)
Expired
12.82

 
(103
)
 
12.82

 
(803
)
 

 

At December 31
13.37

 
737

 
13.31

 
851

 
13.07

 
1,658

 
Options outstanding at year-end under the Adecoagro/ IFH 2007/2008 Equity Incentive Plan have the following expiry date and exercise prices:
 
Exercise price per share
 
Shares (in thousands)
Expiry date:
 
2018
 
2017
 
2016
From Nov 13, 2017 to Aug 25, 2018
12.82

 

 
105

 
908

January 30, 2019
13.40

 
595

 
595

 
595

June 1, 2019
12.82

 
3

 
3

 
3

November 1, 2019
13.40

 
11

 
11

 
11

From Jan 30, 2020 to Sep 1, 2020
13.40

 
97

 
106

 
110

From Jan 30, 2020 to Sep 1, 2020
12.82

 
31

 
31

 
31

 
The following table shows the exercisable shares at year end under both the Adecoagro/ IFH 2004 Incentive Option Plan and the Adecoagro/ IFH 2007/ 2008 Equity Incentive Plan:
 
 
Exercisable shares
in thousands
2018
2,371

2017
2,485

2016
3,299

 
(b)
Restricted Stock Unit Plan

The Restricted Stock Unit Plan was effectively established in 2010 and amended in November 2011. It is administered by the Compensation Committee of the Company. Restricted shares or units under these Plan vest over a 3-year period from the date of grant at 33% on each anniversary of the grant date. Participants are entitled to receive one common share of the Company for each restricted share or restricted unit granted. There are no performance requirements for the delivery of common shares, except that a participant’s employment with the Group must not have been terminated prior to the relevant vesting date. If the participant ceases to be an employee for any reason, any unvested restricted unit shall not be converted into common shares. The maximum number of ordinary shares with respect to which awards may be made under the Plan is 3,982,658, of which 3,896,809 have already been granted and 976,234 will be vested on future periods. The maximum numbers of ordinary shares is revised annually.
 
At December 31, 2018, the Group recognized compensation expense US$ 4.9 million related to the restricted stock units granted under the Restricted Share Plan (2017: US$ 5.6 million and 2016: US$ 4.8 million).
 
The restricted shares under the Restricted Share Plan were measured at fair value at the date of grant.
 

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

F- 58

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

23.
Equity-settled unit-based payments (continued)

Key grant-date fair value and other assumptions under the Restricted Share Plan are detailed below:
Grant Date
Apr 1,
2016
 
May 15,
2016
 
Apr 1,
2017
 
May 15,
2017
 
Apr 1,
2018
 
May 15,
2018
Fair value
12.63

 
12.52

 
11.88

 
12.14

 
8.43

 
9.10

Possibility of ceasing employment before vesting
%
 
%
 
%
 
%
 
%
 
%
 
Movements in the number of restricted shares outstanding under the Restricted Share Plan are as follows: 
 
Restricted
stock units
(thousands)
 
Restricted
stock units
(thousands)
 
Restricted
stock units
(thousands)
 
2018
 
2017
 
2016
At January 1
969

 
1,000

 
1,018

Granted (1)
530

 
488

 
464

Forfeited
(25
)
 
(29
)
 
(29
)
Vested
(498
)
 
(490
)
 
(453
)
At December 31
976

 
969

 
1,000

 
(1) Approved by the Board of Directors of March 13, 2018 and the Shareholders Meeting of April 18, 2018.
 
24.
Legal and other reserves

According to the laws of certain of the countries in which the Group operates, a portion of the profit of the year (5%) is separated to constitute legal reserves until they reach legal capped amounts. These legal reserves are not available for dividend distribution and can only be released to absorb losses. The legal limit of these reserves has not been met.
 
Legal and other reserves amount to US$ 3,664 as of December 31, 2018 (2017: US$ 4,139) and are included within the balance of retained earnings in the statement of changes in shareholders’ equity.
 
The Company may make distributions in the form of dividends or otherwise to the extent that it has distributable retained earnings or available distributable reserves (including share premium) that result from the Stand Alone Financial Statements prepared in accordance with Luxembourg GAAP. No distributable retained earning result from the Stand Alone Financial Statements of the Company as of December 31, 2018, but the Company has distributable reserves in excess of US$ 918,131.

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















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

F- 59

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


25.
Trade and other payables
 
2018
 
2017
Non-current
 

 
 

Payable from acquisition of property, plant and equipment (i)

 
521

Other payables
211

 
306

 
211

 
827

Current
 

 
 

Trade payables
94,483

 
82,824

Advances from customers
3,813

 
6,722

Amounts due to related parties (Note 31)
354

 
628

Taxes payable
6,457

 
6,462

Other payables
1,119

 
1,787

 
106,226

 
98,423

Total trade and other payables
106,437

 
99,250

 
(i)
These trades payable are mainly collateralized by property, plant and equipment of the Group.


The fair values of current trade and other payables approximate their respective carrying amounts due to their short-term nature. The fair values of non-current trade and other payables approximate their carrying amounts, as the impact of discounting is not significant.
 

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

F- 60

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


26.
Borrowings
 
2018
 
2017
Non-current
 

 
 

Senior Notes
496,118

 
495,707

Bank borrowings
221,971

 
167,315

Obligations under finance leases
395

 
38

 
718,484

 
663,060

Current
 

 
 

Senior Notes
8,250

 
8,250

Bank overdrafts
2,320

 
6,214

Bank borrowings
132,862

 
140,367

Obligations under finance leases
200

 
67

 
143,632

 
154,898

Total borrowings
862,116

 
817,958

 
As of December 31, 2018, total bank borrowings include collateralized liabilities of US$ 87,738 (2017: US$ 136,322). These loans are mainly collateralized by property, plant and equipment, sugarcane plantations, sugar export contracts and shares of certain subsidiaries of the Group.

Notes 2027

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

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

The Notes contain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions. During 2018 and 2017 the Group was in compliance with these financial covenants.


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

F- 61

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

26.
Borrowings (continued)


The maturity of the Group's borrowings (excluding obligations under finance leases) and the Group's exposure to fixed and variable interest rates is as follows:
 
2018

2017
Fixed rate:
 

 
 

Less than 1 year
105,708

 
132,998

Between 1 and 2 years
16,287

 
35,762

Between 2 and 3 years
25,704

 
20,097

Between 3 and 4 years
43,507

 
20,130

Between 4 and 5 years
26,415

 
16,310

More than 5 years
505,456

 
495,754

 
723,077

 
721,051

Variable rate:
 

 
 

Less than 1 year
37,724

 
21,833

Between 1 and 2 years
17,278

 
22,871

Between 2 and 3 years
29,861

 
17,945

Between 3 and 4 years
22,886

 
18,215

Between 4 and 5 years
18,251

 
11,164

More than 5 years
12,444

 
4,774

 
138,444

 
96,802

 
861,521

 
817,853

 
Borrowings incurred by the Group’s subsidiaries in Brazil are repayable at various dates between January 2019 and September 2024 and bear either fixed interest rates ranging from 2.5% to 7.95% per annum or variable rates based on LIBOR or other specific base-rates plus spreads ranging from 6.89% to 12.03% per annum. At December 31, 2018 LIBOR (six months) was 2.88% (2017: 1.84%).
 
Borrowings incurred by the Group´s subsidiaries in Argentina are repayable at various dates between January 2019 and June 2024 and bear either fixed interest rates ranging from 4.50% and 7.00% per annum for those borrowings denominated in US dollar, and a fixed interest rate at 62.00% per annum for those borrowings denominated in Argentine pesos.














