EX-99.2 3 fsagro12312024.htm EX-99.2

Document

Adecoagro S.A.

Consolidated Financial Statements as of December 31, 2024 and 2023 and for the years ended December 31, 2024, 2023 and 2022

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, 2024 and 2023, and the related consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2024, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024 in conformity with IFRS Accounting Standards as issued by the International Accounting Standards Board.

Basis for Opinion

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

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

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

Critical Audit Matters

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

Valuation of Level 3 Biological Assets

As described in Notes 16, 32 (b) and 33.11 to the consolidated financial statements, the total aggregated fair value of the Company’s level 3 biological assets related to sown land – crops, sown land – rice and sown land – sugarcane was US$ 239 million as of December 31, 2024. The fair value of these level 3 biological assets is determined by management using a discounted cash flow model which requires the input of highly subjective assumptions including significant unobservable inputs. The discounted cash flow model included significant judgements and assumptions relating to management’s cash flow projections

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including future market prices, estimated yields at the point of harvest, estimated production cycle, future costs of harvesting and other costs and estimated discount rate.

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

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

Net Assets Impairment Assessment – Farming and Sugar, Ethanol and Energy Business

As described in Notes 32 and 33.10 to the consolidated financial statements, the Company´s net assets balance was US$ 1.4 billion as of December 31, 2024. At each statement of financial position date, management reviews the carrying amount of its net assets to determine whether there is any indication that those assets may be impaired. If any such indication exists, such as when the carrying value of the net assets is higher than the market capitalization of the Company, the recoverable amount of the net assets is estimated using the value-in-use in order to determine if there is a potential impairment. The value-in-use is estimated by management using a discounted cash flow model. Management´s cash flow projections for the Farming and Sugar, Ethanol and Energy business included significant judgments and assumptions related to perpetuity growth rate, projected operating income, and discount rate.

The principal consideration for our determination that performing procedures relating to the net assets impairment assessment of the Farming and Sugar, Ethanol and Energy business is a critical audit matter are (i) the significant judgment by management when developing the value-in-use estimate of the Farming and Sugar, Ethanol and Energy business; (ii) a high degree of auditor judgement, subjectivity, and effort in performing procedures and evaluating management´s significant assumptions related to perpetuity growth rates, projected operating income, and discounted rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management´s net assets impairment assessment, including controls over the valuation of the Farming and Sugar, Ethanol and Energy business. These procedures also included, among others (i) testing management´s process for developing the value-in-use estimate; (ii) evaluating the appropriateness of the discounted cash flow model used by management; (iii) testing the completeness and accuracy of underlying data used in the discounted cash flow model; and (iv) evaluating the reasonableness of the significant assumptions used by management related to perpetuity growth rates, projected operating income, and discount rate. Evaluating management’s assumptions related to perpetuity growth rates and projected operating income involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the Farming and Sugar,

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Ethanol and Energy business; (ii) the consistency with external market and industry data; and (iii) whether the assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow model and (ii) the reasonableness of the discount rate assumption.

/s/ PRICE WATERHOUSE & CO. S.R.L.

/s/ Eduardo Alfredo Loiácono (Partner)

Eduardo Alfredo Loiácono

Buenos Aires, Argentina.

March 13, 2025.

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

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Legal information

Name as specified in charter: Adecoagro S.A.

Legal address: 28, Boulevard F.W. Raiffeisen, L-2411, Luxembourg

Company activity: Agricultural and agro-industrial

Date of registration: June 11, 2010

Expiration of company charter: No term defined

Number of register (RCS Luxembourg): B153.681

Issued Capital Stock: 111,381,815 common shares

Outstanding Capital stock: 100,053,777 common shares

Treasury shares: 11,328,038 common shares

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Adecoagro S.A.

Consolidated Statements of Income

for the years ended December 31, 2024, 2023 and 2022

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

			Note			2024						2023						2022
Revenue			4			1,518,907						1,298,871						1,347,724
Cost of revenue			5			(1,198,715)						(973,180)						(1,075,747)
Initial recognition and changes in fair value of biological assets and agricultural produce			16			143,081						87,858						215,941
Changes in net realizable value of agricultural produce after harvest						(28,437)						1,838						(22,293)
Margin on manufacturing and agricultural activities before operating expenses						434,836						415,387						465,625
General and administrative expenses			6			(103,880)						(70,320)						(84,287)
Selling expenses			6			(153,482)						(129,092)						(143,515)
Other operating income, net			8			4,824						25,590						1,870
Bargain purchase gain on acquisition			21			—						—						10,107
Profit from operations						182,298						241,565						249,800
Finance income			9			16,808						157,100						25,308
Finance costs			9			(166,441)						(122,087)						(137,600)
Other financial results - Net gain / (loss) of inflation effects on monetary items			9			2,421						28,816						(2,144)
Financial results, net			9			(147,212)						63,829						(114,436)
Profit before income tax						35,086						305,394						135,364
Income tax benefit / (expense)			10			57,015						(78,673)						(26,758)
Profit for the year						92,101						226,721						108,606
Attributable to:
Equity holders of the parent						92,340						226,291						108,138
Non-controlling interest						(239)						430						468
Earnings per share attributable to the equity holders of the parent during the year:
Basic earnings per share			11			0.900						2.113						0.982
Diluted earnings per share			11			0.896						2.105						0.979

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

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Adecoagro S.A.

Consolidated Statements of Comprehensive Income

for the years ended December 31, 2024, 2023 and 2022

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

			2024						2023						2022
Profit for the year			92,101						226,721						108,606
Other comprehensive income:
-  Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations			396,416						(222,166)						98,741
Cash flow hedge, net of income tax			17,124						27,748						16,060
-  Items that will not be reclassified to profit or loss:
Revaluation surplus net of income tax (Note 12)			(268,415)						122,793						(46,903)
Other comprehensive income / (loss) for the year			145,125						(71,625)						67,898
Total comprehensive income for the year			237,226						155,096						176,504
Attributable to:
Equity holders of the parent			234,166						155,044						174,705
Non-controlling interest			3,060						52						1,799

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

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Adecoagro S.A.

Consolidated Statements of Financial Position

as of December 31, 2024 and 2023

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

			Note			2024						2023
ASSETS
Non-Current Assets
Property, plant and equipment, net			12			1,548,589						1,549,565
Right of use assets			13			373,846						406,713
Investment property			14			33,542						33,364
Intangible assets, net			15			37,231						27,519
Biological assets			16			43,418						23,706
Deferred income tax assets			10			15,507						9,777
Trade and other receivables, net			18			38,510						39,060
Derivative financial instruments			17			5,482						18,001
Other assets						3,761						1,515
Total Non-Current Assets						2,099,886						2,109,220
Current Assets
Biological assets			16			250,527						204,331
Inventories			19			289,664						256,051
Trade and other receivables, net			18			213,356						179,055
Derivative financial instruments			17			4,114						13,819
Short-term investments			17			46,097						62,637
Cash and cash equivalents			20			211,244						339,781
Total Current Assets						1,015,002						1,055,674
TOTAL ASSETS						3,114,888						3,164,894
SHAREHOLDERS EQUITY
Capital and reserves attributable to equity holders of the parent
Share capital			22			167,073						167,073
Share premium			22			659,399						743,810
Cumulative translation adjustment						(413,757)						(603,861)
Equity-settled compensation						17,264						18,654
Cash flow hedge			2			—						(17,124)
Other reserves						151,261						150,677
Treasury shares						(16,989)						(8,062)
Revaluation surplus						245,261						317,598
Reserve from the sale of non-controlling interests in subsidiaries						41,574						41,574
Retained earnings						518,064						418,789
Equity attributable to equity holders of the parent						1,369,150						1,229,128
Non-controlling interest						38,951						36,520
TOTAL SHAREHOLDERS EQUITY						1,408,101						1,265,648
LIABILITIES
Non-Current Liabilities
Trade and other payables			25			767						1,008
Borrowings			26			680,005						697,843
Lease liabilities			27			287,679						325,569
Deferred income tax liabilities			10			330,336						376,331
Payroll and social security liabilities			28			1,454						1,570
Derivatives financial instruments			18			3,983						—
Provisions for other liabilities			29			2,244						2,871
Total Non-Current Liabilities						1,306,468						1,405,192
Current Liabilities
Trade and other payables			25			206,907						190,730
Current income tax liabilities						3,471						5,023
Payroll and social security liabilities			28			32,735						37,357
Borrowings			26			99,551						207,106
Lease liabilities			27			54,351						52,941
Derivative financial instruments			17			1,796						169
Provisions for other liabilities			29			1,508						728
Total Current Liabilities						400,319						494,054
TOTAL LIABILITIES						1,706,787						1,899,246
TOTAL SHAREHOLDERS EQUITY AND LIABILITIES						3,114,888						3,164,894

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

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Adecoagro S.A.

Consolidated Statements of Changes in Shareholders’ Equity

for the years ended December 31, 2024, 2023 and 2022

(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, 2022			183,573			851,060			(514,609)			16,073			(60,932)			106,172			(16,909)			289,982			41,574			115,735			1,011,719			36,111			1,047,830
Profit for the year			—			—			—			—			—			—			—			—			—			108,138			108,138			468			108,606
Other comprehensive income:
–Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations			—			—			58,580			—			—			—			—			35,367			—			—			93,947			4,794			98,741
Cash flow hedge (*)			—			—			—			—			16,060			—			—			—			—			—			16,060			—			16,060
–Items that will not be reclassified subsequently to profit or loss:
Revaluation surplus (**)			—			—			—			—			—			—			—			(43,440)			—			—			(43,440)			(3,463)			(46,903)
Other comprehensive income for the year			—			—			58,580			—			16,060			—			—			(8,073)			—			—			66,567			1,331			67,898
Total comprehensive income for the year			—			—			58,580			—			16,060			—			—			(8,073)			—			108,138			174,705			1,799			176,504
Reduction of issued share capital of the company (Note22)			(16,500)			—			—			—			—			—			16,500			—			—			—			—			—			—
Reserves for the benefit of government grants (1)			—			—			—			—			—			21,531			—			—			—			(21,531)			—			—			—
Employee share options (Note 23)
- Exercised			—			2,432			—			(778)			—			—			470			—			—			—			2,124			—			2,124
Restricted shares (Note 23):
- Value of employee services			—			—			—			7,563			—			—			—			—			—			—			7,563			—			7,563
- Vested			—			4,647			—			(4,066)			—			1,243			—			—			—			—			1,824			—			1,824
- Forfeited			—			—			—			—			—			85			(85)			—			—			—			—			—			—
- Granted			—			—			—			—			—			(2,106)			2,106			—			—			—			—			—			—
Purchase of own shares (Note 22)			—			(29,970)			—			—			—			—			(6,874)			—			—			—			(36,844)			—			(36,844)
Dividends to shareholders (Note 22)			—			(35,000)			—			—			—			—			—			—			—			—			(35,000)			—			(35,000)
Dividends to non-controlling interest			—			—			—			—			—			—			—			—			—			—			—			(358)			(358)
Balance at December 31, 2022			167,073			793,169			(456,029)			18,792			(44,872)			126,925			(4,792)			281,909			41,574			202,342			1,126,091			37,552			1,163,643

(*) Net of ($7,337) of income tax.

(**) Net of ($25,307) of Income tax.

(1) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values in our Sugar, ethanol and energy business. (see Note 24).

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

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Adecoagro S.A.

Consolidated Statements of Changes in Shareholders’ Equity

for the years ended December 31, 2024, 2023 and 2022

(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, 2023			167,073			793,169			(456,029)			18,792			(44,872)			126,925			(4,792)			281,909			41,574			202,342			1,126,091			37,552			1,163,643
Profit for the year			—			—			—			—			—			—			—			—			—			226,291			226,291			430			226,721
Other comprehensive income:
–Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations			—			—			(147,832)			—			—			—			—			(63,523)			—			—			(211,355)			(10,811)			(222,166)
Cash flow hedge (*)			—			—			—			—			27,748			—			—			—			—			—			27,748			—			27,748
–Items that will not be reclassified subsequently to profit or loss:
Revaluation surplus (**)			—			—			—			—			—			—			—			112,360			—			—			112,360			10,433			122,793
Reserve of the revaluation surplus derived from the disposals of assets (***)			—			—			—			—			—			—			—			(13,148)			—			13,148			—			—			—
Other comprehensive (loss) / income for the year			—			—			(147,832)			—			27,748			—			—			35,689			—			13,148			(71,247)			(378)			(71,625)
Total comprehensive income for the year			—			—			(147,832)			—			27,748			—			—			35,689			—			239,439			155,044			52			155,096
Reserves for the benefit of government grants (1)			—			—			—			—			—			22,992			—			—			—			(22,992)			—			—			—
Employee share options (Note 23):
- Exercised			—			236			—			(77)			—			—			55			—			—			—			214			—			214
Restricted shares and restricted units (Note 23):
- Value of employee services			—			—			—			6,084			—			—			—			—			—			—			6,084			—			6,084
- Vested			—			7,528			—			(6,145)			—			1,554			—			—			—			—			2,937			—			2,937
- Forfeited			—			—			—			—			—			30			(30)			—			—			—			—			—			—
- Granted			—			—			—			—			—			(824)			824			—			—			—			—			—			—
Purchase of own shares (Note 22)			—			(22,123)			—			—			—			—			(4,119)			—			—			—			(26,242)			—			(26,242)
Dividends to shareholders (Note 22)			—			(35,000)			—			—			—			—			—			—			—			—			(35,000)			—			(35,000)
Dividends to non-controlling interest			—			—			—			—			—			—			—			—			—			—			—			(1,084)			(1,084)
Balance at December 31, 2023			167,073			743,810			(603,861)			18,654			(17,124)			150,677			(8,062)			317,598			41,574			418,789			1,229,128			36,520			1,265,648

(*) Net of $(8,498) of Income tax.

(**) Net of $62,988 of Income tax.

(***) Net of $10,492 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. (see Note 24).

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

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Adecoagro S.A.

Consolidated Statements of Changes in Shareholders’ Equity

for the years ended December 31, 2024, 2023 and 2022

(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, 2024			167,073			743,810			(603,861)			18,654			(17,124)			150,677			(8,062)			317,598			41,574			418,789			1,229,128			36,520			1,265,648
Profit for the year			—			—			—			—			—			—			—			—			—			92,340			92,340			(239)			92,101
Other comprehensive income:
-    Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations			—			—			190,104			—			—			—			—			180,252			—			—			370,356			26,060			396,416
Cash flow hedge (*)			—			—			—			—			17,124			—			—			—			—			—			17,124			—			17,124
-    Items will not be reclassified to profit or loss:
Revaluation surplus (**)			—			—			—			—			—			—			—			(245,654)			—			—			(245,654)			(22,761)			(268,415)
Reserve of the revaluation surplus derived from the disposals of assets (***)			—			—			—			—			—			—			—			(6,935)			—			6,935			—			—			—
Other comprehensive income/ (loss) for the year			—			—			190,104			—			17,124			—			—			(72,337)			—			6,935			141,826			3,299			145,125
Total comprehensive income/ (loss) for the year			—			—			190,104			—			17,124			—			—			(72,337)			—			99,275			234,166			3,060			237,226
Reserves for the benefit of government grants (1)			—			—			—			—			—			—			—			—			—			—			—			—			—
Employee share options (Note 23):
- Exercised			—			115			—			(38)			—			—			22			—			—			—			99			—			99
Restricted shares (Note 23):
- Value of employee services			—			—			—			4,759			—			—			—			—			—			—			4,759			—			4,759
- Vested			—			7,540			—			(6,111)			—			1,456			—			—			—			—			2,885			—			2,885
- Forfeited			—			—			—			—			—			34			(34)			—			—			—			—			—			—
- Granted			—			—			—			—			—			(906)			906			—			—			—			—			—			—
Purchase of own shares (Note 22)			—			(57,066)			—			—			—			—			(9,821)			—			—			—			(66,887)			—			(66,887)
Dividends to shareholders (Note 22)			—			(35,000)			—			—			—			—			—			—			—			—			(35,000)			—			(35,000)
Dividends to non-controlling interest			—			—			—			—			—			—			—			—			—			—			—			(629)			(629)
Balance at December 31, 2024			167,073			659,399			(413,757)			17,264			—			151,261			(16,989)			245,261			41,574			518,064			1,369,150			38,951			1,408,101

(*) Net of $(7,092) of Income tax.

(**) Net of $144,971 of Income tax.

(***) Net of $2,265 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. (see Note 24).

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

F- 11

Adecoagro S.A.

Consolidated Statements of Cash Flows

for the years ended December 31, 2024, 2023 and 2022

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

			Note			2024						2023						2022
Cash flows from operating activities:
Profit for the year						92,101						226,721						108,606
Adjustments for:
Income tax (benefit) / expense			10			(57,015)						78,673						26,758
Depreciation			12			223,843						198,288						188,775
Amortization			15			2,314						1,730						2,265
Depreciation of right of use assets			13			77,867						74,085						63,339
Loss / (gain) from the disposal of other property items			8			2,408						(4,747)						(3,718)
Gain from the sale of farmland and other assets			8			(6,050)						(6,334)						—
Impairment due to fire			8			14,259						—						—
Bargain purchase gain on acquisition						—						—						(10,107)
Net loss / (gain) from the fair value adjustment of Investment properties			8			23,375						(10,620)						2,961
Equity settled share-based compensation granted			7			6,680						8,581						10,227
(Gain) / loss from derivative financial instruments and forwards			8, 9			(1,153)						(8,605)						13,685
Interest, finance cost related to lease liabilities and other financial expense, net			9			68,315						16,428						83,130
Initial recognition and changes in fair value of non-harvested biological assets (unrealized)						18,301						17,663						(44,935)
Changes in net realizable value of agricultural produce after harvest (unrealized)						7,327						(2,599)						(72)
Provision and allowances						(1,820)						654						999
Tax credits recognized			8			(19,486)						—						—
Net (gain) / loss of inflation effects on the monetary items			9			(2,421)						(28,816)						2,144
Foreign exchange losses / (gain), net			9			37,569						(90,930)						(19,278)
Cash flow hedge – transfer from equity			9			28,650						36,863						40,195
Subtotal						515,064						507,035						464,974
Changes in operating assets and liabilities:
(Increase) / decrease in trade and other receivables						(68,299)						3,683						(60,753)
Decrease / (increase) in inventories						3,089						(12,410)						45,437
Increase in biological assets						(38,861)						(23,393)						(3,686)
Increase in other assets						(2,054)						(37)						(1,056)
Decrease / (increase) in derivative financial instruments						21,820						(11,181)						(9,661)
Decrease in trade and other payables						(100,346)						(43,925)						(64,502)
Increase in payroll and social security liabilities						4,093						15,674						7,681
Increase / (decrease) in provisions for other liabilities						1,110						803						(290)
Net cash generated from operating activities before taxes paid						335,616						436,249						378,144
Income tax paid						(7,285)						(1,342)						(8,118)
Net cash generated from operating activities			(a)			328,331						434,907						370,026

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

F- 12

Adecoagro S.A.

Consolidated Statements of Cash Flows (Continued)

for the years ended December 31, 2024, 2023 and 2022

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

			Note			2024						2023						2022
Cash flows from investing activities:
Acquisition of subsidiaries net of cash and cash equivalents acquired			21			(16,184)						(3,193)						1,120
Purchases of property, plant and equipment			12			(260,211)						(241,623)						(217,776)
Purchase of cattle and non-current biological assets			16			(1,928)						(511)						(9,096)
Purchases of intangible assets			15			(1,190)						(1,291)						(3,350)
Interest received and others (*)			9			7,847						62,120						5,199
Proceeds from disposal of other property items						2,332						4,094						2,770
Proceeds from the sale of farmland and other assets			21			23,259						33,242						9,879
Proceeds from the sale of subsidiary			21			—						—						10,000
Acquisition of short-term investment			17 (b)			(47,886)						(106,897)						(98,010)
Disposals of short-term investment			17			62,396						142,507						—
Net cash used in investing activities			(c)			(231,565)						(111,552)						(299,264)
Cash flows from financing activities:
Proceeds from long-term borrowings			26			126,757						7,739						41,082
Payments of long-term borrowings			26			(105,749)						(24,105)						(14,012)
Proceeds from short-term borrowings			26			169,901						448,532						347,928
Payments of short-term borrowings			26			(239,947)						(420,276)						(192,648)
Interest paid			(d)			(24,629)						(55,476)						(44,788)
Proceeds from exercise of employee share options						99						214						2,124
Collections / (payments) of derivatives financial instruments						669						(32)						118
Lease payments						(98,478)						(104,097)						(91,175)
Purchase of own shares						(66,887)						(26,242)						(36,844)
Dividends paid to non-controlling interest						(736)						—						(358)
Dividends paid to shareholders						(35,000)						(35,000)						(35,000)
Net cash used in financing activities			(e)			(274,000)						(208,743)						(23,573)
Net (decrease) / increase in cash and cash equivalents						(177,234)						114,612						47,189
Cash and cash equivalents at beginning of year			20			339,781						230,653						199,766
Effect of exchange rate changes and inflation on cash and cash equivalents			(f)			48,697						(5,484)						(16,302)
Cash and cash equivalents at end of year			20			211,244						339,781						230,653

Combined effect of IAS 29 and IAS 21 of the Argentine subsidiaries over:

						2024						2023						2022
Operating activities			(a)			(102,797)						(16,383)						(38,043)
Acquisition of short term investment			(b)			(2,034)						—						—
Investing activities			(c)			(7,168)						(41,179)						(83)
Interest paid			(d)			9,395						(8,253)						77
Financing activities			(e)			71,386						45,933						45,359
Effects of exchange rate changes and inflation on cash and cash equivalents			(f)			38,579						11,629						(7,233)

(*) Includes 238 in 2024 related to gains on bond arbitrage transactions (54,687 in 2023 and nil in 2022) of which the combined effect of IAS 29 and 21 of the Argentine subsidiaries is (105) for 2024, 30,544 in 2023 and nil 2022.

For non-cash transactions, see Note 13 for Right of Use Assets and related to acquisition of subsidiaries, see Note 21.

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

F- 13

Adecoagro S.A.

Notes to the Consolidated Financial Statements

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

1.    General information

Adecoagro S.A. (the "Company" or "Adecoagro") is the Group’s ultimate parent company and is a société anonyme (stock corporation) organized under the laws of the Grand Duchy of Luxembourg. Adecoagro is a holding company primarily engaged through its operating subsidiaries in agricultural and agro-industrial activities. The Company and its operating subsidiaries are collectively referred to hereinafter as the "Group." The Group’s activities are carried out through two major lines of business, namely, Farming and Sugar, Ethanol and Energy. The Farming line of business is further comprised of three reportable segments, which are described in detail in Note 3 to these Consolidated Financial Statements.

Adecoagro is a Public Company listed in the New York Stock Exchange (NYSE) as a foreign registered company under the ticker symbol of AGRO.

These Consolidated Financial Statements have been approved for issue by the Board of Directors on March 11, 2025.

2.    Financial risk management

Risk management principles and processes

The Group’s activities are exposed to a variety of financial risks. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimize the Group’s capital costs by using suitable means of financing and to manage and control the Group’s financial risks effectively. The Group uses financial instruments to hedge certain risk exposures.

The Group’s approach to the identification, assessment and mitigation of risk is carried out by a Risk and Commercial Committee, which focuses on timely and appropriate risk management.

The principal financial risks are related to raw material price, end-product price, exchange rate, interest rate, liquidity and credit risk. This section provides a description of the principal risks and uncertainties that could have a material adverse effect on the Group’s strategy, performance, results of operations and financial condition. These risks do not appear in any particular order of materiality or probability of occurrence.

Argentina currency status and macroeconomic outlook:

The Argentine subsidiaries of the Group operate in an economic context in which main variables have a strong volatility as a consequence of political and economic uncertainties, both in national and international environments. Argentina’s annual inflation rate for the years ended December 31, 2024, 2023 and 2022 was 117.8%, 211.4% and 94.8%, respectively. The Group uses Argentina’s official exchange rate to account for transactions in Argentina, mainly affecting the farming business segment, which as of December 31, 2024, 2023 and 2022 was Ps.1,032.00, Ps.808.45 and Ps.177.16, respectively, against the U.S. dollar. For the years ended December 31, 2024, 2023 and 2022, Argentina’s official exchange rate against the U.S. dollar increased 27.7%, 356.3% and 72.5%, respectively.

On December 10, 2023, a new government took office with the aim to boost a deregulation of the Argentine economy and other regulations. Certain regulations and/or restrictions have been eased and others remain in force, although it is expected that they will be lifted gradually. However, the scope and timing of the measures, including but not limited to the existing foreign exchange regulations remains uncertain as of the date of these Consolidated Financial Statements.

The Argentine Central Bank under prior administration, had implemented certain measures that control and restrict the ability of companies and individuals to access the foreign exchange market known as MULC (for its acronym in Spanish) for certain transactions. However, the performance of blue-chip swap transactions known as Contado con Liquidación or CCL (for its acronym in Spanish) was an alternative lawful mechanism. The blue-chip swap transactions are capital markets transactions that could be implemented in different ways, both for the inflow and outflow of funds. The implicit exchange rate applicable to this type of transactions is higher with respect to the official foreign exchange rate.

F- 14

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)

The Company is permanently monitoring the evolution of the program to determine the possible impacts that these new measures could have on the Company’s business and financial position.

•Exchange rate risk

The Group’s cash flows, statement of income and statement of financial position are presented in U.S. Dollars and may be affected by fluctuations in exchange rates. Currency risks, as defined by IFRS 7, arise on account of monetary assets and liabilities being denominated in a currency that is not the functional currency.

A significant majority of the Group’s business activities is conducted in the functional currencies of the respective subsidiaries (primarily the Brazilian Reais and the Argentine Peso). However, the Group may transact in currencies other than the respective functional currencies, mainly the U.S. Dollar. As such, these subsidiaries may hold U.S. Dollar denominated monetary balances at each year-end as indicated in the tables below.

The Group’s net financial position exposure to the U.S. Dollar is managed on a case-by-case basis, partly by hedging certain expected cash flows with foreign exchange derivative contracts.

The following tables show the net monetary position of the respective subsidiaries within the Group categorized by functional currency. Non-U.S. Dollar amounts are presented in U.S. Dollars for purpose of these tables.

			2024
			Subsidiaries’ functional currency
Net monetary position (Liability)/ Asset			Argentine Peso			Brazilian Reais			Uruguayan Peso						U.S. Dollar			Total
Argentine Peso			3,374			—			—						—			3,374
Brazilian Reais			—			(553,476)			—						—			(553,476)
U.S. Dollar			(189,915)			(201,818)			35,958						(22,319)			(378,094)
Uruguayan Peso			—			—			(4,476)						—			(4,476)
Total			(186,541)			(755,294)			31,482						(22,319)			(932,672)

			2023
			Subsidiaries’ functional currency
Net monetary position (Liability)/ Asset			Argentine Peso			Brazilian Reais			Uruguayan Peso			U.S. Dollar			Total
Argentine Peso			(70,608)			—			—			(39)			(70,647)
Brazilian Reais			—			(575,933)			—			—			(575,933)
U.S. Dollar			(90,313)			(262,485)			19,226			82,423			(251,149)
Uruguayan Peso			—			—			(2,711)			—			(2,711)
Total			(160,921)			(838,418)			16,515			82,384			(900,440)

The Group’s analysis shown on the tables below is carried out based on the exposure of each functional currency subsidiary against the U.S. Dollar. The Group estimated that, other factors being constant, a hypothetical 10% appreciation/(depreciation) of the U.S. Dollar against the Brazilian real respective functional currencies for the years ended December 31, 2024 and 2023 or the Uruguayan peso, or a 25% appreciation/(depreciation) of the U.S. Dollar against the Argentine peso.

						Functional currency
Net monetary position						Argentine Peso			Brazilian Reais			Uruguayan Peso						Total
2024			U.S. Dollar			(47,479)			(20,182)			3,596						(64,065)
2023			U.S. Dollar			(22,578)			(26,249)			1,923						(46,904)

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)

The tables above only consider the effect of a hypothetical appreciation / (depreciation) of the U.S. Dollars on the Group’s net financial position. A hypothetical appreciation / (depreciation) of the U.S. Dollar against the functional currencies of the Group’s subsidiaries has historically had a positive / negative effect, respectively, on the fair value of the Group’s biological assets and the end prices of the Group’s agriculture produce, both of which are generally linked to the U.S. Dollar.

Hedge Accounting Cash Flow Hedge

As part of the exchange rate risk, the Group may document and designate cash flow hedging relationships to hedge the foreign exchange rate risk of all or part of its highly probable future sales in U.S. Dollars using either all or a portion of its US dollar-denominated borrowings and/or derivative instruments including but not limited to currency forwards and foreign currency floating-to-fixed interest rate swaps, as needed.

The Group had formally hedged a portion of its highly probable future US dollar-denominated sales using a portion of its US dollar-denominated borrowings. For the year ended December 31, 2024, a loss before income tax of US$ 601 was recognized in other comprehensive income (December 31, 2023: US$ 7,319) and US$ 26,997 (December 31, 2023: US$ 49,737) was reclassified from equity to profit or loss within “Financial results, net”.

•Raw material price risk

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

•End-product price risk

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

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

Liquidity risk

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

Prudent liquidity risk management includes managing the profile of debt maturities and funding sources close oversight of cash flows projections, maintaining sufficient cash, and ensuring the availability of funding from an adequate amount of committed credit facilities and the ability to close out market positions. The Group's ability to fund its existing and

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)

prospective debt requirements is managed by maintaining diversified funding sources with adequate available funding lines from high quality lenders; and reaching to have long-term financial facilities.

As of December 31, 2024, cash and cash equivalents of the Group totaled US$211.2 million.

The tables below analyzes the Group’s non-derivative financial liabilities and derivative financial liabilities into relevant maturity groupings based on the remaining period at the statement of financial position to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows and as a result they do not reconcile to the amounts disclosed on the statement of financial position except for short-term payables where discounting is not applied.

At December 31, 2024			Less than 1 year			Between 1 and 2 years			Between 2 and 5 years			Over 5 Years			Total
Trade and other payables			174,096			767			—			—			174,863
Borrowings			242,332			153,989			500,453			107,225			1,003,999
Leases Liabilities			66,365			82,192			183,204			196,594			528,355
Derivative financial instruments			5,779			—			—			—			5,779
Total			488,572			236,948			683,657			303,819			1,712,996

At December 31, 2023			Less than 1 year			Between 1 and 2 years			Between 2 and 5 years			Over 5 Years			Total
Trade and other payables			163,873			528			82			398			164,881
Borrowings			254,162			83,359			723,250			2,013			1,062,784
Leases Liabilities			69,858			84,059			206,413			233,484			593,814
Derivative financial instruments			169			—			—			—			169
Total			488,062			167,946			929,745			235,895			1,821,648

•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 debt holder. These analyses are performed after giving effect to interest rate swaps.

The analysis for the year ended December 31, 2024 and 2023 is as follows:

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)

			2024
			Subsidiaries’ functional currency
Rate per currency denomination			Argentine Peso			Brazilian Reais						U.S. Dollar			Total
Fixed rate:
Argentine Peso			8,827			—						—			8,827
Brazilian Reais			—			39,370						—			39,370
U.S. Dollar			83,500			292,293						152,782			528,575
Subtotal fixed-rate borrowings			92,327			331,663						152,782			576,772
Variable rate:
Brazilian Reais			—			189,339						—			189,339
U.S. Dollar			13,445			—						—			13,445
Subtotal variable-rate borrowings			13,445			189,339						—			202,784
Total borrowings as per statement of financial position			105,772			521,002						152,782			779,556

			2023
			Subsidiaries’ functional currency
Rate per currency denomination			Argentine Peso			Brazilian Reais						U.S. Dollar			Total
Fixed rate:
Argentine Peso			35,318			—						—			35,318
Brazilian Reais			—			14,575						—			14,575
U.S. Dollar			36,050			373,939						167,088			577,077
Subtotal fixed-rate borrowings			71,368			388,514						167,088			626,970
Variable rate:
Argentine Peso			51,460			—						—			51,460
Brazilian Reais			—			210,186						—			210,186
U.S. Dollar			16,333			—						—			16,333
Subtotal variable-rate borrowings			67,793			210,186						—			277,979
Total borrowings as per statement of financial position			139,161			598,700						167,088			904,949

For the years ended December 31, 2024 and 2023, 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.

			2024
			Subsidiaries’ functional currency
Rate per currency denomination			Argentine Peso			Brazilian Reais									Total
Variable rate:
Brazilian Reais			—			(2)									(2)
U.S. Dollar			—			—									—
Total effects on profit before income tax			—			(2)									(2)

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)

			2023
			Subsidiaries’ functional currency
Rate per currency denomination			Argentine Peso			Brazilian Reias									Total
Variable rate:
Argentine peso			(515)			—									(515)
Brazilian Reais			—			(2,102)									(2,102)
U.S. Dollar			(163)			—									(163)
Total effects on profit before income tax			(678)			(2,102)									(2,780)

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 exposure to credit risk mainly arise from the potential non-performance of contractual obligations by the parties, in relation to amounts owed for physical product sales, the use of derivative instruments, and the investment of surplus cash balances. The Group is also exposed to political and economic risk events, which may cause non-payment of foreign currency obligations to the Group.

Credit risk from trade receivables is considered to be low because the Group’s policy is to manage credit exposure to trading counterparties within defined trading limits. All of the Group’s significant counterparties are assigned internal credit limits.

The Group regularly sells to a large base of customers. The type and class of customers may differ depending on the Group’s business segments. For the years ended December 31, 2024 and 2023, more than 67% and 64%, respectively, of the Group’s sales of crops were sold to 19 and 15 well-known customers (both multinational and local) with a good credit history with the Group. In the rice segment 65% and 61% of sales were sold to 19 and 13 well-known customers for the years ended December 31, 2024 and 2023, respectively.

In the dairy segment, 67% and 69% of the sales were concentrated in 19 and 19 well-known customers for the years ended December 31, 2024 and 2023, respectively.

In the Sugar, Ethanol and Energy segment, (i) 89% of the sales of ethanol were concentrated in 12 and 9 large well known customers for the years ended December 31, 2024 and 2023, respectively, with a satisfactory credit history with the Company; (ii) 49% of the sales of Energy were made to Cámara de Comercialização de Energia Elétrica (CCEE ) and an other 28% and 42% is concentrated in 11 and 9 large well known customers with a satisfactory credit history with the Company and for the years ended December 31, 2024 and 2023, respectively, (iii) 94% and 82% of the export of Sugar were concentrated in 6 and 6 large well customers for the years ended December 31, 2024 and 2023, respectively.

No credit limits were exceeded during the reporting periods and management does not expect any losses from non-performance by these counterparties. If any of the Group’s customers are independently rated, these ratings are used. Otherwise, the Group assesses the credit quality of the customer taking into account its financial position, past experience and other factors (see Note 17 for details). The Group may seek cash collateral, letter of credit or parent company guarantees, as considered appropriate. Sales to customers are primarily made by credit with customary payment terms. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the statement of financial position after deducting any impairment allowance. The Group’s exposure of credit risk arising from trade receivables is set out in Note 18.

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)

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, 2024 and 2023, the total amount of cash and cash equivalents mainly comprise cash in banks and short-term bank deposits. The Group is authorized to transact with banks rated “BBB+” or higher. As of both December 31, 2024 and 2023, 5 banks (primarily Credit Agricole, Banco Itaú, Banco Galicia, JP Morgan and FCI) accounted for more than 70% and 80%, 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, 2024, the Group invested in BOPREAL (Bonos para la Reconstrucción de una Argentina Libre), LECAPs (Letras del Tesoro Nacional Capitalizables en Pesos), in fixed-term bank deposits, treasury bills and also entered into derivative contracts (currency forward). The Group’s exposure of credit risk arising from cash and cash equivalents is set out in Note 20.

The Group’s primary objective for holding derivative financial instruments is to manage currency exchange rate risk, interest rate risk and commodity price risk. The Group generally enters into derivative transactions with high-credit-quality counterparties and, by policy, limits the amount of credit exposure to any one counterparty based on an analysis of that counterparty's relative credit standing. The amounts subject to credit risk related to derivative instruments are generally limited to the amounts, if any, by which counterparty's obligations exceed the obligations with that counterparty.

The Group also entered into crop commodity futures traded in the established trading markets of Argentina and Brazil through well-rated brokers. Management does not expect any counterparty to fail to meet its obligations.

•Capital risk management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, it may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or buy own shares or sell assets to reduce debt. Consistent with others in the industry, the Group monitors capital on the basis of the gearing ratio. This ratio is calculated as total debt (including current and non-current borrowings as shown in the consolidated statement of financial position, if applicable) divided by total capital. Total capital is calculated as equity, as shown in the consolidated statement of financial position, plus total borrowings. During the year ended December 31, 2024, the strategy was to maintain the gearing ratio within 0.30 to 0.60, as follows:

			2024						2023
Total borrowings			779,556						904,949
Total equity			1,408,101						1,265,648
Total capital			2,187,657						2,170,597
Gearing ratio			0.36						0.42

•Derivative financial instruments

As part of its business operations, the Group may uses a variety of derivative financial instruments to manage its exposure to the financial risks discussed above. As part of its strategy, the Group may enter into derivatives of (i) interest rate to manage the composition of floating and fixed rate debt; (ii) currency to manage exchange rate risk, and (iii) crop (future contracts and put and call options) to manage its exposure to price volatility stemming from its integrated crop production activities. The Group’s policy is not to use derivatives for speculative purposes.