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

F- 62

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

26.
Borrowings (continued)


Brazilian Subsidiaries
 
The main loans of the Group’s Brazilian Subsidiaries are:
Bank
Grant date
Nominal 
amount
Capital outstanding as of December 31
Maturity date
Annual interest rate
2018
2017
(In millions)
Millions of
Reais
Millions of 
equivalent
Dollars
Millions of
equivalent
Dollars
Banco Do Brasil (1)
October 2012
R$
130.0

R$
72.7

18.8

27.6

November 2022
2.94% minus 15% of performance bonus
Itau BBA FINAME Loan (2)
December 2012
R$
45.9

R$
12.1

3.1

7.6

December 2022
2.50%
Banco do Brasil / Itaú BBA Finem Loan (3)
September 2013
R$
273.0

R$
147.1

38.0

53.4

January 2023
6.83%
BNDES Finem Loan (4)
November 2013
R$
215.0

R$
110.8

28.6

41.4

January 2023
3.75%
Tokyo-Mitsubishi (5)
August 2016
USD
30.0

 

8.6

30.0

August 2019
6.35%
ING Bank N.V. (6)
October 2018
USD
75.0

 
-

75.0

-

October 2023
6.33%
 
(1)
Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm; (ii) a first degree mortgage of the Sapálio farm; and (iii) liens over the Ivinhema mill and equipment.
(2)
Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm; (ii) a first degree mortgage of the Sapálio farm; and (iii) liens over the Ivinhema mill and equipment.
(3)
Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm; (ii) a first degree mortgage of the Sapálio farm; (iii) liens over the Ivinhema mill and equipment; and (iv) long term power purchase agreements (PPA).
(4)
Collateralized by (i) liens over the Ivinhema mill and equipment; and (ii) power sales contracts.
(5)
Collateralized by sales contracts.
(6)
Collateralized by sales contracts.
 
The above mentioned loans contain certain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions, as well as restrictions on the payment of dividends. These financial ratios are measured considering the statutory financial statements of the Brazilian Subsidiaries.
 
During 2018 and 2017 the Group was in compliance with all financial covenants.

Argentinian Subsidiaries
 
The main loans of the Group’s Argentinian Subsidiaries are:
Bank
Grant date
Nominal
amount
Capital outstanding as of
December 31
Maturity date
Annual interest rate
2018
2017
(In millions)
(In millions)
(In millions)
IFC Tranche A (1)
Dec-16
US$25.00
US$22.70
US$24.67
Sep-21
4.3% per annum
IFC Tranche B (1)
Dec-16
US$25.00
US$21.40
US$24.93
Sep-23
4% plus LIBOR
Rabobank (2)
Jun-18
US$50.00
US$50.00
Jun-24
3% plus LIBOR
 
(1) Collateralized by a US$ 113 million mortgage over Carmen farm, which is property of Adeco Agropecuaria S.A.

(2) Collateralized by the pledged of the shares of Dinaluca S.A., Compañía Agroforestal S.M.S.A. y Bañado del Salado S.A.
 
The above mentioned loans contain certain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions, as well as restrictions on the payment of dividends. These financial ratios are measured considering the statutory financial statements of the Argentinian Subsidiaries.
 

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

F- 63

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

26.
Borrowings (continued)


During 2018 and 2017 the Group was in compliance with all financial covenants.

The carrying amount of short-term borrowings is approximate its fair value due to the short-term maturity. Long term borrowings subject to variable rate approximate their fair value.The fair value of long-term subject to fix rate do not significant differ from their fair value. The fair value (level 2) of the notes equals US$ 460 million and US$ 497 million , 91.91% and 99.49% of the nominal amount.
 
The breakdown of the Group´s borrowing by currency is included in Note 2 - Interest rate risk.

Evolution of the Group's borrowings as December 31, 2018 and 2017 is as follow:

 
2018
 
2017
Amount at the beginning of the year
817,958

 
635,396

Issuance of senior notes

 
495,678

Proceeds from long term borrowings
45,536

 
232,432

Payments of long term borrowings
(124,349
)
 
(602,700
)
Proceeds from short term borrowings
318,108

 
106,730

Payments of short term borrowings
(190,630
)
 
(64,786
)
Payments of interest (1).
(47,401
)
 
(39,118
)
Accrued interest
61,186

 
51,005

Exchange differences, inflation and translation, net
(19,506
)
 
(4,588
)
Others
1,214

 
7,909

Amount at the end of the year
862,116

 
817,958


(1): Excludes payment of interest related to trade and other payables.

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

F- 64

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


27.    Payroll and social security liabilities
 
2018
 
2017
Non-current
 

 
 

Social security payable
1,219

 
1,240

 
1,219

 
1,240

Current
 

 
 

Salaries payable
8,841

 
6,199

Social security payable
3,112

 
3,702

Provision for vacations
9,770

 
12,323

Provision for bonuses
4,255

 
5,043

 
25,978

 
27,267

Total payroll and social security liabilities
27,197

 
28,507

 
28.
Provisions for other liabilities

The Group is subject to several laws, regulations and business practices of the countries where it operates. In the ordinary course of business, the Group is subject to certain contingent liabilities with respect to existing or potential claims, lawsuits and other proceedings, including those involving tax, labor and social security, administrative and civil and other matters. The Group accrues liabilities when it is probable that future costs will be incurred and it can reasonably estimate them. The Group bases its accruals on up-to-date developments, estimates of the outcomes of the matters and legal counsel experience in contesting, litigating and settling matters. As the scope of the liabilities becomes better defined or more information is available, the Group may be required to change its estimates of future costs, which could have a material effect on its results of operations and financial condition or liquidity.
 
The table below shows the movements in the Group's provisions for other liabilities categorized by type of provision:
 
Labor, legal and
other claims
 
Others
 
Total
At January 1, 2017
3,857

 
32

 
3,889

Additions
4,750

 

 
4,750

Used during year
(3,754
)
 
(25
)
 
(3,779
)
Exchange differences
(15
)
 
(2
)
 
(17
)
At December 31, 2017
4,838

 
5

 
4,843

Additions
1,147

 

 
1,147

Used during year
(1,379
)
 

 
(1,379
)
Exchange differences
(986
)
 

 
(986
)
At December 31, 2018
3,620

 
5

 
3,625

 
Analysis of total provisions:
 
2018
 
2017
Non current
3,296

 
4,078

Current
329

 
765

 
3,625

 
4,843

 
The Group is engaged in several legal proceedings, including tax, labor, civil, administrative and other proceedings in Brazil, which qualified as contingent liabilities for an aggregate claimed nominal amount of US$ 23.1 million and US$ 21.0 million as of December 31, 2018 and 2017, respectively.


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

F- 65

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


29.
Disclosure of leases and similar arrangements

The Group as lessee
 
Operating leases:
 
The Group leases land for crop cultivation in Argentina. The leases have an average term of a crop year and are renewable at the option of the lessee for additional periods. Under the lease agreements, rent accrues generally at the time of harvest. Rent is payable at several times during the crop year. Lease expense was US$ 11.9 million for the year ended December 31, 2018 (2017: US$ 14.0 million; 2016: US$ 6.8 million). Lease expense is capitalized as part of biological assets.
 
The Group also leases various offices and machinery under cancellable operating lease agreements which involve no significant amount.
 
The future aggregate minimum lease payments under cancellable operating leases are as follows:
 
 
2018
 
2017
No later than 1 year
9,082

 
7,841

Later than 1 year and no later than 5 years
426

 
1,234

 
9,508

 
9,075

 
Agriculture “partnerships” (parceria by its exact term in Portuguese):
 
The Group enters into contracts with landowners to cultivate sugarcane on their land. These contracts have an average term of 6 years.
 