Derivative financial instruments involve, to a varying degree, elements of market and credit risk not recognized in the financial statements. The market risk associated with these instruments resulting from price movements is expected to offset the market risk of the underlying transactions, assets and liabilities, being hedged. The counterparties to the agreements relating to the Group’s contracts generally are large institutions with credit ratings equal to or higher than BBB+. The Group continually monitors the credit rating of such counterparties and seeks to limit its financial exposure to any one financial institution. While

F- 20

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)

the contract or notional amounts of derivative financial instruments provide one measure of the volume of these transactions, they do not represent the amount of the Group’s exposure to credit risk. The amounts potentially subject to credit risk (arising from the possible inability of counterparties to meet the terms of their contracts) are generally limited to the amounts, if any, by which the counterparties’ obligations under the contracts exceed the Group’s obligations to the counterparties.

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

▪ Futures / options

As of December 31, 2024:

						2024
Type of derivative contract						Quantities (thousands) (**)						Notional amount						Fair Value Asset/ (Liability)						(Loss)/Gain (*)
Futures:
Sale
Soybean						2						407						(18)						(18)
Wheat						3						697						16						16
Sugar						46						19,357						854						3,446
OTC:
Sugar						5						2,509						160						828
Total						56						22,970						1,012						4,272

 As of December 31, 2023:

						2023
Type of derivative contract						Quantities (thousands) (**)						Notional amount						Fair Value Asset/ (Liability)						(Loss)/Gain (*)
Futures:
Sale
Soybean						3						518						(9)						(9)
Wheat						2						537						(12)						(12)
Sugar						157						79,404						8,678						8,586
OTC:
Sugar						112						55,696						5,141						5,250
Total						274						136,155						13,798						13,815

(*) Included in the line item “gain / (loss) from commodity derivative financial instruments” of Note 8.

(**) All quantities expressed either in tons or cubic meters, as applicable.

Commodity future contract fair values are computed with reference to quoted market prices on future exchanges.

▪Floating-to-fixed interest rate swaps

The Group’s subsidiary Adecoagro Vale do Ivinhema entered into interest rate swap operations:

a) In December 2020, with Itaú BBA in an aggregate amount of R$ 400 million. In these operations the company receives IPCA (Extended National Consumer Price Index) plus 4,24% per year, and pays CDI (an interbank floating interest rate in Reais) plus 1,85% per year. This swap expires semiannually until December, 2026.

b) In July 2024 with:

F- 21

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

2.    Financial risk management (continued)

–Itaú BBA in an aggregate amount of R$ 76 million. In this operation the company receives IPCA (Extended National Consumer Price Index) plus 6.80% per year and pays CDI (an interbank floating interest rate in Reais) plus 0.49% per year. This swap expires in July 2034.

–BR Partners in an aggregate amount of R$ 115 million. In this operation the company receives IPCA (Extended National Consumer Price Index) plus 6.76% per year and pays CDI (an interbank floating interest rate in Reais) plus 0.41% per year. This swap expires in July 2031.

– XP Investimentos in an aggregate amount of R$ 209 million. In this operation the Company receives pre-fixed rate 12.61% per year and pays CDI (an interbank floating interest rate in Reais) plus 0.48% per year. This swap expires in July 2031.

These four interest rate swap agreements resulted in a recognition of a loss of US$ 10.5 million and US$ 4.2 million for the years ended December 31, 2024 and 2023, respectively.

▪Currency forward

The Group did not enter nor have outstanding any significant currency forward contract in 2024 and 2023

Gains and losses on currency forward contracts are included within “Financial results, net” in the statement of income.

3.    Segment information

The Group is engaged in agricultural, manufacturing and land transformation activities. Our agricultural activities consist of harvesting certain agricultural products, including crops, rough rice, and sugarcane, for sale to third parties and for internal use as inputs in its various manufacturing processes, and producing fluid milk. The manufacturing activities consist of (i) selling manufactured products, including processed peanuts, sunflower rice, sugar, ethanol and energy, among others, (ii) in our milk facilities we produce UHT and UP milk, powder milk and semi-hard cheese, among others; and (iii) providing services, such as grain warehousing and conditioning and handling and drying services, among others. The land transformation activities consist of the acquisition of farmlands or businesses with underdeveloped or underutilized agricultural land and implementing production technology and agricultural best practices on the Group’s farmlands to enhance yields and increase their value for potential realization through sale.

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 two major lines of business, namely, Farming and Sugar, Ethanol and Energy

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

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

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)

•‘Rice’ Segment which consists of planting, harvesting, processing and marketing of rice, and the genetic development of seeds.

•‘Dairy’ Segment which consists of the production and sale of raw milk and industrialized products, including UHT, cheese and powder milk among others.

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

As further discussed in Note 32, the Group applies IAS 29 to its operations in Argentina. 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 are expressed in terms of the measuring unit current at the end of the reporting period, consequently, income statement items are adjusted by applying a general price index on a monthly basis from the dates they were initially recognized in the financial statements to the end of the reporting period. This process is called “re-measurement”. Once the re-measurement process is completed, all Argentine Peso denominated accounts are translated into U.S. Dollars, which is our reporting currency, applying the guidelines in IAS 21 “The Effects of Changes in Foreign Exchange Rates”(“IAS 21”). IAS 21 requires that amounts be translated at the closing rate at the date of the most recent statement of financial position. This process is called “translation”. The re-measurement and translation processes are applied on a monthly basis until year-end. Due to these processes, the re-measured and translated results of operations for a given month are subject to change until year-end, affecting comparison and analysis.

However, the internal reporting reviewed by the CODM departs from the application of IAS 29 and IAS 21 re-measurement and translation processes discussed above. For segment reporting purposes, the segment results of Argentine operations for each reporting period were adjusted for inflation and translated into the 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 guidelines. In order to evaluate the segment’s performance, results of operations in Argentina are based on monthly data adjusted for inflation and converted into the monthly US dollar average exchange rate. These converted amounts are not subsequently readjusted and reconverted as described under IAS 29 and IAS 21. It should be noted that this translation methodology for evaluating segment information is the same that the Group uses to translate results of operations 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 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.

For all the Group’s segments, the primary operating performance measure is “Profit or Loss from Operations” measured in accordance with the procedure outlined above. 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 following tables show a reconciliation of the reportable segments information reviewed by our CODM with the reportable segment information measured in accordance with IAS 29 and IAS 21 as per the Consolidated Financial Statements for all years presented. These tables do not include information for the Sugar, Ethanol and Energy reportable segment since this information is not affected by the application of IAS 29 and therefore there is no difference between the information reviewed by our CODM and the information included in the 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)

Segment reconciliation for the year ended December 31, 2024:

			2024
			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
Revenue			236,128						13,068						249,196						248,198						12,242						260,440						284,098						17,219						301,317
Cost of revenue			(213,909)						(12,424)						(226,333)						(208,266)						(10,029)						(218,295)						(241,770)						(13,477)						(255,247)
Initial recognition and changes in fair value of biological assets and agricultural produce			28,347						4,703						33,050						45,780						7,656						53,436						14,539						890						15,429
Loss from changes in net realizable value of agricultural produce after harvest			(19,780)						(2,656)						(22,436)						(6,614)						59						(6,555)						—						—						—
Margin on Manufacturing and Agricultural Activities Before Operating Expenses			30,786						2,691						33,477						79,098						9,928						89,026						56,867						4,632						61,499
General and administrative expenses			(18,622)						(1,517)						(20,139)						(17,025)						(1,255)						(18,280)						(11,769)						(918)						(12,687)
Selling expenses			(17,240)						(1,060)						(18,300)						(30,771)						(1,735)						(32,506)						(27,678)						(1,915)						(29,593)
Other operating income / (expense), net			(5,304)						252						(5,052)						(14,052)						(4,288)						(18,340)						4,084						530						4,614
Profit / (loss) from Operations			(10,380)						366						(10,014)						17,250						2,650						19,900						21,504						2,329						23,833
Depreciation and amortization			(5,698)						(701)						(6,399)						(14,798)						(1,057)						(15,855)						(12,219)						(1,028)						(13,247)
Net loss from Fair value adjustment of investment property			(588)						(50)						(638)						(18,137)						(4,600)						(22,737)						—						—						—
Impairment of assets destroyed by fire			(14,162)						(97)						(14,259)						—						—						—						—						—						—

																																							2024
															Corporate																		Total
																																							Total segment reporting						Adjustment						Total as per statement of income						Total segment reporting						Adjustment						Total as per statement of income
Revenue																																							—						—						—						1,476,378						42,529						1,518,907
Cost of revenue																																							—						—						—						(1,162,785)						(35,930)						(1,198,715)
Initial recognition and changes in fair value of biological assets and agricultural produce																																							—						—						—						129,832						13,249						143,081
Loss from changes in net realizable value of agricultural produce after harvest																																							—						—						—						(25,840)						(2,597)						(28,437)
Margin on Manufacturing and Agricultural Activities Before Operating Expenses																																							—						—						—						417,585						17,251						434,836
General and administrative expenses																																							(25,452)						(2,143)						(27,595)						(98,047)						(5,833)						(103,880)
Selling expenses																																							736						(15)						721						(148,757)						(4,725)						(153,482)
Other operating income / (expense), net																																							294						5						299						8,325						(3,501)						4,824
Profit / (loss) from Operations																																							(24,422)						(2,153)						(26,575)						179,106						3,192						182,298
Depreciation and amortization																																							(1,523)						(127)						(1,650)						(223,244)						(2,913)						(226,157)
Net loss from Fair value adjustment of investment property																																							—						—						—						(18,725)						(4,650)						(23,375)
Impairment of assets destroyed by fire																																							—						—						—						(14,162)						(97)						(14,259)

F- 24

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)

Segment reconciliation for the year ended December 31, 2023:

			2023
			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
Revenue			216,912						(50,659)						166,253						256,347						(26,155)						230,192						246,875						(66,756)						180,119
Cost of revenue			(188,954)						45,075						(143,879)						(178,322)						8,064						(170,258)						(209,362)						54,889						(154,473)
Initial recognition and changes in fair value of biological assets and agricultural produce			(4,862)						(5,465)						(10,327)						(2,488)						(1,813)						(4,301)						14,086						(6,036)						8,050
Gain from changes in net realizable value of agricultural produce after harvest			2,730						(736)						1,994						—						—						—						—						—						—
Margin on Manufacturing and Agricultural Activities Before Operating Expenses			25,826						(11,785)						14,041						75,537						(19,904)						55,633						51,599						(17,903)						33,696
General and administrative expenses			(14,779)						4,866						(9,913)						(15,709)						4,436						(11,273)						(10,411)						3,456						(6,955)
Selling expenses			(22,450)						6,336						(16,114)						(33,407)						6,958						(26,449)						(25,488)						8,312						(17,176)
Other operating income / (expense), net			20,006						(4,721)						15,285						7,470						(252)						7,218						1,872						(960)						912
Profit from Operations			8,603						(5,304)						3,299						33,891						(8,762)						25,129						17,572						(7,095)						10,477
Depreciation and amortization			(8,330)						2,909						(5,421)						(15,154)						4,342						(10,812)						(10,913)						3,852						(7,061)
Net gain from Fair value adjustment of investment property			10,199						(650)						9,549						1,176						(105)						1,071						—						—						—

																																							2023
															Corporate																		Total
																																							Total segment reporting						Adjustment						Total as per statement of income						Total segment reporting						Adjustment						Total as per statement of income
Revenue																																							—						—						—						1,442,441						(143,570)						1,298,871
Cost of revenue																																							—						—						—						(1,081,208)						108,028						(973,180)
Initial recognition and changes in fair value of biological assets and agricultural produce																																							—						—						—						101,172						(13,314)						87,858
Gain from changes in net realizable value of agricultural produce after harvest																																							—						—						—						2,574						(736)						1,838
Margin on Manufacturing and Agricultural Activities Before Operating Expenses																																							—						—						—						464,979						(49,592)						415,387
General and administrative expenses																																							(23,061)						6,473						(16,588)						(89,551)						19,231						(70,320)
Selling expenses																																							(305)						107						(198)						(150,805)						21,713						(129,092)
Other operating income / (expense), net																																							(309)						21						(288)						31,502						(5,912)						25,590
Profit / (loss) from Operations																																							(23,675)						6,601						(17,074)						256,125						(14,560)						241,565
Depreciation and amortization																																							(1,275)						454						(821)						(211,575)						11,557						(200,018)
Net gain from Fair value adjustment of investment property																																							—						—						—						11,375						(755)						10,620

F- 25

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)

Segment reconciliation for the year ended December 31, 2022:

			2022
			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
Revenue			280,329						(2,578)						277,751						204,396						(195)						204,201						236,222						(1,210)						235,012
Cost of revenue			(257,925)						2,330						(255,595)						(160,047)						(379)						(160,426)						(204,924)						1,039						(203,885)
Initial recognition and changes in fair value of biological assets and agricultural produce			62,567						1,494						64,061						16,032						525						16,557						27,523						(266)						27,257
Loss from changes in net realizable value of agricultural produce after harvest			(21,495)						136						(21,359)						—						—						—						—						—						—
Margin on Manufacturing and Agricultural Activities Before Operating Expenses			63,476						1,382						64,858						60,381						(49)						60,332						58,821						(437)						58,384
General and administrative expenses			(13,312)						2						(13,310)						(15,487)						173						(15,314)						(10,378)						181						(10,197)
Selling expenses			(31,894)						212						(31,682)						(34,665)						229						(34,436)						(27,050)						76						(26,974)
Other operating income / (expense), net			463						(804)						(341)						(507)						(37)						(544)						(8)						(3)						(11)
Bargain purchase gain on acquisition			—						—						—						10,070						37						10,107						—						—						—
Profit from Operations			18,733						792						19,525						19,792						353						20,145						21,385						(183)						21,202
Depreciation and amortization			(8,017)						39						(7,978)						(12,215)						98						(12,117)						(10,075)						57						(10,018)
Net loss from Fair value adjustment of investment property			(2,184)						(158)						(2,342)						(580)						(39)						(619)						—						—						—

																																							2022
															Corporate																		Total
																																							Total segment reporting						Adjustment						Total as per statement of income						Total segment reporting						Adjustment						Total as per statement of income
Revenue																																							—						—						—						1,351,707						(3,983)						1,347,724
Cost of revenue																																							—						—						—						(1,078,737)						2,990						(1,075,747)
Initial recognition and changes in fair value of biological assets and agricultural produce																																							—						—						—						214,188						1,753						215,941
Loss from changes in net realizable value of agricultural produce after harvest																																							—						—						—						(22,429)						136						(22,293)
Margin on Manufacturing and Agricultural Activities Before Operating Expenses																																							—						—						—						464,729						896						465,625
General and administrative expenses																																							(23,413)						(136)						(23,549)						(84,507)						220						(84,287)
Selling expenses																																							(257)						(1)						(258)						(144,031)						516						(143,515)
Other operating income / (expense), net																																							(136)						21						(115)						2,693						(823)						1,870
Bargain purchase gain on acquisition																																							—						—						—						10,070						37						10,107
Profit / (loss) from Operations																																							(23,806)						(116)						(23,922)						248,954						846						249,800
Depreciation and amortization																																							22						(29)						(7)						(191,205)						165						(191,040)
Net loss from Fair value adjustment of investment property																																							—						—						—						(2,764)						(197)						(2,961)

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)

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, 2024:

			Farming																								Sugar, Ethanol and Energy						Corporate						Total
			Crops						Rice						Dairy						Farming subtotal
Revenue			236,128						248,198						284,098						768,424						707,954						—						1,476,378
Cost of revenue			(213,909)						(208,266)						(241,770)						(663,945)						(498,840)						—						(1,162,785)
Initial recognition and changes in fair value of biological assets and agricultural produce			28,347						45,780						14,539						88,666						41,166						—						129,832
Changes in net realizable value of agricultural produce after harvest			(19,780)						(6,614)						—						(26,394)						554						—						(25,840)
Margin on manufacturing and agricultural activities before operating expenses			30,786						79,098						56,867						166,751						250,834						—						417,585
General and administrative expenses			(18,622)						(17,025)						(11,769)						(47,416)						(25,179)						(25,452)						(98,047)
Selling expenses			(17,240)						(30,771)						(27,678)						(75,689)						(73,804)						736						(148,757)
Other operating income / (expense), net			(5,304)						(14,052)						4,084						(15,272)						(*)	23,303					294						8,325
Profit / (loss) from operations			(10,380)						17,250						21,504						28,374						175,154						(24,422)						179,106
Depreciation and amortization			(5,698)						(14,798)						(12,219)						(32,715)						(189,006)						(1,523)						(223,244)
Net loss from Fair value adjustment of investment property			(588)						(18,137)						—						(18,725)						—						—						(18,725)
Reverse of revaluation surplus derived from the disposals of assets before taxes			9,024						—						—						9,024						—						—						9,024
Impairment of assets destroyed by fire			(14,162)						—						—						(14,162)						—						—						(14,162)
Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)			10,197						18,669						(30,487)						(1,621)						(23,937)						—						(25,558)
Initial recognition and changes in fair value of biological assets and agricultural produce (realized)			18,150						27,111						45,026						90,287						65,103						—						155,390
Changes in net realizable value of agricultural produce after harvest (unrealized)			(775)						(6,552)						—						(7,327)						—						—						(7,327)
Changes in net realizable value of agricultural produce after harvest (realized)			(19,005)						(62)						—						(19,067)						554						—						(18,513)
Farmlands and farmland improvements, net			432,826						176,516						2,454						611,796						80,357						—						692,153
Machinery, equipment and other fixed assets, net			41,770						112,849						143,640						298,259						203,679						—						501,938
Bearer plants, net			1,292						—						—						1,292						326,278						—						327,570
Work in progress			468						6,276						4,009						10,753						16,175						—						26,928
Right of use assets			20,850						15,234						474						36,558						336,521						767						373,846
Investment property			28,193						5,349						—						33,542						—						—						33,542
Goodwill			10,397						6,319						—						16,716						3,526						—						20,242
Biological assets			79,363						102,098						42,864						224,325						69,620						—						293,945
Finished goods			40,345						32,623						20,553						93,521						94,633						—						188,154
Raw materials, stocks held by third parties and others			44,809						18,446						16,390						79,645						21,865						—						101,510
Total segment assets			700,313						475,710						230,384						1,406,407						1,152,654						767						2,559,828
Borrowings			36,573						15,270						69,199						121,042						532,230						126,284						779,556
Lease liabilities			17,385						12,549						538						30,472						310,769						789						342,030
Total segment liabilities			53,958						27,819						69,737						151,514						842,999						127,073						1,121,586

(*) This amount includes US$ 11.3 million related to tax credits resulting from a judicial decision regarding the exclusion of ICMS from the calculation base for PIS and COFINS, as well as US$ 8.1 million related to federal grant credits.

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)

Segment analysis for the year ended December 31, 2023

			Farming																								Sugar, Ethanol and Energy												Corporate						Total
			Crops						Rice						Dairy															Farming subtotal
Revenue			216,912						256,347						246,875												720,134						722,307												—						1,442,441
Cost of revenue			(188,954)						(178,322)						(209,362)												(576,638)						(504,570)												—						(1,081,208)
Initial recognition and changes in fair value of biological assets and agricultural produce			(4,862)						(2,488)						14,086												6,736						94,436												—						101,172
Changes in net realizable value of agricultural produce after harvest			2,730						—						—												2,730						(156)												—						2,574
Margin on manufacturing and agricultural activities before operating expenses			25,826						75,537						51,599												152,962						312,017												—						464,979
General and administrative expenses			(14,779)						(15,709)						(10,411)												(40,899)						(25,591)												(23,061)						(89,551)
Selling expenses			(22,450)						(33,407)						(25,488)												(81,345)						(69,155)												(305)						(150,805)
Other operating income / (expense), net			20,006						7,470						1,872												29,348						2,463												(309)						31,502
Profit / (loss) from operations			8,603						33,891						17,572												60,066						219,734												(23,675)						256,125
Depreciation and amortization			(8,330)						(15,154)						(10,913)												(34,397)						(175,903)												(1,275)						(211,575)
Net gain from Fair value adjustment of investment property			10,199						1,176						—												11,375						—												—						11,375
Reverse of revaluation surplus derived from the disposals of assets before taxes			(20,245)						—						—												(20,245)						—												—						(20,245)
Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)			4,171						(1,002)						(12,655)												(9,486)						(15,393)												—						(24,879)
Initial recognition and changes in fair value of biological assets and agricultural produce (realized)			(9,033)						(1,486)						26,741												16,222						109,829												—						126,051
Changes in net realizable value of agricultural produce after harvest (unrealized)			2,599						—						—												2,599						—												—						2,599
Changes in net realizable value of agricultural produce after harvest (realized)			131						—						—												131						(156)												—						(25)
Farmlands and farmland improvements, net			447,772						178,291						1,462												627,525						78,322												—						705,847
Machinery, equipment and other fixed assets, net			24,250						71,584						86,670												182,504						264,561												—						447,065
Bearer plants, net			753						—						—												753						375,089												—						375,842
Work in progress			10						291						5,584												5,885						14,926												—						20,811
Right of use assets			13,608						15,076						29												28,713						377,420												580						406,713
Investment property			29,192						4,172						—												33,364						—												—						33,364
Goodwill			6,095						3,704						—												9,799						4,510												—						14,309
Biological assets			55,545						32,843						23,191												111,579						116,458												—						228,037
Finished goods			33,407						9,306						9,927												52,640						126,971												—						179,611
Raw materials, stocks held by third parties and others			26,779						16,577						11,230												54,586						21,854												—						76,440
Total segment assets			637,411						331,844						138,093												1,107,348						1,380,111												580						2,488,039
Borrowings			30,326						32,340						57,376												120,042						604,827												180,080						904,949
Lease liabilities			12,341						13,475						57												25,873						352,238												399						378,510
Total segment liabilities			42,667						45,815						57,433												145,915						957,065												180,479						1,283,459

F- 28

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)

Segment analysis for the year ended December 31, 2022

			Farming																								Sugar, Ethanol and Energy												Corporate						Total
			Crops						Rice						Dairy															Farming subtotal
Revenue			280,329						204,396						236,222												720,947						630,760												—						1,351,707
Cost of revenue			(257,925)						(160,047)						(204,924)												(622,896)						(455,841)												—						(1,078,737)
Initial recognition and changes in fair value of biological assets and agricultural produce			62,567						16,032						27,523												106,122						108,066												—						214,188
Changes in net realizable value of agricultural produce after harvest			(21,495)						—						—												(21,495)						(934)												—						(22,429)
Margin on manufacturing and agricultural activities before operating expenses			63,476						60,381						58,821												182,678						282,051												—						464,729
General and administrative expenses			(13,312)						(15,487)						(10,378)												(39,177)						(21,917)												(23,413)						(84,507)
Selling expenses			(31,894)						(34,665)						(27,050)												(93,609)						(50,165)												(257)						(144,031)
Other operating income / (expense), net			463						(507)						(8)												(52)						2,881												(136)						2,693
Bargain purchase gain on acquisition			—						10,070						—												10,070						—												—						10,070
Profit / (loss) from operations			18,733						19,792						21,385												59,910						212,850												(23,806)						248,954
Depreciation and amortization			(8,017)						(12,215)						(10,075)												(30,307)						(160,920)												22						(191,205)
Net loss from Fair value adjustment of investment property			(2,184)						(580)						—												(2,764)						—												—						(2,764)
Initial recognition and changes in fair value of biological assets and agricultural produce (unrealized)			2,071						3,327						(2,276)												3,122						35,232												—						38,354
Initial recognition and changes in fair value of biological assets and agricultural produce (realized)			60,496						12,705						29,799												103,000						72,834												—						175,834
Changes in net realizable value of agricultural produce after harvest (unrealized)			72						—						—												72						—												—						72
Changes in net realizable value of agricultural produce after harvest (realized)			(21,567)						—						—												(21,567)						(934)												—						(22,501)

Total reportable segments’ assets and liabilities are reconciled to total assets as per the statement of financial position as follows:

			2024						2023
Total reportable assets as per segment information			2,559,828						2,488,039
Intangible assets (excluding goodwill)			16,989						13,210
Deferred income tax assets			15,507						9,777
Trade and other receivables			251,866						218,115
Other assets			3,761						1,515
Derivative financial instruments			9,596						31,820
Short-term investment			46,097						62,637
Cash and cash equivalents			211,244						339,781
Total assets as per the statement of financial position			3,114,888						3,164,894

			2024						2023
Total reportable liabilities as per segment information			1,121,586						1,283,459
Trade and other payables			207,674						191,738
Deferred income tax liabilities			330,336						376,331
Payroll and social liabilities			34,189						38,927
Provisions for other liabilities			3,752						3,599
Current income tax liabilities			3,471						5,023
Derivative financial instruments			5,779						169
Total liabilities as per the statement of financial position			1,706,787						1,899,246

.

F- 29

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

3.    Segment information (continued)

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

As of and for the year ended December 31, 2024:

			Argentina						Brazil						Uruguay						Chile						Total
Property, plant and equipment			904,340						626,606						17,643						—						1,548,589
Investment property			33,542						—						—						—						33,542
Goodwill			16,716						3,526						—						—						20,242
Non-current portion of biological assets			43,418						—						—						—						43,418
Revenue			480,662						435,719						551,179						8,818						1,476,378
Initial recognition and changes in fair value of biological assets and agricultural produce			83,400						41,166						5,266						—						129,832
Changes in net realizable value of agricultural produce after harvest			(22,045)						554						(4,349)						—						(25,840)

As of and for the year ended December 31, 2023:

			Argentina						Brazil						Uruguay						Chile						Total
Property, plant and equipment			786,201						733,055						30,309						—						1,549,565
Investment property			33,364						—						—						—						33,364
Goodwill			9,799						4,510						—						—						14,309
Non-current portion of biological assets			23,706						—						—						—						23,706
Revenue			402,205						401,051						632,165						7,020						1,442,441
Initial recognition and changes in fair value of biological assets and agricultural produce			6,469						94,436						267						—						101,172
Changes in net realizable value of agricultural produce after harvest			3,341						(156)						(611)						—						2,574

As of and for the year ended December 31, 2022:

			Argentina						Brazil						Uruguay						Chile						Total
Revenue			373,746						494,215						472,538						11,208						1,351,707
Initial recognition and changes in fair value of biological assets and agricultural produce			102,656						108,066						3,466						—						214,188
Changes in net realizable value of agricultural produce after harvest			(21,482)						(934)						(13)						—						(22,429)

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)

4.    Revenue

			2024						2023						2022
Manufactured products and services rendered:
Ethanol			265,154						247,008						387,124
Sugar			391,738						419,858						188,769
Energy (*)			37,029						35,985						34,919
Peanut			59,310						63,646						63,041
Sunflower			7,621						8,301						14,948
Cotton			3,893						8,383						6,780
Rice (*)			224,398						199,746						188,263
Fluid milk (UHT)			136,699						74,402						76,596
Powder milk (*)			55,552						43,958						84,257
Other diary products (*)			77,589						35,385						37,648
Services			10,887						6,080						10,987
Rental income			2,831						1,210						841
Others			45,641						43,436						24,199
			1,318,342						1,187,398						1,118,372
Agricultural produce and biological assets:
Soybean			79,445						42,610						81,757
Corn			56,125						22,490						71,188
Wheat			22,942						7,984						19,915
Sunflower			3,148						7,095						9,885
Barley			2,578						2,826						4,175
Seeds			4,328						428						1,940
Raw milk			9,383						15,081						21,623
Cattle			5,765						3,542						5,039
Cattle for dairy			13,700						6,718						7,543
Others			3,151						2,699						6,287
			200,565						111,473						229,352
Total revenue			1,518,907						1,298,871						1,347,724

(*) Includes sales of mwh of energy and tons rice products produced by third parties for an amount of US$3.2 million, and US$0.7 million respectively (December 31, 2023: sales of mwh of energy, tons rice and powder milk US$2.4 million, US$22.3 million and US$0.8 million, respectively and December 31, 2022: sales of mwh of energy, tons rice and butter US$2.3 million, US$0.9 million and US$1.3 million, respectively).

Commitments to sell commodities at a future date

The Group entered into contracts to sell non-financial instruments, mainly sugar, soybean and corn through sales forward contracts. Those contracts are held for purposes of delivery of the non-financial instrument in accordance with the Group’s expected sales. Accordingly, as the own use exception criteria are met, those contracts are not recorded as derivatives.

The notional amount of these contracts is US$67.5 million as of December 31, 2024 (2023: US$73.5 million; 2022: US$89.9 million) and comprised primarily of 9,314 thousand tons of sugar (US$ 4.5 million), 8,975 thousand m3 of ethanol (US$4.5 million), 555,744 thousand mwh of energy (US$21.2 million), 68,408 thousand tons of soybean (US$20.5 million), 17,183 thousand tons of wheat (US$3.8 million), and 47,414 thousand tons of corn (US$8.5 million) which expire between January and December 2025.

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)

5.    Cost of revenue

For the year ended December 31:

			2024
			Crops						Rice						Dairy						Sugar, Ethanol and Energy												Total
Finished goods at the beginning of year (Note 19)			33,407						9,306						9,927						126,971												179,611
Cost of production of manufactured products (Note 6)			67,821						241,734						236,410						543,176												1,089,141
Purchases			24,015						1,128						6,839						1,837												33,819
Agricultural produce			220,471						—						23,083						6,067												249,621
Transfer to raw material			(102,773)						2,302						—						—												(100,471)
Direct agricultural selling expenses			27,861						—						—						—												27,861
Tax recoveries (i)			—						—						—						(56,361)												(56,361)
Changes in net realizable value of agricultural produce after harvest			(22,436)						(6,555)						—						554												(28,437)
Loss of idle capacity			—						—						—						4,918												4,918
Finished goods at the end of the year (Note 19)			(40,345)						(32,623)						(20,553)						(94,633)												(188,154)
Exchange differences			18,312						3,003						(459)						(33,689)												(12,833)
Cost of revenue			226,333						218,295						255,247						498,840												1,198,715

(i) Correspond to the presumed credit of ICMS (Imposto sobre Circulação de Mercadorias e Prestação de Serviços) over the sale values for an amount of USD 37.8 million and for PIS and COFINS for an amount of USD 18.5 million.

For the year ended December 31:

			2023
			Crops						Rice						Dairy												Sugar, Ethanol and Energy						Total
Finished goods at the beginning of year			37,539						13,659						12,825												88,693						152,716
Cost of production of manufactured products (Note 6)			47,086						123,629						121,341												548,553						840,609
Purchases			4,361						22,594						3,170												1,011						31,136
Agricultural produce			115,893						18						15,081												9,736						140,728
Transfer to raw material			(49,108)						(5,714)						—												—						(54,822)
Direct agricultural selling expenses			9,214						—						—												—						9,214
Tax recoveries (i)			—						—						—												(25,767)						(25,767)
Changes in net realizable value of agricultural produce after harvest			1,994						—						—												(156)						1,838
Loss of idle capacity			—						—						—												3,861						3,861
Finished goods at the end of the year (Note 19)			(33,407)						(9,306)						(9,927)												(126,971)						(179,611)
Exchange differences			10,307						25,378						11,983												5,610						53,278
Cost of revenue			143,879						170,258						154,473												504,570						973,180

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

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)

5.    Cost of revenue (continued)

For the year ended December 31:

			2022
			Crops						Rice						Dairy												Sugar, Ethanol and Energy						Total
Finished goods at the beginning of year			37,225						5,015						15,157												80,857						138,254
Cost of production of manufactured products (Note 6)			68,510						165,330						180,723												455,336						869,899
Purchases			10,528						1,866						1,285												856						14,535
Acquisition of subsidiaries			—						8,413						—												—						8,413
Agricultural produce			245,402						106						21,647												11,571						278,726
Transfer to raw material			(75,158)						(6,549)						—												—						(81,707)
Direct agricultural selling expenses			25,623						—						—												—						25,623
Tax recoveries (i)			—						—						—												(17,800)						(17,800)
Changes in net realizable value of agricultural produce after harvest			(21,359)						—						—												(934)						(22,293)
Loss of idle capacity			—						—						—												7,507						7,507
Finished goods at the end of the year			(37,539)						(13,659)						(12,825)												(88,693)						(152,716)
Exchange differences			2,363						(96)						(2,102)												7,141						7,306
Cost of revenue			255,595						160,426						203,885												455,841						1,075,747

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

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

The statement of income is presented under the function of expense method. Under this method, expenses are classified according to their function as “cost of goods sold and services rendered," “general and administrative expenses” and “selling expenses”.

The following table provides the additional disclosure required on the nature of expenses and their relationship to the function within the Group:

Expenses by nature for the year ended December 31, 2024:

			Cost of production of manufactured products (Note 5)																														General and Administrative Expenses						Selling Expenses						Total
			Crops						Rice						Dairy						Sugar, Ethanol and Energy						Total
Salaries, social security expenses and employee benefits			5,348						15,941						14,372						47,731						83,392						34,578						12,327						130,297
Raw materials and consumables			—						886						28,319						5,930						35,135						—						—						35,135
Depreciation and amortization			2,055						5,204						6,156						149,453						162,868						25,270						1,042						189,180
Depreciation of right of use assets			—						54						—						8,901						8,955						14,914						130						23,999
Fuel, lubricants and others			263						1,534						1,611						35,069						38,477						1,478						406						40,361
Maintenance and repairs			1,698						5,051						5,386						37,045						49,180						5,904						1,135						56,219
Freights			344						11,561						3,635						395						15,935						—						70,697						86,632
Export taxes / selling taxes			—						—						—						—						—						—						36,145						36,145
Export expenses			—						—						—						—						—						—						12,816						12,816
Contractors and services			2,882						1,554						687						13,031						18,154						—						—						18,154
Energy transmission			—						—						—						—						—						—						2,340						2,340
Energy power			1,392						3,742						3,276						780						9,190						705						223						10,118
Professional fees			91						362						131						1,166						1,750						11,916						872						14,538
Other taxes			87						478						218						22,093						22,876						686						35						23,597
Contingencies			—						—						—						—						—						1,115						—						1,115
Lease expense and similar arrangements			246						1,228						201						—						1,675						1,629						708						4,012
Third parties raw materials			5,300						40,938						85,376						39,635						171,249						—						—						171,249
Tax recoveries			—						—						—						(18,536)						(18,536)						—						—						(18,536)
Others			786						3,287						2,908						8,947						15,928						5,685						14,606						36,219
Subtotal			20,492						91,820						152,276						351,640						616,228						103,880						153,482						873,590
Own agricultural produce consumed			47,329						149,914						84,134						191,536						472,913						—						—						472,913
Total			67,821						241,734						236,410						543,176						1,089,141						103,880						153,482						1,346,503

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)

6.    Expenses by nature (continued)

Expenses by nature for the year ended December 31, 2023:

			Cost of production of manufactured products (Note 5)																														General and Administrative Expenses						Selling Expenses						Total
			Crops						Rice						Dairy												Sugar, Ethanol and Energy									Total
Salaries, social security expenses and employee benefits			2,549						10,541						7,733												47,050						67,873						30,581						8,899						107,353
Raw materials and consumables			293						818						19,361												7,878						28,350						—						—						28,350
Depreciation and amortization			3,087						4,514						3,153												131,536						142,290						14,632						1,166						158,088
Depreciation of right of use assets			—						32						350												9,402						9,784						7,837						208						17,829
Fuel, lubricants and others			139						665						1,338												37,707						39,849						572						251						40,672
Maintenance and repairs			724						2,550						1,490												32,594						37,358						1,377						583						39,318
Freights			80						5,662						1,921												106						7,769						—						57,629						65,398
Export taxes / selling taxes			—						—						—												—						—						—						29,910						29,910
Export expenses			—						—						—												—						—						—						11,550						11,550
Contractors and services			2,013						2,705						214												11,313						16,245						—						—						16,245
Energy transmission			—						—						—												—						—						—						2,621						2,621
Energy power			817						2,291						1,693												776						5,577						342						66						5,985
Professional fees			38						71						69												1,105						1,283						8,553						1,725						11,561
Other taxes			12						160						102												4,232						4,506						582						23						5,111
Contingencies			—						—						—												—						—						988						—						988
Lease expense and similar arrangements			127						523						145												—						795						975						567						2,337
Third parties raw materials			3,838						35,289						47,336												31,969						118,432						—						—						118,432
Tax recoveries			—						—						—												(74)						(74)						—						—						(74)
Others			552						1,396						1,498												6,091						9,537						3,881						13,894						27,312
Subtotal			14,269						67,217						86,403												321,685						489,574						70,320						129,092						688,986
Own agricultural produce consumed			32,817						56,412						34,938												226,868						351,035						—						—						351,035
Total			47,086						123,629						121,341												548,553						840,609						70,320						129,092						1,040,021

F- 35

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

6.    Expenses by nature (continued)

Expenses by nature for the year ended December 31, 2022:

			Cost of production of manufactured products (Note 5)
			Crops						Rice						Dairy												Sugar, Ethanol and Energy						Total						General and Administrative Expenses						Selling Expenses						Total
Salaries, social security expenses and employee benefits			4,216						12,362						11,627												35,890						64,095						39,347						9,472						112,914
Raw materials and consumables			367						367						29,317												14,094						44,145						—						—						44,145
Depreciation and amortization			4,463						3,814						4,007												123,960						136,244						18,109						1,408						155,761
Depreciation right-of-use and other leases			—						115						971												7,475						8,561						7,702						99						16,362
Fuel, lubricants and others			239						249						1,886												38,813						41,187						712						340						42,239
Maintenance and repairs			1,264						3,320						1,856												22,674						29,114						1,718						741						31,573
Freights			519						9,319						2,862												75						12,775						—						57,913						70,688
Export taxes / selling taxes			—						—						—												—						—						—						39,202						39,202
Export expenses			—						—						—												—						—						—						17,963						17,963
Contractors and services			2,218						720						569												7,044						10,551						—						—						10,551
Energy transmission			—						—						—												—						—						—						3,053						3,053
Energy power			1,577						3,172						3,189												733						8,671						373						89						9,133
Professional fees			59						86						110												837						1,092						8,337						802						10,231
Other taxes			25						117						110												2,775						3,027						852						63						3,942
Contingencies			—						—						—												—						—						568						—						568
Lease expense and similar arrangements			178						682						197												—						1,057						1,153						271						2,481
Third parties raw materials			8,270						23,934						75,674												13,693						121,571						—						—						121,571
Tax recoveries			—						—						—												(556)						(556)						—						—						(556)
Others			1,335						2,736						1,269												4,322						9,662						5,416						12,099						27,177
Subtotal			24,730						60,993						133,644												271,829						491,196						84,287						143,515						718,998
Own agricultural produce consumed			43,780						104,337						47,079												183,507						378,703						—						—						378,703
Total			68,510						165,330						180,723												455,336						869,899						84,287						143,515						1,097,701

7.    Salaries and social security expenses

			2024						2023						2022
Wages and salaries (i)			160,955						127,113						132,010
Social security costs			46,912						41,404						36,932
Equity-settled share-based compensation			6,680						8,581						10,227
			214,547						177,098						179,169

(i)Includes US$33,148, US$35,007 and US$30,014, capitalized in Property, Plant and Equipment for the years 2024, 2023 and 2022, respectively.