Under these contracts, the Group makes payments based on the market value of sugarcane per hectare (in tons) used by the Group in each harvest, with the market value based on the price of sugarcane published by CONSECANA and a fixed amount of total recoverable sugar per ton. Lease expense was US$ 34.6 million for the year ended December 31, 2018 (2017: US$ 41.10 million; 2016: US$ 38.5 million). Lease expense is included in “Initial recognition and changes in fair value of biological assets and agricultural produce” in the statement of income.
 
Finance leases:
 
Most of the leased assets carried in the consolidated statement of financial position as part of a finance lease relate to long-term rental and lease agreements for vehicles, machinery and equipment. Obligations under finance leasing totals US$ 595 and US$ 105 as of December 31, 2018 and 2017, respectively.
 
The Group as lessor
 
Operating leases:
 
The Group acts as a lessor in connection with an operating lease related to leased farmland, classified as investment property. The lease payments received are recognized in profit or loss. The lease has a term of ten years.
 
The following amounts have been recognized in the statement of income in the line “Sales goods and services rendered”:
 
 
2018
 
2017
 
2016
Rental income
643

 
771

 
984

 
The future minimum rental payments receivable under cancellable leases are as follows:

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

F- 66

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

29.
Disclosure of leases and similar arrangements (continued)


 
2018
 
2017
No later than 1 year
32

 
504

Later than 1 year and no later than 5 years
306

 
1,014

 
338

 
1,518

 
On September 2013, Marfrig Argentina S.A. (“Marfrig Argentina”), the Argentine subsidiary of the Brazilian company Marfrig Alimentos S.A. (“Marfrig Alimentos"), unilaterally early terminated the lease agreements for grazing land entered into with the Group on December 2009. The termination of the lease agreements was effective in the fourth quarter of 2013, and on April 2014, the Group filed an arbitration proceeding against Marfrig Argentina and Marfrig Alimentos claiming unpaid invoices for US$ 0.5 million and indemnification for early termination. On September 2016, the Parties settled the arbitration proceedings in the amount of US$ 9 million. As of December 31, 2016 the Group collected US$ 7 million and as of that date of this financial statements the Group collected the full amount.
 
This settlement, net of the unpaid invoices and other expenses resulted in an income of US$ 8.5 million reflected in the line item "Other operating income, net" as of December 31, 2016.
 
Finance leases:
 
The Group does not act as a lessor in connection with finance leases.
 

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

F- 67

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


30.    Group companies

The following table details the subsidiaries that comprised the Group as of December 31, 2018 and 2017:
 
 
 
 
 
 
2018
 
2017
 
Activities
 
Country of
incorporation
and operation
 
Ownership
percentage
held if not
100 %
 
Ownership
percentage
held if not
100 %
Details of principal subsidiary undertakings:
 
 
 
 
 

 
 

Operating companies (unless otherwise stated):
 
 
 
 
 

 
 

Adeco Agropecuaria S.A.
(a)
 
Argentina
 

 

Pilagá S.A.
(a)
 
Argentina
 
99.94
%
 
99.94
%
Cavok S.A.
(a)
 
Argentina
 
51
%
 
51
%
Establecimientos El Orden S.A.
(a)
 
Argentina
 
51
%
 
51
%
Bañado del Salado S.A.
(a)
 
Argentina
 

 

Agro Invest S.A.
(a)
 
Argentina
 
51
%
 
51
%
Forsalta S.A.
(a)
 
Argentina
 
51
%
 
51
%
Dinaluca S.A.
(a)
 
Argentina
 

 

Simoneta S.A.
(a)
 
Argentina
 

 

Compañía Agroforestal S.M.S.A.
(a)
 
Argentina
 

 

Energía Agro S.A.U.
(a)
 
Argentina
 

 

L3N S.A.
(e)
 
Argentina
 

 

Adeco Agropecuaria Brasil Ltda.
(b)
 
Brazil
 

 

Adecoagro Vale do Ivinhema Ltda. ("AVI")
(b)
 
Brazil
 

 

Adecoagro Commodities Ltda.
(b)
 
Brazil
 

 

Usina Monte Alegre Ltda. ("UMA")
(b)
 
Brazil
 

 

Adecoagro Energia Ltda.
(b)
 
Brazil
 

 

Kelizer S.A.
(a)
 
Uruguay
 

 

Agroglobal S.A. (f.k.a. Adecoagro Uruguay S.A.)
(a)
 
Uruguay
 

 

Holdings companies:
 
 
 
 
 

 
 

Adeco Brasil Participações S.A.
 
Brazil
 

 

Adecoagro LP S.C.S.
(d)
 
Luxembourg
 

 

Adecoagro GP S.a.r.l.
 
Luxembourg
 

 

Ladelux S.C.A.
 
Uruguay
 

 

Spain Holding Companies
(c)
 
Spain
 

 

 
(a) Mainly crops, rice, cattle and others.
 
(b) Mainly sugarcane, ethanol and energy.
 
(c) Comprised by (1) wholly owned subsidiaries: Kadesh Hispania S.L.U.; Leterton España S.L.U.; Global Asterion S.L.U.; Global Acasto S.L.U.; Global Laertes S.L.U.; Global Seward S.L.U.; Global Pindaro S.L.U.; Global Pileo S.L.U.; Peak Texas S.L.U.; Peak City S.L.U.; Global Neimoidia S.L.U. and 51% controlled subsidiaries (see note 21): Global Acamante S.L.U.; Global Carelio S.L.U.; Global Calidon S.L.U.; Global Mirabilis S.L.U. Global Anceo S.L.U.Global Hisingen S.L.U.
 
(d) The continuer from the merger between Adecoagro LP and International Farmland Holdings LP.

(e) Mainly dairy

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

F- 68

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

30.    Group companies (continued)


 
The percentage voting right for each principal subsidiary is the same as the percentage of capital stock held. Issued share capital represents only ordinary shares/ quotas, units or their equivalent. There are no preference shares or units issued in any subsidiary undertaking.
 
According to the laws of certain of the countries in which the Group operates, 5% of the profit of the year is separated to constitute legal reserves until they reach legal capped amounts (20% of total capital). These legal reserves are not available for dividend distribution and can only be released to absorb losses. The Group’s joint ventures have not reached the legal capped amounts.
 
31.
Related-party transactions
 
The following is a summary of the balances and transactions with related parties:
Related party
 
Relationship
 
Description of transaction
 
Income (loss) included in the
statement of income
 
Balance receivable
(payable)/(equity)
2018
 
2017
 
2016
 
2018
 
2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Mario Jorge de Lemos Vieira / Cia Agropecuaria Monte Alegre / Alfenas Agricola Ltda / Marcelo Weyland Barbosa Vieira / Paulo Albert Weyland Vieira
 
(i)
 
Cost of manufactured products sold and services rendered (ii)
 
(2,279
)
 
(3,326
)
 
(42
)
 

 

 

 
Receivables from related parties (Note 18)
 

 

 

 
324

 
176

 

 
Payables (Note 25)
 

 

 

 
(160
)
 
(367
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Directors and senior management
 
Employment
 
Compensation selected employees
 
(7,122
)
 
(7,040
)
 
(5,213
)
 
(16,353
)
 
(17,985
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CHS Agro
 
Joint venture
 
Receivables from related parties (Note 18) (iii)
 

 

 

 
8,337

 
10,218

 
 
 
 
Payables (Note 25)
 

 

 

 
(194
)
 
(261
)
 
 
 
 
Sales of goods
 
456

 
2,487

 
372

 

 

 
 
 
 
Services
 
210

 
88

 
87

 

 

 
 
 
 
Interest income
 
242

 
308

 
326

 

 


(i)
Shareholders of the Company.
(ii)
Relates to agriculture partnership agreements (“parceria”).
(iii)
It includes US$ 8 million of a loan that accruing a 3% interest rate per year with the final maturity in 2022.


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

F- 69

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


32.
Critical accounting estimates and judgments
 
Critical accounting policies are those that are most important to the portrayal of the Group’s financial condition, results of operations and cash flows, and require management to make difficult, subjective or complex judgments and estimates about matters that are inherently uncertain. Management bases its estimates on historical experience and other assumptions that it believes are reasonable. The Group’s critical accounting policies are discussed below.
 
Actual results could differ from estimates used in employing the critical accounting policies and these could have a material impact on the Group’s results of operations. The Group also has other policies that are considered key accounting policies, such as the policy for revenue recognition. However, these other policies, which are discussed in the notes to the Group’s financial statements, do not meet the definition of critical accounting estimates, because they do not generally require estimates to be made or judgments that are difficult or subjective.
 
(a)Impairment testing
 
At the date of each statement of financial position, the Group reviews the carrying amounts of its property, plant and equipment and finite lived intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. The Group’s property, plant and equipment items generally do not generate independent cash flows.
 
Goodwill is tested for impairment annually or more frequently if events or changes in circumstances indicate that the carrying amount may be impaired. The impairment review requires management to undertake certain judgments, including estimating the recoverable value of the CGU to which the goodwill relates, based on either fair value less costs-to-sell or the value-in-use, as appropriate, in order to reach a conclusion on whether it deems the goodwill is impaired or not.
 
For purposes of the impairment testing, each CGU represents the smallest identifiable group of assets that generate cash inflows that are largely independent of the cash inflows from other assets or group of assets.
 
Farmlands may be used for different activities that may generate independent cash flows. When farmlands are used for single activities (i.e. crops), these are considered as one CGU. When farmland businesses are used for more than one segment activity (i.e. crops and cattle or rental income), the farmland is further subdivided into two or more CGUs, as appropriate, for purposes of impairment testing. Generally, each separate farmland within Argentina and Uruguay are treated as single CGUs, while in Brazil, management identified a farmland together with its related mill as separate CGUs.
 
Based on these criteria, management identified a total amount of 39 CGUs as of September 30, 2018 and 39 CGUs as of September 30, 2017.
 
As of September 30, 2018 and 2017, there were no impairment indicators on the Company’s long lived assets. Therefore, the Group only tested those CGUs with allocated goodwill in Argentina, Brazil and Uruguay.
 
CGUs tested based on a fair-value-less-costs-to-sell model at September 30, 2018 and 2017:
 
As of September 30, 2018, the Group identified 11 CGUs in Argentina and Uruguay (2017: 11 CGUs) to be tested based on this model (all CGUs with allocated goodwill). Estimating the fair value less costs-to-sell is based on the best information available, and refers to the amount at which the CGU could be bought or sold in a current transaction between willing parties. In calculating the fair value less costs-to-sell, management may be assisted by the work of external advisors. When using this model, the Group applies the “sales comparison approach” as its method of valuing most properties. This method relies on results of sales of similar agricultural properties to estimate the value of the CGU. This approach is based on the theory that the fair value of a property is directly related to the selling prices of similar properties.
 
Fair values are determined by extensive analysis which includes current and potential soil productivity of the land (the ability to produce crops and maintain livestock) projected margins derived from soil use, rental value obtained for soil use, if

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

F- 70

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

32.
Critical accounting estimates and judgments (continued)


applicable, and other factors such as climate and location. Farmland ratings are established by considering such factors as soil texture and quality, yields, topography, drainage and rain levels. Farmland may contain farm outbuildings. A farm outbuilding is any improvement or structure that is used for farming operations. Outbuildings are valued based on their size, age and design.
 
Based on the factors described above, each farm property is assigned different soil classifications for the purposes of establishing a value, Soil classifications quantify the factors that contribute to the agricultural capability of the soil. Soil classifications range from the most productive to the least productive.
 
The first step to establishing an assessment for a farm property is a sales investigation that identifies the valid farm sales in the area where the farm is located.
 
A price per hectare is assigned for each soil class within each farm property. This price per hectare is determined based on the quantitative and qualitative analysis mainly described above.
 
The results are then tested against actual sales, if any, and current market conditions to ensure the values produced are accurate, consistent and fair.
 
The following table shows only the 11 CGUs (2017: 11 CGUs) where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each one:
 
CGU / Operating segment / Country
 
September 30,
2018
 
September 30,
2017
La Carolina / Crops / Argentina
 
112

 
35

La Carolina / Cattle / Argentina
 
38

 
12

El Orden/ Crops / Argentina
 
170

 
53

El Orden/ Cattle / Argentina
 
14

 
4

La Guarida / Crops / Argentina
 
1,149

 
358

La Guarida / Cattle / Argentina
 
937

 
292

Los Guayacanes / Crops / Argentina
 
1,449

 
452

Doña Marina / Rice / Argentina
 
3,385

 
1,595

Huelen / Crops / Argentina
 
3,369

 
1,787

El Colorado / Crops / Argentina
 
1,484

 
787

El Colorado / Cattle / Argentina
 
216

 
115

Closing net book value of goodwill allocated to CGUs tested (Note 14)
 
12,323

 
5,490

Closing net book value of PPE items and other assets allocated to CGUs tested
 
179,545

 
34,668

Total assets allocated to CGUs tested
 
191,868

 
40,158

 
Based on the testing above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2018 and 2017.
 
CGUs tested based on a value-in-use model at September 30, 2018 and 2017:
 
As of September 30, 2018, the Group identified 2 CGUs (2017: 3 CGUs) in Brazil to be tested base on this model (all CGUs with allocated goodwill). In performing the value-in-use calculation, the Group applied pre-tax rates to discount the future pre-tax cash flows. In each case, these key assumptions have been made by management reflecting past experience and are consistent with relevant external sources of information, such as appropriate market data. In calculating value-in-use, management may be assisted by the work of external advisors.
 
The key assumptions used by management in the value-in-use calculations which are considered to be most sensitive to the calculation are:

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

F- 71

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

32.
Critical accounting estimates and judgments (continued)


Key Assumptions
 
September 30,
2018
 
September 30,
2017
Financial projections
 
Covers 4 years for UMA
 
Covers 4 years for UMA
 
 
Cover 7 years for AVI
 
Cover 7 years for AVI
Yield average growth rates
 
0-1%
 
0-1%
Future pricing increases
 
0.11% per annum
 
1.13% per annum
Future cost increases
 
3.11% per annum
 
0.09% per annum
Discount rates
 
8.4%
 
7.6%
Perpetuity growth rate
 
2.0%
 
2.0%
 
Discount rates are based on the risk-free rate for U. S. government bonds, adjusted for a risk premium to reflect the increased risk of investing in South America and Brazil in particular. The risk premium adjustment is assessed for factors specific to the respective CGUs and reflects the countries that the CGUs operate in.
 
The following table shows only the 3 CGUs where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each one:
 
CGU/ Operating segment
 
September 30,
2018
 
September 30,
2017
AVI / Sugar, Ethanol and Energy
 
3,966

 
5,012

UMA / Sugar, Ethanol and Energy
 
2,107

 
2,622

Closing net book value of goodwill allocated to CGUs tested (Note 14)
 
6,073

 
7,634

Closing net book value of PPE items and other assets allocated to CGUs tested
 
618,818

 
719,558

Total assets allocated to 3 CGUs tested
 
624,891

 
727,192

 
Based on the testing above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2018 and 2017.
 