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)

8.    Other operating income / (expense), net

			2024						2023						2022
Gain / (loss) from commodity derivative financial instrument			10,593						6,913						(6,842)
(Loss) / gain from disposal of other property items			(2,408)						4,747						3,718
Net (loss) / gain from fair value adjustment of investment property			(23,375)						10,620						(2,961)
Gain from disposal of farmland and other assets (Note 21)			6,050						6,334						—
Impairment of assets destroyed by fire (*)			(14,259)						—						—
Tax credits recognized (**)			19,486						—						—
Others			8,737						(3,024)						7,955
			4,824						25,590						1,870

(*) In September 2024, a fire in our Peanut facility located in the Province of Cordoba damaged a warehouse cell and inventory stored therein. As a result, the Company recognized an impairment loss of approximately US$ 12.0 million and US$ 2.0 million for inventories and property, plant and equipment, respectively. The appraisal of damages is currently being evaluated by insurance experts. The Company has insurance coverage that we estimate will cover all damages caused by the event suffered. Any insurance proceeds will be recognized as other income when received.

(**) This amount includes US$ 11.3 million related to non-income tax credits resulting from a judicial decision regarding the exclusion of ICMS from the calculation base for PIS and COFINS, as well as US$ 8.1 million related to federal grant credits.

9.    Financial results, net

			2024						2023						2022
Finance income:
- Interest income			16,048						7,134						5,781
- Foreign exchange gains, net			—						90,930						19,278
- Gain from interest rate/foreign exchange rate derivative financial instruments			—						3,501						—
- Other income			760						55,535						249
Finance income			16,808						157,100						25,308
Finance costs:
- Interest expense			(40,869)						(31,906)						(50,037)
- Finance cost related to lease liabilities			(32,938)						(40,203)						(31,113)
- Cash flow hedge – transfer from equity (Note 2)			(28,650)						(36,863)						(40,195)
- Foreign exchange losses, net			(37,569)						—						—
- Taxes			(7,572)						(5,473)						(4,862)
- Loss from interest rate/foreign exchange rate derivative financial instruments			(9,347)						—						(2,384)
- Other expenses			(9,496)						(7,642)						(9,009)
Finance costs			(166,441)						(122,087)						(137,600)
Other financial results - Net gain / (loss) of inflation effects on monetary items			2,421						28,816						(2,144)
Total financial results, net			(147,212)						63,829						(114,436)

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

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:

			2024						2023						2022
Current income tax			(14,335)						4,570						(4,655)
Deferred income tax			71,350						(83,243)						(22,103)
Income tax benefit / (expense)			57,015						(78,673)						(26,758)

The statutory tax rate in the countries where the Group operates for all of the years presented are:

Tax Jurisdiction						Income Tax Rate
Argentina						35		%
Brazil						34		%
Uruguay						25		%
Spain						25		%
Luxembourg						24.94		%
Chile						27		%

Deferred tax assets and liabilities of the Group as of December 31, 2024 and 2023, without taking into consideration the offsetting of balances within the same tax jurisdiction, will be recovered or settled as follows:

			2024						2023
Deferred income tax asset to be recovered after more than 12 months			23,428						36,028
Deferred income tax asset to be recovered within 12 months			77,777						43,337
Deferred income tax assets			101,205						79,365
Deferred income tax liability to be settled after more than 12 months			(272,403)						(427,360)
Deferred income tax liability to be settled within 12 months			(143,631)						(18,559)
Deferred income tax liability			(416,034)						(445,919)
Deferred income tax liability, net			(314,829)						(366,554)

The gross movement on the deferred income tax account is as follows:

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)

10.    Taxation (continued)

			2024						2023
Beginning of year			(366,554)						(292,656)
Exchange differences			(160,927)						69,707
Changes of fair value valuation for farmlands			144,971						(62,988)
Disposal of farmland			2,265						10,492
Others			1,158						632
Tax credit relating to cash flow hedge (i)			(7,092)						(8,498)
Income tax benefit / (expense)			71,350						(83,243)
End of year			(314,829)						(366,554)

(i) Relates to the gain or loss before income tax of cash flow hedge recognized in other comprehensive income amounting to US$601 for the year ended December 31, 2024 (2023: US$7,319; 2022: US$15,621); net of the reclassification from Equity to the Income Statement of US$ 26,997 for the year ended December 31, 2024 (2023: US$ 49,737; 2022:

US$ 40,388).

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, 2023						389,146						8,979						30,461						9,810						438,396
Charged / (credited) to the statement of income						18,229						9,760						(2,984)						12,460						37,465
Farmlands revaluation						62,988						—						—						—						62,988
Disposals of farmland						(10,492)						—						—						—						(10,492)
Exchange differences						(75,928)						(2,851)						(4,097)						438						(82,438)
At December 31, 2023						383,943						15,888						23,380						22,708						445,919
Charged / (credited) to the statement of income						(11,199)						(17,396)						550						(8,815)						(36,860)
Farmlands revaluation						(144,971)						—						—						—						(144,971)
Disposals of farmland						(2,265)						—						—						—						(2,265)
Exchange differences						137,102						11,215						8,679						(2,785)						154,211
At December 31, 2024						362,610						9,707						32,609						11,108						416,034

F- 39

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

10.    Taxation (continued)

Deferred income tax assets						Provisions						Tax loss carry forwards						Equity-settled share-based compensation						Borrowings						Biological assets						Others						Total
At January 1, 2023						6,622						110,195						3,575						25,932						—						(584)						145,740
(Credited) / charged to the statement of income						1,064						(29,585)						—						(26,696)						3,242						6,197						(45,778)
Tax charge relating to cash flow hedge						—						(8,498)						—						—						—						—						(8,498)
Exchange differences						3,752						(15,011)						—						1,137						(3,242)						633						(12,731)
Others						—						—						440						—						—						192						632
At December 31, 2023						11,438						57,101						4,015						373						—						6,438						79,365
Charged / (credited) to the statement of income						(4,433)						27,133						—						14,828						9,176						(12,214)						34,490
Tax charge relating to cash flow hedge						—						(7,092)						—						—						—						—						(7,092)
Exchange differences						4,555						(6,200)						—						(1,712)						(6,643)						3,284						(6,716)
Others						—						—						964						—						—						194						1,158
At December 31, 2024						11,560						70,942						4,979						13,489						2,533						(2,298)						101,205

Tax loss carry forwards in Argentina and Uruguay generally expire within 5 years. Tax loss carry forwards in Brazil 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%. Tax loss carry forward in Luxembourg expire within 17 years.

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.

.

As of December 31, 2024, the Group’s tax loss carry forwards and their corresponding jurisdictions are as follows:

Jurisdiction						Tax loss carry forward
Argentina (1)						104,947
Brazil						93,253
Uruguay						5,667
Luxembourg						19,209

(1) As of December 31, 2024, the aging of the determination tax loss carry forward in Argentina is as follows:

Year of generation						Amount
2020						499
2021						157
2022						29,873
2023						1,204
2024						73,213

The tax on the Group’s profit before income tax differs from the theoretical amount that would arise using the tax rates applicable to profits in the respective countries as follows:

F- 40

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

10.    Taxation (continued)

			2024						2023						2022
Tax calculated at the tax rates applicable to profits in the respective countries			(8,735)						(103,860)						(43,827)
Non-deductible items			(316)						(1,616)						(1,921)
Effect of the changes in the statutory income tax rate in Argentina			—						1,280						(2,237)
Tax losses where no deferred tax asset was recognized			(20)						(706)						(107)
Non-taxable income			15,215						19,994						16,879
Previously unrecognized tax losses now recouped to reduce tax expenses (1)			9,908						38,646						19,419
Effect of IAS 29 and tax adjustment per inflation in Argentina			36,563						(29,526)						(18,195)
Others			4,400						(2,885)						3,231
Income tax expense			57,015						(78,673)						(26,758)

(1) 2024 includes US$8,832 of adjustment by inflation of tax loss carryforwards in Argentina (US$37,151 in 2023 and US$16,044 in 2022).

Tax Inflation Adjustment in Argentina

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

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

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

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

The Company believes that the lack of application of the income tax inflation adjustment is confiscatory. Accordingly, based on the precedents and the opinion of external and internal tax advisors, the Company has adjusted all items for inflation including those suspended by Section 39 of Law 24,073 as described above. The net effect of the inflation adjustment of Tax loss carryforwards resulted in a deferred tax asset of US$96.0 million as of December 31, 2024, of which US$ 86.8 million has already been applied.

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

F- 41

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

10.    Taxation (continued)

OECD Pillar Two model rules

The group is within the scope of the OECD Pillar Two model rules. Pillar Two legislation was enacted in Luxembourg, the jurisdiction in which Adecoagro S.A. is incorporated, and came into effect for the fiscal year starting on January 1st,, 2024.

The group has not recognized Pillar Two current tax for the year ended December 31, 2024.

The group applies the IAS 12 exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes.

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)

11.    Earnings per share

(a) Basic

Basic earnings per share is calculated by dividing the profit attributable to equity holders of the parent by the weighted average number of shares in issue during the period excluding ordinary shares held as treasury shares (Note 22).

			2024						2023						2022
Profit from operations attributable to equity holders of the parent			92,340						226,291						108,138
Weighted average number of shares in issue (thousands)			102,604						107,092						110,079
Basic earnings per share			0.900						2.113						0.982

(b) Diluted

Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding to assume conversion of all dilutive potential shares. The Group has two categories of dilutive potential shares: equity-settled share options and restricted units. For these instruments, a calculation is done to determine the number of shares that could have been acquired at fair value, based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the equity-settled share options. During 2024, the share options outstanding average were 465 thousands (2023: 401 thousands; 2022: 361 thousands) share options outstanding.

			2024						2023						2022
Profit from operations attributable to equity holders of the parent			92,340						226,291						108,138
Weighted average number of shares in issue (thousands)			102,604						107,092						110,079
Adjustments for:
- Employee share options and restricted units (thousands)			465						401						361
Weighted average number of shares for diluted earnings per share (thousands)			103,069						107,493						110,440
Diluted earnings per share			0.896						2.105						0.979

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)

12.    Property, plant and equipment, net

Changes in the Group’s property, plant and equipment, net in 2024 and 2023 were as follows:

			Farmlands						Farmland improvements						Buildings and   facilities						Machinery,   equipment,   furniture and fittings						Bearer plants						Others						Work in   progress						Total
At January 1, 2023
Fair value for farmlands / Cost			727,591						46,148						526,464						893,172						858,823						52,846						79,089						3,184,133
Accumulated depreciation			—						(29,406)						(258,084)						(801,960)						(506,096)						(23,232)						—						(1,618,778)
Net book amount			727,591						16,742						268,380						91,212						352,727						29,614						79,089						1,565,355
At December 31, 2023
Opening net book amount			727,591						16,742						268,380						91,212						352,727						29,614						79,089						1,565,355
Exchange differences			(197,377)						(4,029)						(43,653)						97,152						(46,372)						(21,835)						(21,863)						(237,977)
Additions			—						—						15,165						71,100						144,777						2,635						29,252						262,929
Revaluation surplus			188,879						—						—						—						—						—						—						188,879
Transfers			(33)						1,307						33,405						22,032						8,939						17						(65,667)						—
Disposals			(24,858)						—						(3,404)						(2,745)						—						(33)						—						(31,040)
Reclassification to non-income tax credits (*)			—						—						—						(293)						—						—						—						(293)
Depreciation			—						(2,375)						(28,737)						(81,463)						(84,229)						(1,484)						—						(198,288)
Closing net book amount			694,202						11,645						241,156						196,995						375,842						8,914						20,811						1,549,565

			Farmlands						Farmland improvements						Buildings and facilities						Machinery, equipment, furniture and fittings						Bearer plants						Others						Work in progress						Total
At December 31, 2023
Fair value for farmlands / Cost			694,202						43,426						527,977						1,080,418						966,167						33,630						20,811						3,366,631
Accumulated depreciation			—						(31,781)						(286,821)						(883,423)						(590,325)						(24,716)						—						(1,817,066)
Net book amount			694,202						11,645						241,156						196,995						375,842						8,914						20,811						1,549,565
Year ended December 31, 2024
Opening net book amount			694,202						11,645						241,156						196,995						375,842						8,914						20,811						1,549,565
Exchange differences			410,088						4,793						55,872						(4,666)						(86,586)						5,160						1,755						386,416
Additions			—						—						17,282						66,997						144,484						5,708						39,605						274,076
Revaluation surplus			(413,798)						—						—						—						—						—						—						(413,798)
Transfers			—						2,900						24,871						7,348						—						124						(35,243)						—
Disposals			(13,732)						(8)						(3,094)						(4,351)						(2,199)						(136)						—						(23,520)
Reclassification to non-income tax credits (*)			—						—						—						(307)						—						—						—						(307)
Depreciation			—						(3,937)						(32,332)						(80,901)						(103,971)						(2,702)						—						(223,843)
Closing net book amount			676,760						15,393						303,755						181,115						327,570						17,068						26,928						1,548,589
At December 31, 2024
Fair value for farmlands / Cost			676,760						51,111						622,908						1,145,439						1,021,866						44,487						26,928						3,589,499
Accumulated depreciation			—						(35,718)						(319,153)						(964,324)						(694,296)						(27,419)						—						(2,040,910)
Net book amount			676,760						15,393						303,755						181,115						327,570						17,068						26,928						1,548,589

(*) 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, 2024 and 2023, 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 allocate their cost over the estimated useful lives. Farmlands are not depreciated, except for bearer plants.

F- 44

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

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

Farmland improvements			5-25
Buildings and facilities			20
Furniture and fittings			10
Computer equipment (*)			3-5
Machinery and equipment			4-10
Vehicles (*)			4-5
Bearer plants			6 - based on productivity

(*) Included in Machinery, equipment, furniture and fittings.

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each statement of financial position date. Farmlands are measured at fair value using a sales comparison approach. prepared by an independent expert. Sale prices of comparable properties are adjusted considering the specific aspects of each property, the most relevant assumption being the price per hectare (Level 3). The Group estimated that, other factors being constant, a 10% reduction on the sales price for the year ended December 31, 2024 would have reduced the value of the farmlands on US$67.7 million (2023: US$69.4 million), which would impact, net of its tax effect on the "Revaluation surplus" item in the statement of Changes in Shareholders' Equity. Should farmlands be carried at historical cost, the net book value as of December 31, 2024 would have been US$312.6 million.

Depreciation charges are included in “Cost of production of Biological Assets," “Cost of production of manufactured products,”“General and administrative expenses,”“Selling expenses” and capitalized in “Property, plant and equipment” for the years ended December 31, 2024, 2023 and 2022.

During the year ended December 31, 2024, borrowing costs of US$4.9 million (2023:US$4.2 million) were capitalized as components of the cost of acquisition or construction for qualifying assets.

Certain of the Group’s assets had been pledged as collateral to secure the Group’s borrowings and other payables. The net book value of the pledged assets amounts to US$ 218 millions, both as of December 31, 2024 and 2023. Those pledge assets were guarantying the IFC Loan, which was fully cancelled during 2024. The Group is in the process of releasing those mortgages. We have no other debt guaranteed with any other asset.

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)

13.    Right of use assets, net

    Changes in the Group’s right of use assets, net in 2024 and 2023 were as follows:

			Agricultural partnerships (*)						Others						Total
At January 1, 2023
Opening net book amount			333,562						26,619						360,181
Exchange differences			19,095						1,074						20,169
Additions and re-measurements			95,386						5,062						100,448
Depreciation			(63,195)						(10,890)						(74,085)
Closing net book amount			384,848						21,865						406,713
At December 31, 2024
Opening net book amount			384,848						21,865						406,713
Exchange differences			(71,415)						(1,571)						(72,986)
Additions and re-measurements			107,050						10,936						117,986
Depreciation			(67,803)						(10,064)						(77,867)
Closing net book amount			352,680						21,166						373,846

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

Depreciation charges are included in “Cost of production of Biological Assets,”“Cost of production of manufactured products,”“General and administrative expenses,”“Selling expenses” and capitalized in “Property, plant and equipment” for the year ended December 31, 2024, 2023 and 2022.