Management views these assumptions as conservative and does not believe that any reasonable change in the assumptions would cause the carrying value of these CGU’s to exceed the recoverable amount.

As of December 31, 2018, the Group determined that there is no indicators of impairment.
 
(b) Biological assets
 
The nature of the Group’s biological assets and the basis of determination of their fair value are explained under Note 33.11. The discounted cash flow model requires the input of highly subjective assumptions including observable and unobservable data. Generally the estimation of the fair value of biological assets is based on models or inputs that are not observable in the market and the use of unobservable inputs is significant to the overall valuation of the assets. Unobservable inputs are determined based on the best information available, for example by reference to historical information of past practices and results, statistical and agronomical information, and other analytical techniques. Key assumptions include future market prices, estimated yields at the point of harvest, estimated production cycle, future cash flows, future costs of harvesting and other costs, and estimated discount rate.
 
Market prices are generally determined by reference to observable data in the principal market for the agricultural produce. Harvesting costs and other costs are estimated based on historical and statistical data. Yields are estimated based on several factors including the location of the farmland and soil type, environmental conditions, infrastructure and other restrictions and growth at the time of measurement. Yields are subject to a high degree of uncertainty and may be affected by several factors out of the Group’s control including but not limited to extreme or unusual weather conditions, plagues and other crop diseases, among other factors.

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

F- 72

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

32.
Critical accounting estimates and judgments (continued)


 
The key assumptions discussed above are highly sensitive. Reasonable shifts in assumptions including but not limited to increases or decreases in prices, costs and discount factors used would result in a significant increase or decrease to the fair value of biological assets. In addition, cash flows are projected over a number of years and based on estimated production. Estimates of production in themselves are dependent on various assumptions, in addition to those described above, including but not limited to several factors such as location, environmental conditions and other restrictions. Changes in these estimates could materially impact on estimated production, and could therefore affect estimates of future cash flows used in the assessment of fair value (see Note 15).
 
(c) Fair value of derivatives and other financial instruments
 
Fair values of derivative financial instruments are computed with reference to quoted market prices on trade exchanges, when available. The fair values of commodity options are calculated using year-end market rates together with common option pricing models. The fair value of interest rate swaps has been calculated using a discounted cash flow analysis.
 
(d) Income taxes
 
The Group is subject to income taxes in numerous jurisdictions. Significant judgment is required in determining the worldwide provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain. The Group recognizes liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made.
 
Deferred tax assets are reviewed each reporting date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the asset to be settled. Deferred tax assets and liabilities are not discounted. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment (see Note 10 for details).

(e) Fair value for Farmlands and Investment property

Property, plant and equipment

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

Investment property

Investment property consists of farmland for rental or for capital appreciation and not used in production or for sale in the ordinary course of business, and it is measured at fair value. The changes of the Fair value, which is based on an independent external expert, impacts the profit and loss of the period, in the line item Other operating income, net (see Note 13).


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

F- 73

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


33.    Summary of significant accounting policies

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

Financial reporting in a hyperinflation economy

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

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

Considering the a significant increase in inflation during 2018, which exceeded the 100% three-year cumulative inflation rate, and that the rest of the indicators do not contradict the conclusion that Argentina should be considered a hyperinflationary economy for accounting purposes. It is agreed that there is sufficient evidence to conclude that Argentina is a hyperinflationary economy under the terms of IAS 29 and that as from July 1, 2018, it will apply IAS 29 as from that date in the financial reporting of its subsidiaries and associates with Argentine peso as functional currency.

Financial statements of a foreign entity with a functional currency of a country that has a highly inflationary economy, are restated to reflect changes in the general price level or index in that country before translation into US Dollars. In adjusting for hyperinflation, a general price index is applied to all non-monetary items in the financial statements (including equity) and the resulting gain or loss, which is the gain or loss on the entity's net monetary position, is recognized in the income statement. Monetary items in the closing statement of financial position are not adjusted. The Group treated all Argentine subsidiaries as a hyperinflationary economy as all of them have argentine peso as functional currency. The results and financial position of all foreign entities with a functional currency of a country that has a highly inflationary economy are translated at closing rates after the restatement for changes in the general purchasing power argentine peso.

The inflation adjustment on the initial balances was calculated by means of conversion factor derived from the Argentine price indexes published by the National Institute of Statistics and the year-over-year change in the index was 1.477.

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

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

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

All items in the income statement are restated by applying the relevant conversion factors. The company has elected not to segregate the impact of inflation over financial results.

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

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


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

F- 74

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

33
Summary of significant accounting policies (continued)

The comparative figures in these consolidated financial statements presented in a stable currency are not adjusted for subsequent changes in the price level or exchange rates. This resulted in an initial difference, arising on the adoption of hyperinflation accounting, between the closing equity of the previous year and the opening equity of the current year. The Company recognized this initial difference directly in equity.

33.1
Basis of preparation and presentation

The consolidated financial statements of the Group have been prepared in accordance with International Financial Reporting Standards (IFRS) of the International Accounting Standards Board (IASB) and the Interpretations of the International Financial Reporting Interpretations Committee (IFRIC). All IFRS issued by the IASB, effective at the time of preparing these consolidated financial statements have been applied.
 
The consolidated financial statements have been prepared under the historical cost convention as modified by financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss, biological assets and agricultural produce at the point of harvest and farmlands measured at fair value.
 
The preparation of consolidated financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 32.

Description of accounting policies changed during the period.

During the period ended September 30, 2018, the group has adopted the revaluation model for its Farmlands within Property, plant and equipment. Previously, the Company valued all these group of assets under the cost model. These amendments have resulted in an increase of Property, plant and equipment of US$ 545 million. This higher valuation resulted in an increase of the deferred tax liability of US$ 139 million. This change in accordance with IAS 16 is applied prospectively.

The Company also adopted the revaluation model for its Investment property. The higher valuation resulted in an increase in Retained earning of US$ 45 million; an increase in Investment property of US$ 40 million as of December 31, 2017and an increase in Deferred tax liability of US$ 12 million. This change was applied retrospectively, in accordance with IAS 8. Consequently, prior year figures have been recast, as shown below:

Balance sheet
 
31 December 2016 (Previously stated)
Increase/ (Decrease)
31 December 2016 (Recast)
31 December 2017 (Previously stated)
Increase/ (Decrease)
31 December 2017 (Recast)
Property, plant and equipment (*)
802,608

12,259

814,867

820,931

10,446

831,377

Investment property
2,666

41,915

44,581

2,271

40,071

42,342

Deferred tax assets
38,586

(13,543
)
25,043

43,437

(12,629
)
30,808

Total assets
1,455,766

40,631

1,496,397

1,607,201

37,888

1,645,089

 
 
 
 
 
 
 
Retained earnings
50,998

41,999

92,997

60,984

45,225

106,209

Cumulative Translation Adjustment
(527,364
)
(5,756
)
(533,120
)
(541,545
)
(11,059
)
(552,604
)
Non-controlling interest
7,582

4,388

11,970

5,417

3,722

9,139

Total equity
671,673

40,631

712,304

645,131

37,888

683,019


(*) Property, plant and equipment was impacted due to a transfer from Investment property to Property plant and equipment ocurred in 2016.