14.    Investment property

Changes in the Group’s investment property in 2024 and 2023 were as follows:

			2024						2023
Beginning of the year			33,364						33,330
Net (loss) / gain from fair value adjustment (Note 8)			(23,375)						10,620
Exchange difference			23,553						(10,586)
End of the year			33,542						33,364
Fair value			33,542						33,364
Net book amount			33,542						33,364

Investment properties are measured at fair value using a sales comparison approach prepared by an independent expert. Sale prices of comparable properties are adjusted considering the specific aspects of each property, the most relevant assumption being the price per hectare (Level 3). The increase/decrease in the fair value of investment property is recognized in the Statement of income under the line item “Other operating income, net”. The Group estimated that, other factors being constant, a 10% reduction on the sales price for the period ended December 31, 2024 and 2023 would have caused a reduction of US$3.4 million and US$3.3 million respectively in the value of the investment properties, which would impact the line item “Net gain from fair value adjustment”.

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.    Intangible assets, net

Changes in the Group’s intangible assets, net in 2024 and 2023 were as follows:

			Goodwill						Software						Trademarks						Others						Total
At January 1, 2023
Cost			18,544						17,255						11,848						1,279						48,926
Accumulated amortization			—						(9,513)						(2,747)						(546)						(12,806)
Net book amount			18,544						7,742						9,101						733						36,120
Year ended December 31, 2023
Opening net book amount			18,544						7,742						9,101						733						36,120
Exchange differences			(4,235)						(1,631)						(2,354)						58						(8,162)
Additions			—						1,284						—						7						1,291
Amortization charge (i)			—						(1,353)						(316)						(61)						(1,730)
Closing net book amount			14,309						6,042						6,431						737						27,519
At December 31, 2023
Cost			14,309						16,908						9,494						1,344						42,055
Accumulated amortization			—						(10,866)						(3,063)						(607)						(14,536)
Net book amount			14,309						6,042						6,431						737						27,519
Year ended December 31, 2024
Opening net book amount			14,309						6,042						6,431						737						27,519
Exchange differences			5,933						1,935						3,332						(159)						11,041
Additions			—						1,190						—						—						1,190
Disposal			—						(205)						—						—						(205)
Amortization charge (i)			—						(1,800)						(507)						(7)						(2,314)
Closing net book amount			20,242						7,162						9,256						571						37,231
At December 31, 2024
Cost			20,242						19,828						12,826						1,185						54,081
Accumulated amortization			—						(12,666)						(3,570)						(614)						(16,850)
Net book amount			20,242						7,162						9,256						571						37,231

(i)Amortization charges are included in “General and administrative expenses” and “Selling expenses” for the years ended December 31, 2024 and 2023, 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- 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)

16.    Biological assets

Changes in the Group’s biological assets in 2024 and 2023 were as follows:

			2024
			Crops (ii)						Rice (ii)						Dairy						Sugarcane (ii)						Total
Beginning of the year			55,545						32,843						23,191						116,458						228,037
Increase due to purchases			1,275						653						—						—						1,928
Initial recognition and changes in fair value of biological assets (i)			33,050						53,436						15,429						41,166						143,081
Decrease due to harvest / disposals			(220,801)						(151,317)						(107,878)						(205,967)						(685,963)
Costs incurred during the year			172,927						145,752						95,749						142,205						556,633
Exchange differences			37,367						20,731						16,373						(24,242)						50,229
End of the year			79,363						102,098						42,864						69,620						293,945

			2023
			Crops (ii)						Rice (ii)						Dairy												Sugarcane (ii)						Total
Beginning of the year			72,843						54,125						30,045												109,431						266,444
Increase due to purchases			369						142						—												—						511
Initial recognition and changes in fair value of biological assets (i)			(10,327)						(4,301)						8,050												94,436						87,858
Decrease due to harvest / disposals			(116,007)						(58,110)						(57,262)												(245,325)						(476,704)
Costs incurred during the year			130,965						57,990						51,901												146,592						387,448
Exchange differences			(22,298)						(17,003)						(9,543)												11,324						(37,520)
End of the year			55,545						32,843						23,191												116,458						228,037

(i) Biological asset with a production cycle of more than one year (that is dairy cattle) generated “Initial recognition and changes in fair value of biological assets” amounting to US$14,263 for the year ended December 31, 2024 (2023: US$15,795). In 2024, an amount of US$525 (2023: US$3,999) was attributable to price changes, and an amount of US$13,738 (2023: US$11,796) was attributable to physical changes.

(ii) Biological assets that are measured at fair value within level 3 of the hierarchy.

F- 48

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

16.    Biological assets (continued)

Cost of production for the year ended December 31, 2024:

			Crops						Rice						Dairy						Sugar, Ethanol and Energy						Total
Salaries, social security expenses and employee benefits			6,635						16,241						14,412						13,814						51,102
Depreciation and amortization			—						—						—						4,940						4,940
Depreciation of right of use assets			—						—						—						44,553						44,553
Fertilizers, agrochemicals and seeds			76,280						46,336						50						51,180						173,846
Fuel, lubricants and others			1,011						2,367						1,584						4,277						9,239
Maintenance and repairs			2,451						17,665						5,454						4,100						29,670
Freights			5,502						2,130						190						—						7,822
Contractors and services			30,196						46,830						—						11,580						88,606
Feeding expenses			410						157						45,112						—						45,679
Veterinary expenses			279						97						5,050						—						5,426
Energy power			68						5,681						2,230						—						7,979
Professional fees			662						399						257						354						1,672
Other taxes			909						91						246						48						1,294
Lease expense and similar arrangements (1)			46,886						5,262						2						5,374						57,524
Others			953						2,386						930						1,985						6,254
Subtotal			172,242						145,642						75,517						142,205						535,606
Own agricultural produce consumed			685						110						20,232						—						21,027
Total			172,927						145,752						95,749						142,205						556,633

(1) Correspond mainly to lease arrangement short term

F- 49

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

16.    Biological assets (continued)

Cost of production for the year ended December 31, 2023:

			Crops						Rice						Dairy												Sugar, Ethanol and Energy						Total
Salaries, social security expenses and employee benefits			3,572						10,333						7,280												13,553						34,738
Depreciation and amortization			—						—						—												5,192						5,192
Depreciation of right of use assets			—						—						—												56,256						56,256
Fertilizers, agrochemicals and seeds			63,742						17,333						—												49,125						130,200
Fuel, lubricants and others			860						979						903												3,924						6,666
Maintenance and repairs			1,958						6,351						3,175												3,494						14,978
Freights			1,534						473						109												—						2,116
Contractors and services			30,694						17,447						—												10,731						58,872
Feeding expenses			1,578						189						23,711												—						25,478
Veterinary expenses			126						65						2,334												—						2,525
Energy power			29						1,847						1,339												—						3,215
Professional fees			282						287						219												393						1,181
Other taxes			480						142						148												52						822
Lease expense and similar arrangements (1)			24,536						1,547						—												2,100						28,183
Others			867						925						487												1,772						4,051
Subtotal			130,258						57,918						39,705												146,592						374,473
Own agricultural produce consumed			707						72						12,196												—						12,975
Total			130,965						57,990						51,901												146,592						387,448

(1) Correspond mainly to lease arrangement of short term periods.

Biological assets in December 31, 2024 and 2023 were as follows:

			2024						2023
Non-current
Cattle for dairy production (i)			42,449						23,191
Breeding cattle (ii)			607						371
Other cattle (ii)			362						144
			43,418						23,706
Current
Breeding cattle (iii)			11,433						6,037
Other cattle (iii)			415						—
Sown land – crops (ii)			69,339						49,813
Sown land – rice (ii)			99,720						32,023
Sown land – sugarcane (ii) (iv)			69,620						116,458
			250,527						204,331
Total biological assets			293,945						228,037

(i)Classified as bearer and mature biological assets.

(ii)Classified as consumable and immature biological assets.

(iii)Classified as consumable and mature biological assets.

(iv)It includes US$6,254 and US$3,833 of crops planted in sugarcane farms.

F- 50

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

16.    Biological assets (continued)

The fair value less estimated point of sale costs of agricultural produce at the point of harvest amounted to US$578,085 for the year ended December 31, 2024 (2023: US$419,442).

The following table presents the Group’s biological assets that are measured at fair value at December 31, 2024 and 2023 (See Note 17 for a the description of each fair value level):

			2024																								2023
			Level 1						Level 2						Level 3						Total						Level 1						Level 2						Level 3						Total
Cattle for dairy production			—						42,449						—						42,449						—						23,191						—						23,191
Breeding cattle			12,040						—						—						12,040						6,408						—						—						6,408
Other cattle			—						777						—						777						—						144						—						144
Sown land – sugarcane			—						—						69,620						69,620						—						—						116,458						116,458
Sown land – crops			—						—						69,339						69,339						—						—						49,813						49,813
Sown land – rice			—						—						99,720						99,720						—						—						32,023						32,023

There were no transfers between any levels during the year.

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

Description

Unobservable inputs

Range of unobservable inputs

Relationship of unobservable inputs to fair value

2024

2023

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: 50-100 tonnes/ha -Sugarcane TRS: 120-140 kg of sugar/tonnes of cane -Maintenance costs: 550-850 US$/ha -Harvest costs: 7.0-13.0 US$/tonnes of cane -Leasing costs: 12.0-14.4 tonnes/ha-Discount rate: 13.61% in Brazilian real.

'-Sugarcane yield: 50-100 tonnes/ha - Sugarcane TRS: 120-140kg of sugar/tonnes of cane - Maintenance costs: 550-850 US$/ha - Harvest costs: 7.0-13.0 US$/ tonnes of cane - Leasing costs: 12.0-14.4 tonnes/ha-Discount rate: 14.44% in Brazilian real.

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 – US$ per hectare; Production Costs – US$ per hectare.

'- Crops yield: 0.60 – 7.0 tonnes/ha for Wheat, 0.4 – 13 tonnes/ha for Corn, 0.1 - 4900.0 tonnes/ha for Soybean, 0.5 - 2.8 for Sunflower and 0.9 - 6.3 tonnes/ha for Peanut - Commercial Costs: 9-57 US$/tonnes for Wheat, 11-63 US$/tonnes for Corn, 12-71 US$/tonnes for Soybean, 11-73 US$/tonnes for Sunflower and 19-70 US$/ha for Peanut - Production Costs: 187-1031 US$/ha for Wheat, 195-1616 US$/ha for Corn, 186-1054 US$/ha for Soybean, 291-1184 US$/ha for Sunflower and 750-2007 US$/ha for Peanut-Discount rate: 2% in US$.

'- Crops yield: 0.37 – 4.6 tonnes/ha for Wheat, 3.6 – 11  tonnes/ha for Corn, 0.9 - 3.7 tonnes/ha for Soybean, 0.8-2.2 for Sunflower and 2.4 - 3.6 tonnes/ha for Peanut - Commercial Costs: 14-39 US$/ha for Wheat, 16-65 US$/ha for Corn, 21-48 US$/ha for Soybean, 22-65 US$/ha for Sunflower and 25.0 - 56.0 US$/ha for Peanut - Production Costs: 143-823 US$/ha for Wheat, 231-1318 US$/ha for Corn, 193-776 US$/ha for Soybean, 215-1000 US$/ha for Sunflower and 861.0 - 1,866.0 US$/ha for Peanut-Discount rate: 6% in US$.

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 – US$ per hectare; Production Costs – US$ per hectare.

'-Rice yield: 4.9 -7.4 tonnes/ha -Commercial Costs: 18-53 US$/ha -Production Costs: 1275-2438 US$/ha-Discount rate: 2% in US$.

'-Rice yield: 4.7 -6.4 tonnes/ha -Commercial Costs: 11-35 US$/ha -Production Costs: 1033-3121 US$/ha-Discount rate: 6% in US$.

The higher the rice yield, the higher the fair value. The higher the commercial and direct costs per hectare, the lower the fair value.

F- 51

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

16.    Biological assets (continued)

As of December 31, 2024, the impact of a reasonable 10% increase / (decrease) in estimated costs, with all other variables held constant, would result in a decrease (increase) in the fair value of the Group’s biological asset less cost to sell of US$23.3 million for sugarcane, US$3.4 million for crops and US$6.5 million for rice.

As of December 31, 2023, the impact of a reasonable 10% increase / (decrease) in estimated costs, with all other variables held constant, would result in a decrease (increase) in the fair value of the Group’s biological asset less cost to sell of US$23.3 million for sugarcane, US$3.4 million for crops and US$6.5 million for rice.

“La Niña” weather event in 2023

“La Niña” is a weather phenomenon caused by the fluctuation of the ocean temperatures in the central and eastern equatorial Pacific due to changes in the atmosphere, which affects the climate of several regions worldwide. When the temperature of the ocean decreases by 0.5°C below the five-quarter average, a so called “La Niña” weather pattern begins. This whether phenomenon is characterized by below average precipitations during spring and summertime in South America. We have experienced this weather pattern in Argentina and Uruguay, where most of our Farming operations are based, throughout the last three consecutive years and it has extended its effects during 2023, resulting in a severe drought in almost all productive regions in Argentina and Uruguay. Our diversification in terms of geographic footprint and crops planted (soybean, peanut, corn, wheat, sunflower, among others), acts as a natural hedge against weather risk, and enables us to adopt defensive strategies such as delaying planting activities and switching between crops which are either more resilient to dry weather or have a later development stage. However, and despite our ability to partially mitigate this effect, during 2023, as a consequence of the La Niña weather event, yields of our different crops had a reduction ranging from 18% to 60%, depending on the crop, thus significantly affecting our results of operations for the year ended December 31,2023.

17.    Financial instruments by category

The Group classified its financial assets in the following categories:

(a) Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss are financial assets held for trading. A financial asset is classified in this category if acquired principally for the purpose of selling in the short-term. Derivatives are also categorized as held for trading unless they are designated as hedges. For all years presented, the Group’s financial assets at fair value through profit or loss comprise mainly short-term investment and derivative financial instruments.

(b) Financial assets at amortized cost

Financial assets at amortized cost, namely loans and receivables, are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Loans and receivables comprise “trade and other receivables” and “cash and cash equivalents” in the statement of financial position.

The following tables show the carrying amounts of financial assets and financial liabilities by category of financial instrument and reconciliation to the corresponding line item in the statements of financial position, as appropriate. Since the line items “Trade and other receivables, net” and “Trade and other payables” contain both financial instruments and non-financial assets or liabilities (such as other tax receivables or advance payments for services to be received in the future), the reconciliation is shown in the columns headed “Non-financial assets” and “Non-financial liabilities”.

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)

			Financial assets at amortized cost						Financial assets at fair value through profit or loss						Subtotal financial assets						Non- financial assets						Total
December 31, 2024
Assets as per statement of financial position
Trade and other receivables			102,619						—						102,619						149,247						251,866
Derivative financial instruments			—						9,596						9,596						—						9,596
Short term investment			—						46,097						46,097						—						46,097
Cash and cash equivalents			211,244						—						211,244						—						211,244
Total			313,863						55,693						369,556						149,247						518,803

			Financial liabilities at amortized cost						Liabilities at fair value through profit or loss						Subtotal financial liabilities						Non- financial liabilities						Total
Liabilities as per statement of financial position
Trade and other payables			174,863						—						174,863						32,811						207,674
Borrowings			779,556						—						779,556						—						779,556
Leases Liabilities			342,030						—						342,030						—						342,030
Derivative financial instruments			—						5,779						5,779						—						5,779
Total			1,296,449						5,779						1,302,228						32,811						1,335,039

			Financial assets at amortized cost						Financial assets at fair value through profit or loss						Subtotal financial assets						Non- financial assets						Total
December 31, 2023
Assets as per statement of financial position
Trade and other receivables			113,831						—						113,831						104,284						218,115
Derivative financial instruments			—						31,820						31,820						—						31,820
Short term investment			—						62,637						62,637						—						62,637
Cash and cash equivalents			339,781						—						339,781						—						339,781
Total			453,612						94,457						548,069						104,284						652,353

F- 53

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

17.    Financial instruments by category (continued)

			Financial liabilities at amortized cost						Liabilities at fair value through profit or loss						Subtotal financial liabilities						Non- financial liabilities						Total
Liabilities as per statement of financial position
Trade and other payables			163,481						1,400						164,881						26,857						191,738
Borrowings (i)			904,949						—						904,949						—						904,949
Leases Liabilities			378,510						—						378,510						—						378,510
Derivative financial instruments (i)			—						169						169						—						169
Total			1,446,940						1,569						1,448,509						26,857						1,475,366

(i) The Group formally documents and designates cash flow hedging relationships to hedge the foreign exchange rate risk of a portion of its highly probable future sales in U.S. Dollars using a portion of its borrowings denominated in U.S. Dollars, currency forwards and foreign currency floating-to-fixed interest rate swaps (See Note 2 for details).

Because of the short maturities of most trade accounts receivable and payable, other receivables and liabilities, and cash and cash equivalents, their carrying amounts at the closing date do not differ significantly from their respective fair values. The fair value of long-term borrowings is disclosed in Note 26.

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

			Financial asset / liabilities at amortized cost						Assets/ liabilities at fair value through profit or loss												Total
December 31, 2024
Interest income (i)			16,048						—												16,048
Interest expense (i)			(40,869)						—												(40,869)
Foreign exchange loss (i)			(37,569)						—												(37,569)
Gain from derivative financial instruments (ii)			—						1,246												1,246
Finance cost related to lease liabilities			(32,938)						—												(32,938)

			Financial assets / liabilities at amortized cost						Assets/ liabilities at fair value through profit or loss												Total
December 31, 2023
Interest income (i)			7,134						—												7,134
Interest expense (i)			(31,906)						—												(31,906)
Foreign exchange gains (i)			90,930						—												90,930
Gain from derivative financial instruments (ii)			—						10,414												10,414
Finance cost related to lease liabilities			(40,203)						—												(40,203)

(i)Included in “Financial Results, net” in the consolidated statement of income.

(ii)Included in “Other operating income, net” and “Financial Results, net” in the consolidated statement of income.

F- 54

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

17.    Financial instruments by category (continued)

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, 2024 and 2023, 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, 2024 and 2023 and their allocation to the fair value hierarchy:

									Level 1						Level 2						Total
Assets
Derivative financial instruments			2024						1,148						8,448						9,596
Short-term investment (1)			2024						46,097						—						46,097
Derivative financial instruments			2023						13,819						18,001						31,820
Short-term investment (2)			2023						62,637						—						62,637
Liabilities
Derivative financial instruments			2024						(2)						(5,777)						(5,779)
Derivative financial instruments			2023						(68)						(101)						(169)

(1) It includes US$ 1,474 of BOPREAL (Bonos para la Reconstrucción de una Argentina Libre) and US$ 44,623 of LECAPs (Letras del Tesoro Nacional Capitalizables en Pesos).