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

F- 75

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

33.1    Basis of preparation and presentation (continued)

Profit and Loss

 
December 31, 2017
Increase/ (Decrease)
December 31, 2017 (recast)
December 31, 2016
Increase/ (Decrease)
December 31, 2016 (recast)
Other operating income
39,461

4,302

43,763

(8,297
)
14,049

5,752

Profit / (Loss) before income tax
5,681

4,302

9,983

13,126

14,049

27,175

Income tax (expense) / benefit
6,068

(1,076
)
4,992

(9,387
)
(3,512
)
(12,899
)
Profit / (Loss) for the year
11,749

3,226

14,975

3,739

10,537

14,276

Basic earnings per share
0.083

0.026

0.109

0.017

0.078

0.095

Diluted earnings per share
0.082

0.026

0.108

0.017

0.077

0.094


The Company considers these changes better reflects the current value of its Farmlands and Investments properties; and therefore provides more relevant information to management, users of the Financial Statements and others.
 
(a) New and amended standards adopted by the Group:

A number of new or amended standards became applicable for the current reporting period and the Group had to change its accounting policies as a result of adopting the following standards:

IFRS 9 Financial Instruments, and
IFRS 15 Revenue from Contracts with Customers.

The impact of adopting IFRS 15 and IFRS 9 was not significant and therefore no cumulative effect upon adoption was recorded. The adoption of IFRS 15 was made by the modified retrospective method.

In accordance with the transitional provisions of IFRS 9, comparative figures have not been restated.

(b) Impact of standards issued but not yet applied by the Group

Below is a description of the standards, amendments and interpretations issued by the IASB to existing standards that have been issued and are mandatory for the Group with closer adoption:

In January 2016, the IASB finished its long-standing project on lease accounting and published IFRS 16, "Leases", which replaces the current guidance in IAS 17. This will require far-reaching changes in accounting by leases in particular. The standard applies to annual periods beginning on or after 1 January 2019.

The Company’s management is currently evaluating the potential impact of our pending adoption of the new standard on our consolidated financial statements.

33.2
Scope of consolidation
 
The consolidated financial statements include the results of the Company and all of its subsidiaries from the date that control commences to the date that control ceases. They also include the Group’s share of the net income of its jointly-controlled entities on an equity-accounted basis from the point at which joint control commences, to the date that it ceases.
 
(a) Subsidiaries
 
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date that control commences and deconsolidated from the date that control ceases.

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

F- 76

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

33.2
Scope of consolidation (continued)


 
The Group uses the acquisition method of accounting to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.
 
The Group recognizes any non-controlling interest in the acquiree on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets.
 
The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill.
 
Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
 
(b) Changes in ownership interests in subsidiaries without change of control
 
Transactions with non-controlling interests that do not result in loss of control are accounted for as equity transactions – that is, as transactions with the owners in their capacity as owners. The difference between the fair value of any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.
 
(c) Disposal of subsidiaries
 
When the Group ceases to have control any retained interest in the entity is re-measured to its fair value at the date when control is lost, with the change in carrying amount recognized in profit or loss. The fair value is the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any amount previously recognized in other comprehensive income in respect of that entity is accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognized in other comprehensive income are reclassified to profit or loss.
 
(d) Joint arrangements
 
Under IFRS 11, investments in joint arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations each investor has rather than the legal structure of the joint arrangement.
 
The Group has assessed the nature of its joint arrangements and determined them to be joint ventures and value them under the equity method.
 
Under the equity method of accounting, interests in joint ventures are initially recognized in the consolidated statement of financial position at cost and adjusted thereafter to recognize the Group’s share of the post-acquisition of profits or losses and movements in other comprehensive income, respectively. When the share of losses of an investee equals or exceeds the carrying amount of an investment the Group discontinue applying the equity method, the investment is reduced to zero and does not record additional losses. If the investee subsequently reports net income, the Group would resume applying the equity method only after its share of that net income equals the share of net losses not recognized during the period the equity method was suspended.
 
Unrealized gains on transactions between the Group and its joint ventures are eliminated to the extent of the Group’s interest in the joint ventures. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of the joint ventures have been changed where necessary to ensure consistency with the policies adopted by the Group.
 

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

F- 77

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


33.3
Segment reporting
 
According to IFRS 8, operating segments are identified based on the ‘management approach’. This approach stipulates external segment reporting based on the Group’s internal organizational and management structure and on internal financial reporting to the chief operating decision maker (the Management Committee in the case of the Company)
 
33.4
Foreign currency translation
 
(a) Functional and presentation currency
 
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are presented in US dollars, which is the Group’s presentation currency.
 
(b) Transactions and balances
 
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the statement of income, in the line Item “Finance income” or “Finance cost”, as appropriate.
 
(c) Group companies
 
The results and financial position of Group entities (except those that has the currency of a hyper-inflationary economy - Argentine subsidiaries) (see Note 33) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
 
assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;
income and expenses for each statement of income are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and
all resulting exchange differences are recognized as a separate component of equity.

When a foreign operation is partially disposed of or sold, exchange differences that were recorded in equity are recognized in the statement of income as part of the gain or loss on sale.
 
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.
 
33.5
Property, plant and equipment

Farmlands are recognized at fair value based on periodic, but at least annual, valuations prepared by an external independent expert. A revaluation reserve is credited in shareholders’ equity. All other property, plant and equipment is recorded at cost, less accumulated depreciation and impairment losses, if any. Historical cost comprises the purchase price and any costs directly attributable to the acquisition. Under the definition of Property plant and equipment is included the bearer plants, such as sugarcane and coffee trees.
 
Where individual components of an item of property, plant and equipment have different useful lives, they are accounted for as separate items, which are depreciated separately.
 
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the statement of income when they are incurred.

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

F- 78

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

33.5    Property, plant and equipment (continued)

 
The depreciation methods and periods used by the group are disclosed in Note 12.
 
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized within “Other operating income, net” in the consolidated statement of income.
 
33.6
Investment property
 
Investment property consists of farmland for rental or for capital appreciation and not used in production or for sale in the ordinary course of business, and it is measured at fair value. net of any impairment losses if any. The changes of the Fair value, which is based on an independent external expert, impacts the profit and loss of the period, in the line item Other operating income, net.
 
33.7
Leases
 
The Group classifies its leases at the inception as finance or operating leases. Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases and charged to the statements of income in a straight-line basis over the period of the lease. Finance leases are capitalized at the lease’s inception at the lower of the fair value of the leased property and the present value of the minimum lease payments. The corresponding rental obligations, net of finance charges, are included as “Borrowings”
 
33.8
Goodwill
 
Goodwill represents future economic benefits arising from assets that are not capable of being individually identified and separately recognized by the Group on an acquisition. Goodwill on acquisition is initially measured at cost. being the excess of the consideration over the fair value of the Group’s share of net assets of the acquired subsidiary undertaking at the acquisition date. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. It is allocated to those cash generating units expected to benefit from the acquisition for the purpose of impairment testing. Goodwill arising on the acquisition of subsidiaries is included within “Intangible assets” on the statement of financial position. Goodwill arising on the acquisition of foreign entities is treated as an asset of the foreign entity denominated in the local currency and translated at the closing rate.
 
Goodwill is not amortized but tested for impairment on an annual basis, or more frequently if there is an indication of impairment (see Note 32 (a)). Gains and losses on the disposal of a Group entity include any goodwill relating to the entity sold (see Note 33.10).
 
33.9
Other intangible assets
 
Other intangible assets that are acquired by the Group, which have finite useful lives, are measured at cost less accumulated amortization and impairment losses, if any. These intangible assets comprise trademarks and computer software and are amortized in the statement of income on a straight-line basis over their estimated useful lives estimated to be 10 to 20 years and 3 to 5 years, respectively.
 
33.10
Impairment of assets
 
Goodwill
 
For the purpose of impairment testing, assets are grouped at the lowest levels for which there are separately identifiable cash flows, known as cash-generating units. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset may in the unit. Impairment losses recognized for goodwill cannot be reversed in a subsequent period. Recoverable amount is the higher of fair value less costs to sell and value

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

F- 79

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

33.10    Impairment of assets (continued)

in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted (see Note 32 (a) for details).
 
Property, plant and equipment and finite lived intangible assets
 
At each statement of financial position date, the Group reviews the carrying amounts of its property, plant and equipment and other intangible assets which have finite lives to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. Where the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
 
If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, that carrying amount is reduced to its recoverable amount. An impairment loss is recognized immediately in the statement of income.
 
Where an impairment loss subsequently reverses, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, not to exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in the statement of income.
 
33.11
Biological assets

Biological assets comprise growing crops (mainly corn, wheat, soybeans, sunflower and rice), sugarcane, coffee and livestock (growing herd and cattle for dairy production).
 
The Group distinguishes between consumable and bearer biological assets, and between mature and immature biological assets. “Consumable” biological assets are those assets that may be harvested as agriculture produce or sold as biological assets, for example livestock intended for dairy production. “Bearer” biological assets are those assets capable of producing more than one harvest, for example sugarcane or livestock from which raw milk is produced. “Mature” biological assets are those that have attained harvestable specifications (for consumable biological assets) or are able to sustain regular harvests (for bearer biological assets). “Immature” biological assets are those assets other than mature biological assets.
 
Costs are capitalized as biological assets if, and only if, (a) it is probable that future economic benefits will flow to the entity, and (b) the cost can be measured reliably. The Group capitalizes costs such as: planting, harvesting, weeding, seedlings, irrigation, agrochemicals, fertilizers and a systematic allocation of fixed and variable production overheads that are directly attributable to the management of biological assets, among others. Costs that are expensed as incurred include administration and other general overhead and unallocated production overhead, among others.
 
Biological assets, both at initial recognition and at each subsequent reporting date, are measured at fair value less costs to sell, except where fair value cannot be reliably measured. Cost approximates fair value when little biological transformation has taken place since the costs were originally incurred or the impact of biological transformation on price is not expected to be material.
 
Gains and losses that arise on measuring biological assets at fair value less costs to sell and measuring agricultural produce at the point of harvest at fair value less costs to sell are recognized in the statement of income in the period in which they arise in the line item “Initial recognition and changes in fair value of biological assets and agricultural produce”.
 
Where there is an active market for a biological asset or agricultural produce, quoted market prices in the most relevant market are used as a basis to determine the fair value. Otherwise, when there is no active market or market-determined prices are not available, fair value of biological assets is determined through the use of valuation techniques.
 

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

F- 80

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

33.11
Biological assets (continued)


Therefore, the fair value of biological assets is generally derived from the expected discounted cash flows of the related agricultural produce. The fair value of the agricultural produce at the point of harvest is generally derived from market determined prices. A general description of the determination of fair values based on the Company’s business segments follow:
 
Growing crops:

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

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

The agricultural produce growing on the coffee trees, are biological assets, and are valued at fair value less cost to sell. Projected costs include maintenance, pruning, land leasing, harvesting and coffee treatment. These estimates are discounted at an appropriate discount rate.
 
Sugarcane:

Sugarcane planting costs form part of Property plant and equipment. The agricultural produce growing on sugarcane is classified as biological assets and are measured at fair value less cost to sell. The fair value of agricultural produce growing on sugarcane depends on the variety, location and maturity of the plantation.
 
Agricultural produce growing in the Sugarcane, for which biological growth is not significant, is valued at cost, which approximates fair value. Expenditure on the agricultural produce growing in the sugarcane consists mainly of labor, agrochemicals and fertilizers among others. When it has attained significant biological growth, it is measured at fair value through a discounted cash flow model. Revenues are based on estimated yearly production volume (which will be destined to sugar, ethanol, energy and raw cane production) and the price is calculated as the average of daily prices for sugar future contracts (Sugar #11 ICE-NY contracts) for a six months period. Projected costs include maintenance and land leasing among others. These estimates are discounted at an appropriate discount rate.
 
33.12
Inventories
 
Inventories comprise of raw materials, finished goods (including harvested agricultural produce and manufactured goods) and others.
 
Harvested agricultural produce (except for rice and milk) are measured at net realizable value until the point of sale because there is an active market in the produce, there is a negligible risk that the produce will not be sold and there is a well-established practice in the industry carrying the inventories at net realizable value. Changes in net realizable value are recognized

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

F- 81

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

33.12
Inventories (continued)

in the statement of income in the period in which they arise under the line item “Changes in net realizable value of agricultural produce after harvest”.
 
All other inventories (including rice and milk) are measured at the lower of cost and net realizable value. Cost is determined using the weighted average method.

33.13
Financial assets
 
Financial assets are classified in the following categories: at fair value through profit or loss and at amortized cost, namely loans and receivables. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition (see Note 17).
 
(a) Recognition and measurement
 
Regular purchases and sales of financial assets are recognized on the trade-date – the date on which the Group commits to purchase or sell the asset. Financial assets not carried at fair value through profit or loss are initially recognized at fair value plus transaction costs. Financial assets carried at fair value through profit or loss are initially recognized at fair value and transaction costs are expensed in the statement of income. Financial assets are derecognized when the rights to receive cash flows from the investments have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. Financial assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables are subsequently carried at amortized cost using the effective interest method.
 
Gains or losses arising from changes in the fair value of the “financial assets at fair value through profit or loss” category are presented in the statement of income within “Other operating income, net” in the period in which they arise.
 
If the market for a financial asset is not active (and for unlisted securities), the Group establishes fair value by using valuation techniques. These include the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted cash flow analysis, and option pricing models, making maximum use of market inputs and relying as little as possible on entity-specific inputs.
 
The Group assesses at each statement of financial position date whether there is objective evidence that a financial asset or a group of financial assets is impaired. Impairment testing of trade receivables is described in Note 33.15.
 
(b) Offsetting financial instruments
 
Financial assets and liabilities are offset and the net amount reported in the statement of financial position when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously. This right must not be contingent on future events and must be enforceable in any case.
 
33.14
Derivative financial instruments and hedging activities
 
Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value. Commodity future contract fair values are computed with reference to quoted market prices on future exchanges markets. The fair values of commodity options are calculated using year-end market rates together with common option pricing models. The fair value of interest rate swaps has been calculated using a discounted cash flow analysis.
 
The Group manages exposures to financial and commodity risks using hedging instruments that provide the appropriate economic outcome. The principal hedging instruments used may include commodity future contracts, put and call options, foreign exchange forward contracts and interest rate swaps. The Group does not use derivative financial instruments for speculative purposes.
 

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

F- 82

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

33.14    Derivative financial instruments and hedging activities (continued)

The Group’s policy is to apply hedge accounting to hedging relationships where it is both permissible under IFRS 9, practical to do so and its application reduces volatility, but transactions that may be effective hedges in economic terms may not always qualify for hedge accounting under IFRS 9. Any derivatives that the Group holds to hedge these exposures are classified as “held for trading” and are shown in a separate line on the face of the statement of financial position. The method of recognizing gains or losses on derivatives depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. Gains and losses on commodity derivatives are classified within “Other operating income, net”. Gains and losses on interest rate and foreign exchange rate derivatives are classified within ‘Financial results, net’. The Group designates certain derivatives as hedges of the foreign currency risk associated with highly probable forecast transactions (cash flow hedge).
 