(2) US-Treasury Bills with maturity from the date of acquisition longer than 90 days used as collateral for short-term borrowings. As of December, 2023, US$ 59,475 of these US T-bills are used as collateral for short-term borrowings and are not available for use by other entities of the Group.

There were no transfers within level 1 and 2 during the years ended December 31, 2024 and 2023.

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:

F- 55

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

17.    Financial instruments by category (continued)

Class						Pricing Method						Parameters						Pricing Model						Level						2024						2023
Futures						Quoted price						—						—						1						852						8,657
Options/OTC						Quoted price						—						—						1						160						5,141
NDF						Quoted price						Foreign-exchange curve						Present value method						1						134						(47)
Interest-rate swaps						Theoretical price						Money market interest-rate curve						Present value method						2						2,671						17,900
Public securities						Quoted price						—						—						1						46,097						62,637

18.    Trade and other receivables, net

			2024						2023
Non-current
Advances to suppliers			3,316						3,266
Income tax credits			4,639						2,332
Non-income tax credits (i)			26,240						24,860
Judicial deposits			1,816						2,187
Receivable from disposal of subsidiary			—						3,899
Other receivables			2,499						2,516
Non-current portion			38,510						39,060
Current
Trade receivables			87,645						90,526
Less: Allowance for trade receivables			(1,114)						(2,888)
Trade receivables – net			86,531						87,638
Prepaid expenses			18,038						6,953
Advances to suppliers			35,996						42,808
Income tax credits			5,680						1,253
Non-income tax credits (i)			53,522						22,812
Receivable from disposal of subsidiary			2,900						3,971
Cash collateral			—						11
Other receivables			10,689						13,609
Subtotal			126,825						91,417
Current portion			213,356						179,055
Total trade and other receivables, net			251,866						218,115

(i) Includes US$307 (2023: US$293) reclassified from property, plant and equipment. It also includes US$16 million corresponding to tax credits resulting from a judicial decision regarding the exclusion of ICMS from the calculation base for PIS and COFINS.

F- 56

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

18.    Trade and other receivables, net (continued)

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

The carrying amounts of the Group’s trade and other receivables are denominated in the following currencies (expressed in U.S. Dollars):

			2024						2023
Currency
U.S. Dollar			84,477						88,811
Argentine Peso			70,837						24,304
Uruguayan Peso			2,478						6,570
Brazilian Reais			94,074						98,430
			251,866						218,115

As of December 31, 2024 trade receivables of US$29,123 (2023: US$22,989) were past due but not impaired. The aging analysis of these receivables indicates that US$289 and US$449 are over 6 months in December 31, 2024 and 2023, respectively.

For trade receivables, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables.

Delinquency in payments is an indicator that a receivable may be impaired. However, management considers all available evidence in determining when a receivable is impaired. Generally, trade receivables, which are more than 180 days past due are fully provided for. However, certain receivables 180+ days overdue are not provided for based on a case-by-case analysis of credit quality analysis. Furthermore, receivables, which are not 180+ days overdue, may be provided for if specific analysis indicates a potential impairment.

Movements on the Group’s allowance for trade receivables are as follows:

			2024						2023						2022
At January 1			2,888						4,266						3,023
Charge of the year			391						1,874						3,570
Unused amounts reversed			(892)						(1,371)						(661)
Used during the year			(1,129)						(173)						(100)
Exchange differences			(144)						(1,708)						(1,566)
At December 31			1,114						2,888						4,266

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, 2024, approximately 89% (2023: 70%) of the outstanding unimpaired trade receivables (neither past due not impaired) relate to sales to 13 well-known multinational companies with good credit quality standing, including but not limited to Camara de comercializacion de energia electrica, Central Energica Vicentica LTDA, Syngenta AGRO S.A., YPF S.A., Bunge Argentina S.A., among others. Most of these entities or their parent companies are externally credit-rated. The Group reviews these external ratings from credit agencies.

F- 57

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

18.    Trade and other receivables, net (continued)

The remaining percentage as of December 31, 2024 and 2023 of the outstanding unimpaired trade receivables (neither past due nor impaired) relate to sales to a dispersed large quantity of customers for which external credit ratings may not be available. However, the total base of customers without an external credit rating is relatively stable.

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

19.    Inventories

			2024						2023
Raw materials			101,510						76,440
Finished goods (Note 5)			188,154						179,611
			289,664						256,051

20.    Cash and cash equivalents

			2024						2023
Cash at bank and on hand			137,294						179,068
Short-term bank deposits			73,950						160,713
			211,244						339,781

21.    Acquisitions and disposals

Disposals

In April 2024, the Company sold “La Pecuaria” farm, a 3,177 hectares farm located in Uruguay for an aggregate amount of US$ 20.7 million, collected in full at closing. This transaction resulted in a pre-tax gain of US$ 6.1 million included in the line item “Other operating income” in the statement of income for year ended December 31, 2024. Also, an amount of US$ 6.9 million was reclassified to retained earnings out of the revaluation surplus reserve.

In September 2023, the Company sold “El Meridiano” farm, a 6,302 hectares farm located in the Province of Buenos Aires, Argentina for an aggregate amount of US$ 48 million, collected in full. This transaction resulted in a pre-tax gain of US$6.3 million included in the line item “Other operating income / (expense), net”. Also, an amount of US$ 13.1 million was reclassified to retained earnings out of the revaluation surplus reserve.

The Group did not complete any disposals during the years ended December 31, 2022.

Acquisitions

2024 and 2023 Acquisition Activity

The Group did not complete any acquisitions during the year ended December 31, 2024 and 2023.

2022 Acquisition Activity

During the year ended December 31, 2022, we completed one business combination, as follows:

Acquisition of subsidiaries of Viterra Group in Argentina and Uruguay

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

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)

The terms and conditions of the agreement contemplate the payment, subject to adjustments, of a purchase price of approximately US$ 17.8 million payable in three annual installments and the assumption of the existing financial debt for an amount of US$ 17.9 million. As of December 31, 2024, all installments have been cancelled.

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

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

The following table summarizes the purchase price:

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

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

During 2024, all installments were cancelled.

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

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

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

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

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)

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, 2022			122,382						1,034,633
Reduction of issued share capital of the company			(11,000)						(16,500)
Employee share options exercised (Note 23) (1)			—						2,432
Restricted shares granted and units vested (Note 23)			—						4,647
Purchase of own shares			—						(29,970)
Dividends paid to shareholders			—						(35,000)
At December 31, 2022			111,382						960,242
Employee share options exercised (Note 23) (1)			—						236
Restricted shares granted and units vested (Note 23)			—						7,528
Purchase of own shares			—						(22,123)
Dividends paid to shareholders			—						(35,000)
At December 31, 2023			111,382						910,883
Employee share options exercised (Note 23) (1)									115
Restricted shares granted (Note 23)									7,540
Purchase of own shares									(57,066)
Dividends provided for and paid to mayor shareholders			—						(35,000)
At December 31, 2024			111,382						826,472

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

Decision of the Extraordinary General Shareholders’ meeting

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

Share Repurchase Program

On September 24, 2013, the Board of Directors of the Company has authorized a share repurchase program for up to 5% of its outstanding shares. The repurchase program has commenced on September 24, 2013 and is reviewed by the Board of Directors after each 12-month period. On December 11, 2024, the Board of Directors approved the renewal of the program, and also its extension for an additional twelve-month period, ending December 31, 2025.

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, 2024, the Company repurchased 31,241,925 shares under this program, of which 9,067,146 have been applied to some exercise of the Company’s stock option plan and restricted stock units and the grant of restricted shares.

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)

22.    Shareholders' contributions (continued)

In 2024, 2023 and 2022 the Company repurchased shares for an amount of US$66.9 million; US$26.2 million and US$36.8 million respectively.

As of December 31, 2024 the company held 11,328,038 own shares, representing 10,2% of its issued capital stock. The Board of Directors intends to propose a reduction of capital through the cancellation of shares, with the objective of reducing the balance to below ten percent.

Dividend distribution

On April 17, 2024 the general meeting of the shareholders of the Company resolved the payment of an annual dividend of $35 million to be paid to outstanding shares in two installments. The first payment of the year 2024, of US$17.5 million (0.1682 per share) was made on May 29, 2024 and the second installment was made in November 27, 2024 (0.1740 per share).

On April 19, 2023 the general meeting of the shareholders of the Company resolved the payment of an annual dividend of $35 million to be paid to outstanding shares in two installments. The first payment of the year 2023, of US$ 17.5 million (0.1626 per share) was made on May 24, 2023 and the second installment was made in November 24, 2023 (0.1649 per share).

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

Interim Dividend Proposal

On March 11, 2025 the Company’s Board of Directors approved the distribution of an interim dividend of US$17.5 million, to be paid in May of 2025. These Consolidated Financial Statements do not reflect this dividend payable.

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)

23.    Equity-settled share-based payments

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

(a)Option Schemes

The fair value of the options under the Option Schemes was measured at the date of grant using the Black-Scholes valuation technique.

As of the date of these financial statements all options has already been vested and expensed.

The Adecoagro/ IFH 2004 Stock Incentive Option Plan was effectively established in 2004 and is administered by the Compensation Committee of the Company. Options are exercisable over a ten-year period. The 2004 Plan was amended to extend the term to the 20th anniversary of its adoption.

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:

			2024												2023												2022
			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						1,284						6.66						1,321						6.66						1,634
Exercised			6.83						(14)						5.83						(37)						6.77						(313)
At December 31			6.66						1,270						6.66						1,284						6.66						1,321

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):									2024						2023						2022
May 1, 2034			5.83						400						400						400
May 1, 2035			5.83						358						363						369
January 1, 2036			5.83						90						94						124
February 16, 2036			7.11						84						84						84
October 1, 2036			8.62						338						343						344

(i) On August 2023, the Board of Directors decided to extend the expired date of the Plan.

F- 62

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

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

(b)Restricted Share Plan

The Restricted Share and Restricted Stock Unit Plan was effectively established in 2010 and amended in November 2011. It is administered by the Compensation Committee of the Company. Restricted shares or units under these Plan vest over a 3-year period from the date of grant at 33% on each anniversary of the grant date. Participants are entitled to receive one common share of the Company for each restricted share or restricted unit granted. There are no performance requirements for the delivery of common shares, except that a participant’s employment with the Group must not have been terminated prior to the relevant vesting date. If the participant ceases to be an employee for any reason, any unvested restricted share or unit shall not be converted into common shares. The maximum number of ordinary shares with respect to which awards may be made under the Plan is 9,228,795, of which 7,322,787 have already been vested. The maximum numbers of ordinary shares are revised annually.

At December 31, 2024, the Group recognized compensation expense US$6.8 million related to the restricted stock units granted under the Restricted Share Plan (2023: US$8.6 million and 2022: US$10.9 million).

 .

The restricted shares under the Restricted Share Plan were measured at fair value at the date of grant.

Key grant-date fair value and other assumptions under the Restricted Share Plan are detailed below:

Grant Date			Apr 1, 2022						May 15, 2022						Mar 17, 2023						April 20, 2023						March 15, 2024						April 19, 2024
Fair value			10.87						12.60						7.44						8.12						10.07						10.90

Movements in the number of restricted shares outstanding under the Restricted Share Plan are as follows: 

			Restricted shares (thousand)
			2024						2023						2022
At January 1			1,789						2,301						1,766
Granted (1)			604						549						1,406
Forfeited			(22)						(26)						(43)
Vested			(971)						(1,035)						(828)
At December 31			1,400						1,789						2,301

(1) Approved by the Board of Directors of March 12, 2024 and the Shareholders Meeting of April 17, 2024.

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$23,302 as of December 31, 2024 (2023: US$26,124) 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, 2024, but the Company has distributable reserves in excess of US$754,009.

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)

24.    Legal and other reserves (continued)

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

25.    Trade and other payables

			2024						2023
Non-current
Trade payables			384						514
Other payables			383						494
			767						1,008
Current
Trade payables			173,157						140,949
Advances from customers			22,609						16,351
Taxes payable			9,499						9,482
Dividends to be paid			703						1,024
Payable from acquisition of subsidiary (Note 21)			—						13,404
Other payables			939						9,520
			206,907						190,730
Total trade and other payables			207,674						191,738

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

26.    Borrowings

			2024						2023
Non-current
Senior Notes			414,638						498,347
Bank borrowings			265,367						199,496
			680,005						697,843
Current
Senior Notes			6,858						8,250
Bank overdrafts			—						4,386
Bank borrowings			92,693						194,470
			99,551						207,106
Total borrowings			779,556						904,949

As of December 31, 2024, total bank borrowings include collateralized liabilities of US$3,842 (2023: US$77,055). These loans are mainly collateralized by property, plant and equipment, sugarcane plantations, sugar export contracts, shares of certain subsidiaries of the Group and U.S. Treasury Bills.

Notes 2027

On September 21, 2017, the Company issued senior notes (the “Notes”) for a total amount of US$500 million, at an annual fixed rate of 6%. The Notes will mature on September 21, 2027. Interest on the Notes are payable semi-annually in arrears on March 21 and September 21 of each year. The total proceeds net of expenses was US$495.2 million.

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)

26.    Borrowings (continued)

The Notes are fully and unconditionally guaranteed on a senior unsecured basis by certain of our current and future subsidiaries. As of December 31, 2024, Adeco Agropecuaria S.A., Adecoagro Brasil Participações S.A., Adecoagro Vale do Ivinhema S.A., Pilagá S.A. and Usina Monte Alegre Ltda. are the only Subsidiary Guarantors.

The Notes contain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions. As of December 31, 2024 and 2023 the Group was in compliance with these financial covenants.

On July 22, 2024, the Company announced a cash tender offer for up to US$100.0 million of the Notes due 2027. As of the closing date of the Tender (August 19, 2024) US$84.36 million in aggregate principal amount of Notes had been validly tendered by Holders and fully cancelled. The total consideration, including the Early Tender Premium, was US$ 980 for each US$1,000 principal amount of Notes.

Debt maturity breakdown

The maturity of the Group's borrowings and the Group's exposure to fixed and variable interest rates is as follows:

			2024						2023
Fixed rate:
Less than 1 year			69,178						117,105
Between 1 and 2 years			55,952						6,010
Between 2 and 3 years			414,994						5,508
Between 3 and 4 years			356						498,347
Between 4 and 5 years			356						—
More than 5 years			35,936						—
			576,772						626,970
Variable rate:
Less than 1 year			30,373						90,001
Between 1 and 2 years			83,142						37,712
Between 2 and 3 years			46,593						91,878
Between 3 and 4 years			2,932						56,605
Between 4 and 5 years			441						1,783
More than 5 years			39,303						—
			202,784						277,979
			779,556						904,949

Borrowings incurred by the Group’s subsidiaries in Brazil are repayable at various dates between January 2025 and November 2040 and bear either fixed interest rates ranging from 5.64% to 12.65% per annum or variable rates based on base-rates plus spreads ranging from 4.42% to 13.83% per annum.

Borrowings incurred by the Group’s subsidiaries in Argentina are repayable at various dates between March 2025 and December 2028 and bear either no interest rate or variable rates based on specific base-rates plus spreads of 3.1% for those borrowings denominated in U.S. Dollar, and a fixed interest rates ranging from 43.0% to 45% per annum for those borrowings denominated in Argentine pesos.

F- 65

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

26.    Borrowings (continued)

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

2024

2023

(In millions)

Millions of Brazilian Real

Millions of equivalent Dollars

Millions of equivalent Dollars

Certificados Recebíveis do Agronegócio (CRA) (2)

December, 2019

R$

400.0

R$

400.0

64.6

82.6

November-27

3.80% + IPCA

Debênture (1)

December, 2020

R$

400.0

R$

400.0

64.6

82.6

December-26

4.24% + IPCA

Certificados Recebíveis do Agronegócio (CRA) (2)

July, 2024

R$

400.0

R$

400.0

64.6

—

Jul-31 / Jul-34

IPCA + 6,8% / 12,65%

(1) Collateralized by long term power purchase agreement (PPA).  

(2) This debt was issued with no guarantee.

The Debenture contains certain customary financial covenants and restrictions which require the Brazilian subsidiaries to meet pre-defined financial ratios, among other restrictions, as well as restrictions on the payment of dividends. These financial ratios are measured considering the statutory financial statements of the Brazilian Subsidiaries.

As of December 31, 2024 and 2023 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

2024

2023

(In millions)

(In millions)

(In millions)

IFC (1)

June, 2020

US$20.0

—

16.33

June, 2028

4% plus SOFR

Rabobank

June, 2024

US$13.6

13.60

—

December, 2028

3,1% + SOFR

(1) During 2024, the Group settled the outstanding amount of US$16.4 million under the loan agreement entered into with the International Finance Corporation (IFC).

The above mentioned loans contain certain customary financial covenants which require us to meet pre-defined financial ratios. These financial ratios are measured considering the statutory financial statements of the Argentinian Subsidiaries.

As of December 31, 2024 and 2023 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 significantly differ from their fair value. The fair value (level 2) of the notes as of December 31, 2024 and 2023 equals US$403.6 million and US$485.3 million, 97.24% and 97.06% of the nominal amount, respectively.

The breakdown of the Group’s borrowing by currency is included in Note 2 - Interest rate risk.

F- 66

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

26.    Borrowings (continued)

Evolution of the Group's borrowings as December 31, 2024 and 2023 is as follow:

			2024						2023
Amount at the beginning of the year			904,949						1,007,752
Proceeds from long term borrowings			126,757						7,739
Payments of long term borrowings			(105,749)						(24,105)
Proceeds from short term borrowings			169,901						448,532
Payments of short term borrowings			(239,947)						(420,276)
Payments of interest (1)			(741)						(43,457)
Accrued interest			23,489						33,495
Exchange differences, inflation and translation, net			(99,800)						(105,465)
Others			697						734
Amount at the end of the year			779,556						904,949

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

27.     Lease liabilities

			2024						2023
Lease liabilities
Non-current			287,679						325,569
Current			54,351						52,941
			342,030						378,510

The maturity of the Group’s lease liabilities is as follows:

			2024						2023
Less than 1 year			54,351						52,941
Between 1 and 2 years			65,697						66,474
Between 2 and 3 years			51,325						61,398
Between 3 and 4 years			43,571						47,677
Between 4 and 5 years			35,764						39,254
More than 5 years			91,322						110,766
			342,030						378,510

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)

27.    Lease liabilities (continued)

Changes in the Group’s lease liabilities, net in 2024 and 2023 were as follows:

			Agricultural "partnerships"						Others						Total
Amount at the beginning of the year 2023			312,066						25,914						337,980
Exchange differences			17,062						1,151						18,213
Additions and re-measurement			95,386						5,061						100,447
Payments			(104,261)						(14,072)						(118,333)
Finance cost related to lease liabilities			36,906						3,297						40,203
Closing net book amount			357,159						21,351						378,510
Amount at the beginning of the year 2024			357,159						21,351						378,510
Exchange differences			(87,462)						(1,464)						(88,926)
Additions and re-measurement			107,050						10,936						117,986
Payments			(86,276)						(12,202)						(98,478)
Finance cost related to lease liabilities			30,137						2,801						32,938
Closing net book amount			320,608						21,422						342,030

28.    Payroll and social security liabilities

			2024						2023
Non-current
Social security payable			1,454						1,570
			1,454						1,570
Current
Salaries payable			4,077						4,498
Social security payable			4,821						4,062
Provision for vacations			13,314						12,783
Provision for bonuses			10,523						16,014
			32,735						37,357
Total payroll and social security liabilities			34,189						38,927

29.    Provisions for other liabilities

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

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)

29.    Provisions for other liabilities (continued)

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, 2023			3,029						406						3,435
Additions			2,522						34						2,556
Used during year			(1,558)						(379)						(1,937)
Exchange differences			(426)						(29)						(455)
At December 31, 2023			3,567						32						3,599
Additions			1,327						674						2,001
Used during year			(1,945)						(34)						(1,979)
Exchange differences			124						7						131
At December 31, 2024			3,073						679						3,752

Analysis of total provisions:

			2024						2023
Non current			2,244						2,871
Current			1,508						728
			3,752						3,599

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$64 million and US$75.6 million as of December 31, 2024 and 2023, respectively. These amounts refers to a claim of the tax authorities in Brazil of the exclusion of the calculation base of Income Tax of the accelerated depreciation of rural activity as provided for in article 6 of Provisional Measure 2,159-70 / 01 and in Article 325 of the Income Tax Regulation / 18.