The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the instruments that are used in hedging transactions are highly effective in offsetting changes in fair value or cash flows of hedged items.
 
Cash flow hedge
 
The effective portion of the gain or loss on the instruments that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in the statement of income within "Finance income” or “Finance cost”, as appropriate.
 
Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss. The gain or loss relating to the effective portion is recognized in the statement of income within "Finance income” or “Finance cost”, as appropriate.
 
When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the statement of income. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to the statement of income.
 
33.15
Trade and other receivables and trade and other payables
 
Trade receivables are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method. In the case of receivables, less allowance for trade receivables.
 
The group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due.
 
33.16
Cash and cash equivalents
 
Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of three months or less. In the statements of cash flows, interest paid is presented within financing cash flows and interest received is presented within investing activities.
 
33.17
Borrowings
 
Borrowings are initially recognized at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortized cost using the effective interest method. Borrowing costs are capitalized during the period of time that is required to complete and prepare the asset for its intended use.
 

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

F- 83

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


33.18
Provisions
 
Provisions are recognized when (i) the Group has a present legal or constructive obligation as a result of past events; (ii) it is probable that an outflow of resources will be required to settle the obligation; and (iii) a reliable estimate of the amount of the obligation can be made. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation.
 
33.19
Onerous contracts

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

33.20
Current and deferred income tax
 
The Group’s tax benefit or expense for each year comprises the charge for current tax payable and deferred taxation attributable to the Group’s operating subsidiaries. Tax is recognized in the statement of income, except to the extent that it relates to items recognized directly in equity. In this case, the tax is also recognized in equity.
 
The current income tax charge is calculated on the basis of the tax laws enacted at the date of the statement of financial position in the countries where the Group’s subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.
 
Deferred income tax is recognized, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) effective in the countries where the Group’s subsidiaries operate and generate taxable income.
 
Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized.
 
Deferred income tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.
 
The Group is able to control the timing of dividends from its subsidiaries and hence does not expect to remit overseas earnings in the foreseeable future in a way that would result in a charge to taxable profit. Hence deferred tax is recognized in respect of the retained earnings of overseas subsidiaries only to the extent that, at the date of the statement of financial position, dividends have been accrued as receivable or a binding agreement to distribute past earnings in future has been entered into by the subsidiary.

33.21    Revenue recognition
 
The Group’s primary activities comprise agricultural and agro-industrial activities.

The Group’s agricultural activities comprise growing and selling agricultural produce. In accordance with IAS 41 “Agriculture”, cattle are measured at fair value with changes therein recognized in the statement of income as they arise. Agricultural produce is measured at net realizable value with changes therein recognized in the statement of income as they arise. Therefore, sales of agricultural produce and cattle generally do not generate any separate gains or losses in the statement of income.
 

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

F- 84

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

33.21    Revenue recognition (continued)

The Group’s agro-industrial activities comprise the selling of manufactured products (i.e. industrialized rice, milk-related products, ethanol, sugar, energy, among others). These sales are measured at the fair value of the consideration received or receivable, net of returns and allowances, trade and other discounts, and sales taxes, as applicable.

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

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

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

The Group is a party to a 10-year power agreement for the sale of electricity which expires in 2018. The delivery period starts in May and ends in November of each year. The Group is also a party to two 15-year power agreements which delivery period starts in March and ends in December of each year, these two agreements will expire in 2024 and 2025, respectively. Prices under all the agreements are adjusted annually for inflation. Revenue related to the sale of electricity under these two agreements is recorded based upon output delivered.
 
33.22
Farmlands sales
 
The Group’s strategy is to profit from land appreciation value generated through the transformation of its productive capabilities. Therefore, the Group may seek to realize value from the sale of farmland assets and businesses.
 
Farmland sales are not recognized until (i) the sale is completed, (ii) the Group has determined that it is probable the buyer will pay, (iii) the amount of revenue can be measured reliably, and (iv) the Group has transferred to the buyer the risk of ownership, and does not have a continuing involvement. Gains from “farmland sales” are included in the statement of income under the line item “Other operating income, net”.

33.23
Assets held for sale and discontinued operations

When the Group intends to dispose of, or classify as held for sale, a business component that represents a separate major line of business or geographical area of operations, or a subsidiary acquired exclusively with a view to resale, it classifies such operations as discontinued. The post tax profit or loss of the discontinued operations is shown as a single amount on the face of the statement of income, separate from the other results of the Group. Assets and liabilities classified as held for sale are measured at the lower of carrying value and fair value less costs to sell.
 
Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a disposal rather than through continuing use. This condition is regarded as met only when management is committed to the sale (disposal), the sale (disposal) is highly probable and expected to be completed within one year from classification and the asset is available for immediate sale (disposal) in its present condition. The statements of income for the comparative periods are represented to show the discontinued operations separate from the continuing operations.
 

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

F- 85

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


33.24
Earnings per share
 
Basic earnings per share is calculated by dividing the net income for the year attributable to equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted net earnings per share is computed by dividing the net income for the period by the weighted average number of ordinary shares outstanding, and when dilutive, adjusted for the effect of all potentially dilutive shares, including share options, on an as-if converted basis.
 
33.25
Equity-settled share-based payments
 
The Group issues equity settled share-based payments to certain directors, senior management and employees. Options under the awards were measured at fair value at the date of grant. An expense is recognized to spread the fair value of each award over the vesting period on a straight-line basis, after allowing for an estimate of the awards that will eventually vest. The estimate of the level of vesting is reviewed at least annually, with any impact on the cumulative charge being recognized immediately.
 
33.26
Research and development
 
Research phase expenditure is expensed as incurred. Development expenditure is capitalized as an internally generated intangible asset only if it meets strict criteria, relating in particular to technical feasibility and generation of future economic benefits. Research expenses have been immaterial to date. The Group has not capitalized any development expenses to date.

34.
Events occurring after the reporting period
 
Acquisitions

In January 2019, the Company acquired from CHS Argentina, the 50% of CHS Agro S.A. After this acquisition, we own 100% the CHS Agro S.A. Afterwards, the name of the Company changed to Girasoles del Plata S.A. The consideration for this operation was negligible.

In January 2019, the Company acquired 100% of Olam Alimentos S.A. which main asset is a peanuts  processing facility located in the Province of Córdoba, (currently Mani del Plata S.A.)  from Olam Argentina S.A. and Olam International Ltd.  for a total consideration of USD 10 millions; which payment was agreed to make in 3 annual instalments. The first payment was made on the closing date.   

In February 2019, the Company acquired two dairy facilities from SanCor, one in Chivilcoy, Province of Buenos Aires, which process fluid milk and an other one in Morteros, Province of Cordoba, which produces powder milk and cheese. Together with this 2 plants, we acquired the brands Las Tres Niñas and Angelita. The total consideration for this operations was USD 47 million, which has already been disbursed.

The Company is currently evaluating the impacts of the precedent transactions.

Disposals

In January 2019, the Group completed the sale of Q065 Negócios Imobiliários Ltda., a wholly owned subsidiary , which main underlying asset is the Alto Alegre Farm, for a selling price of US$ 16.6 million (Reais 62.5 million), of which US$ 0.8 million (Reais 2.9 million) has already been collected and the balance will be collected in seven annual installments starting in June 2019. This transaction resulted in a gain of US$ 9.3 million, that wiill be shown in the line “Other operating income, net” under the line item “Gain from the sale of farmland and other assets”.

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

F- 86