F- 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)

30.    Group companies

The following table details the subsidiaries that comprised the Group as of December 31, 2024 and 2023:

															2024						2023
			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						99.98		%				99.98		%
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						—						—
Compañía Agroforestal S.M.S.A.			(a)						Argentina						—						—
Energía Agro S.A.U.			(a)						Argentina						—						—
L3N S.A.			(d)						Argentina						—						—
Girasoles del Plata S.A.			(a)						Argentina						—						—
Molinos Libres S.A.U.			(a)						Argentina						—						—
Adeco Agropecuaria Brasil Ltda.			(b)						Brazil						—						—
Adecoagro Vale do Ivinhema S.A. ("AVI")			(b)						Brazil						—						—
Usina Monte Alegre Ltda. ("UMA")			(b)						Brazil						—						—
Adecoagro Biogas LTDA. (ex Adecoagro GD LTDA.)			(b)						Brazil						—						—
Monte Alegre Combustiveis Ltda.			(b)						Brazil						—						—
Adecoagro Energia Ltda.			(b)						Brazil						—						—
Adecoagro Agricultura e Participação Ltda.			(b)						Brazil						—						—
Methanum Engenharia Ambiental Ltda.			(b)						Brazil						85		%				85		%
Angelica Energia Ltda.			(b)						Brazil						—						—
Ivinhema Energia Ltda.			(b)						Brazil						—						—
Kelizer S.A.			(a)						Uruguay						—						—
Adecoagro Uruguay S.A.			(a)						Uruguay						—						—
Arroz del Plata S.A.			(a)						Uruguay						—						—
Paso Dragón S.A.			(a)						Uruguay						—						—
Adecoagro Chile S.P.A			(a)						Chile						—						—
Holdings companies:
Adecoagro Brasil Participações S.A.			—						Brazil						—						—
Adecoagro LP S.C.S.			—						Luxembourg						—						—
Adecoagro GP S.a.r.l.			—						Luxembourg						—						—
Ladelux S.A.			—						Uruguay						—						—
Spain Holding Companies			(c)						Spain						—						—

(a) Mainly crops, rice, cattle and others.

(b) Mainly sugarcane, ethanol and energy.

(c) Comprised by (1) wholly owned subsidiaries: Kadesh Hispania S.L.U.; Leterton España S.L.U.; Global Asterion S.L.U.; Global Acasto S.L.U.; Global Laertes S.L.U.; Global Pindaro S.L.U.; Global Pileo S.L.U.; Peak Texas S.L.U.; Global Neimoidia S.L.U. and 51% controlled subsidiaries; Global Acamante S.L.U.; Global Carelio S.L.U.; Global Calidon S.L.U.; Global Mirabilis S.L.U. Global Anceo S.L.U.Global Hisingen S.L.U.

(d) Mainly dairy.

F- 70

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

30.    Group companies (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.

31.    Related-party transactions

The following is a summary of the balances and transactions with related parties:

Related party						Relationship						Description of transaction						Loss included in the statement of income																		Balance receivable (payable)/(equity)
																		2024						2023						2022						2024						2023
Management and selected employees						Employment						Compensation selected employees						(7,515)						(8,218)						(11,497)						(17,409)						(18,781)

32.    Material accounting estimates and judgments

Critical accounting policies are those that are most important to the portrayal of the Group’s financial condition, results of operations and cash flows, and require management to make difficult, subjective or complex judgments and estimates about matters that are inherently uncertain. Management bases its estimates on historical experience and other assumptions that it believes are reasonable. The Group’s critical accounting policies are discussed below.

Actual results could differ from estimates used in employing the critical accounting policies and these could have a material impact on the Group’s results of operations. The Group also has other policies that are considered key accounting policies, such as the policy for revenue recognition. However, these other policies, which are discussed in the notes to the Group’s financial statements, do not meet the definition of critical accounting estimates, because they do not generally require estimates to be made or judgments that are difficult or subjective.

(a) Impairment of non-financial assets

At the date of each statement of financial position, the Group reviews the carrying amounts of its property, plant and equipment and finite lived intangible assets to determine whether there is any indication that those assets could have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. Where the asset does not generate cash flows that are independently 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.

Net assets

The carrying amount of the net assets of the Company as of December 31, 2024 was USD 1.4 billions, which exceeds the Market Capitalization as of that date. This situation could mean that there is an impairment indicator as referred in IAS 36. The Company also considered the unsolicited non-binding proposal made by Tether described in Note 34. A calculation of the value in use of net assets of the Company was made, through a discounted cash flow projections of the two major lines of business, Farming and Sugar, Ethanol and Energy, based on financial forecast approved by the management covering a five-year period. The Company reached to the conclusion that no impairment should be recognized given the value in use of the Company determined is higher that its net assets book value as of December 31, 2024.

The key assumptions used by management in the value-in-use calculations which are considered to be most sensitive to the calculation are the followings.

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.    Material accounting estimates and judgments (continued)

Key Assumptions						December 31, 2024
Perpetuity growth rate						2%
Discount rate						10%
Projected operating income						Business/segment key assumption

Crops												Dairy
Main assumptions						2025						Main assumptions						2025
Area ('000 Has.) (1)						224						Milking cows ('000 Heads)						14.484
Soy yield (tons/hect) (2)						2.5						Cow productivity (lt/head/day)						37.8
Corn yield (tons/hect)						6.4						Processed milk ('000 lt/day)						1.159
Peanut yield (tons/hect)						3.4						International milk powder price ($/ton)						3.803
Soy FAS average price ($/ton)						300
Wheat price ($/ton)						215
Peanut planted Area (000 Has)						25.4
Rice												Sugar, Ethanol & Energy
Main assumptions						2025						Main assumptions						2025
Area ('000 Has.)						62.8						Milling (MM Tons)						13.1
Rice yield (tons/hect)						6.7						TRS (Kg/Ton)						130.2
Domestic white rice price ($/ton)						777						Sugar #11 price (cents/lb)						18.7
Production cost (usd/ha)						1.583						Energy efficiency (KWH/ton)						60
Rough rice production ('000)						418						Ethanol mix (%)						0.5
Rice export price ($/ton - FOB)						636						Yield. Ton/ha						78.5

(1) Planted area expressed as calendar year. Includes summer crops from the 2024/25 harvest season and winter crops from the upcoming 2025/26 campaign.

(2) Includes soybean 1st crop and 2nd crop.

(3) Expected yield for wheat for the 2025/26 campaign.

(4) Physical yield

As of December 31, 2024, the impact of a reasonable 10% decrease in the growth rate, or a 10% decrease in sugar price, or a 10% increase in the cost of capital with all other variables held constant, would result that the value in use would reduce in 3%; 12% and 11%, respectively, which in all cases is still above the net assets book value.

We believe we have made reasonable estimates and utilized appropriate assumptions in the performance of our value in use calculation. If future results are not consistent with our assumptions and estimates, including future events such as significant increases in discount rates, significant reduction of yields due to climate or crops diseases, or a significant increase in costs, we could be exposed to impairment charges in the future. Any resulting impairment loss could have a material adverse impact on our consolidated statements of financial position, consolidated statements of income and consolidated statements of cash flows.

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.    Material accounting estimates and judgments (continued)

Goodwill

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

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

Each farmland in Argentina and Uruguay represents one CGU. For its properties in Brazil, management identified a farmland together with its related mill as separate CGUs. Most of the farmlands in Argentina and Uruguay are treated as single CGUs.

    Based on these criteria, management identified a total amount of 29 CGUs as of September 30, 2024 and 30 CGUs as of September 30, 2023.

As of September 30, 2024 and 2023, due to the fact that there were no impairment indicators, the Group only tested those CGUs with allocated goodwill in Argentina and Brazil.

    CGUs tested based on a fair-value-less-costs-to-sell model at September 30, 2024 and 2023:     

    As of September 30, 2024, the Group identified 6 CGUs in Argentina (2023: 6 CGUs) to be tested based on this model (all CGUs with allocated goodwill). Estimating the fair value less costs-to-sell is based on the best information available, and refers to the amount at which the CGU could be bought or sold in a current transaction between willing parties. Management may be assisted by the work of external advisors. When using this model, the Group applies the “sales comparison approach” as its method of valuing most properties, which relies on results of sales of similar agricultural properties to estimate the value of the CGU. This approach is based on the theory that the fair value of a property is directly related to the selling prices of similar properties.

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

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

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

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

    The following table shows only the 6 CGUs (2023: 6 CGUs) where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each one:

F- 73

Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

32.    Material accounting estimates and judgments (continued)

CGU / Operating segment / Country						September 30, 2024						September 30, 2023
La Carolina / Crops / Argentina						314						281
El Orden / Crops / Argentina						301						271
La Guarida / Crops / Argentina						2,923						2,623
Los Guayacanes / Crops / Argentina						3,573						3,206
Doña Marina / Rice / Argentina						6,220						5,582
El Colorado / Crops / Argentina						3,124						2,804
Closing net book value of goodwill allocated to CGUs tested (Note 15)						16,455						14,767
Closing net book value of PPE items and other assets allocated to CGUs tested						143,202						143,976
Total assets allocated to CGUs tested						159,657						158,743

Based on the testing above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2024 and 2023.

CGUs tested based on a value-in-use model at September 30, 2024 and 2023:

As of September 30, 2024, the Group identified 2 CGUs (2022: 2 CGUs) in Brazil to be tested based on this model (all CGUs with allocated goodwill). The determination of the value-in-use calculation required the use of significant estimates and assumptions related to management’s cash flow projections In performing the value-in-use calculation, the Group applied pre-tax rates to discount the future pre-tax cash flows. In each case, these key assumptions have been made by management reflecting past experience and are consistent with relevant external sources of information, such as appropriate market data. In calculating value-in-use, management may be assisted by the work of external advisors.

The key assumptions used by management in the value-in-use calculations which are considered to be most sensitive to the calculation are

Key Assumptions

September 30, 2024

September 30, 2023

Financial projections

Covers 5 years for UMA (*)

Covers 5 years for UMA (*)

Covers 5 years for AVI (**)

Covers 5 years for AVI (**)

Yield average growth rates

0-2%

0-2%

Future pricing increases

0.46% per annum

0.46% per annum

Future cost decrease

0.96% per annum

0.96% per annum

Discount rates

5.0%

5.2%

Perpetuity growth rate

1%

1%

(*) UMA stands for Usina Monte Alegre LTDA.

    (**) AVI stands for Adecoagro Vale Do Ivinhema S.A.

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

The following table shows only the 2 CGUs where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each one:

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

32.    Material accounting estimates and judgments (continued)

CGU/ Operating segment						September 30, 2024						September 30, 2023
AVI / Sugar, Ethanol and Energy						2,915						2,937
UMA / Sugar, Ethanol and Energy						1,093						1,102
Closing net book value of goodwill allocated to CGUs tested (Note 15)						4,008						4,039
Closing net book value of PPE items allocated to CGUs tested						599,509						600,764
Total assets allocated to 2 CGUs tested						603,517						604,803

Based on the testing above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2024 and 2023.

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

The Group’s goodwill and property, plant and equipment balances allocated to the cash generating units with allocated goodwill in Argentina were US$ 16.7 million and US$ 143.2 million, respectively, and goodwill and property, plant and equipment allocated to the cash generating units with allocated goodwill in Brazil were US$ 3.5 million and U$S 542.3 million, respectively as of December 31, 2024.

(b) Biological assets

The nature of the Group’s biological assets and the basis of determination of their fair value are explained under Note 33.11. The discounted cash flow model requires the input of highly subjective assumptions including observable and unobservable data. Generally the estimation of the fair value of biological assets is based on models or inputs that are not observable in the market and the use of such unobservable inputs is significant to the overall valuation of the assets. These inputs are determined based on the best information available, for example by reference to historical information of past practices and results, statistical and agronomic information, and other analytical techniques. The discounted cash flow model includes significant assumptions relating to the cash flow projections including future market prices, estimated yields at the point of harvest, estimated production cycle, future costs of harvesting and other costs, and estimated discount rate.

Market prices are generally determined by reference to observable data in the principal market for the agricultural produce. Harvesting costs and other costs are estimated based on historical and statistical data. Yields are estimated based on several factors including the location of the farmland and soil type, environmental conditions, infrastructure and other restrictions and growth at the time of measurement. Yields are subject to a high degree of uncertainty and may be affected by several factors out of the Group’s control including but not limited to extreme or unusual weather conditions, plagues and other crop diseases, among other factors.

The significant assumptions discussed above are highly sensitive. Reasonable shifts in assumptions including but not limited to increases or decreases in prices, costs and discount factors used would result in a significant increase or decrease to the fair value of biological assets. In addition, cash flows are projected over a number of years and based on estimated production. Estimates of production in themselves are dependent on various assumptions, in addition to those described above, including but not limited to several factors such as location, environmental conditions and other restrictions. Changes in these estimates could materially impact on estimated production, and could therefore affect estimates of future cash flows used in the assessment of fair value (see Note 16).

(c) Income taxes

The Group is subject to income taxes in numerous jurisdictions. Significant judgment is required in determining the worldwide provision for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain. The Group recognizes liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

32.    Material accounting estimates and judgments (continued)

due. Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred income tax assets and liabilities in the period in which such determination is made.

Deferred tax assets are reviewed each reporting date and reduced to the extent that it is no longer probable that sufficient taxable income will be available to allow all or part of the asset to be settled. Deferred tax assets and liabilities are not discounted. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment (see Note 10).

(d) Fair value for farmlands and investment property

Property, plant and equipment

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

Investment property

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

(e) Purchase price allocation

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

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

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.    Summary of material accounting policies

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

Financial reporting in a hyperinflation economy

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

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

Since 2018, when cumulative inflation rate in three years exceeded the 100% threshold, Argentina’s operations are considered to be under hyperinflationary economy for accounting purposes under the terms of IAS 29 and since then, it has been applied IAS 29 in the financial reporting of its subsidiaries and associates with Argentine peso as functional currency.

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

The inflation adjustment on the years 2024, 2023 and 2022 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 2.178; 3.114 and 1.9479, respectively.

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

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

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

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

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

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

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

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.    Summary of material accounting policies (continued)

The Consolidated Financial Statements of the Group have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB) and the Interpretations of the International Financial Reporting Interpretations Committee (IFRIC). All IFRS Accounting Standards as 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, harvested agricultural produced at the point of harvest (except for milk and rice) and farmlands measured at fair value.

The preparation of Consolidated Financial Statements in conformity with IFRS Accounting Standards as issued by the IASB 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.

Accounting standards and IFRIC interpretations newly applicable for 31 December 2024 year ends adopted by the Company.

Amendment to IAS 1 - Non-current liabilities with covenants

These amendments clarify how conditions which an entity must comply within twelve months after the reporting period affect the classification of a liability. The amendments also aim to improve information an entity provides related to liabilities subject to these amendments. The amendment did not have any impact to the Company.

Amendment to IFRS 16 - Leases on sale and leaseback

These amendments include requirements for sale and leaseback transactions in IFRS 16. The amendment did not have any impact to the Company.

Amendment to IAS 7 and IFRS 7 - Supplier finance

These amendments require disclosures to enhance the transparency of supplier finance arrangements and their effects on an entity’s liabilities, cash flows and exposure to liquidity risk. The amendment did not have any impact to the Company.

New IFRS accounting standards effective after January 1st 2025 and not early adopted by the Company

Amendments to IAS 21 - Lack of Exchangeability

An entity is impacted by the amendments when it has a transaction or an operation in a foreign currency that is not exchangeable into another currency at a measurement date for specified purpose. The Company estimate that it will have no material impact.This amendment will be enforceable from January 1, 2025.

Amendment to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments

These amendments:

•clarify the requirements for the timing of recognition and derecognition of some financial assets and liabilities, with anew exception for some financial liabilities settled through an electronic cash transfer system.

•make updates to the disclosures for equity instruments designated at Fair Value through Other Comprehensive Income (FVOCI).

The Company is assessing any possible effect, if any.

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.1    Basis of preparation and presentation

IFRS 19, ‘Subsidiaries without Public Accountability: Disclosures’

This new standard works alongside other IFRS Accounting Standards. An eligible subsidiary applies the requirements in other IFRS Accounting Standards except for the disclosure requirements and instead applies the reduced disclosure requirements in IFRS 19. IFRS 18 will apply for reporting periods beginning on or after January 1, 2027. Earlier application is permitted.

IFRS 18, ‘Presentation and Disclosure in Financial Statements’

In particular, although IFRS 18 will replace IAS 1, many of the other existing principles in IAS 1 are retained, with limited changes. The key new concepts introduced in IFRS 18 relate to the structure of the statement of profit or loss, required disclosures in the financial statements for certain profit or loss performance measures that are reported outside an entity’s financial statements (that is, management-defined performance measures); and enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes in general. IFRS 18 will not impact the recognition or measurement of items in the financial statements, but it might change what an entity reports as its ‘operating profit or loss’. IFRS 18 will apply for reporting periods beginning on or after January 1, 2027 and also applies to comparative information. The Group is assessing any possible impact on the adoption of this standard.

33.2    Scope of consolidation

The Consolidated Financial Statements include the results of the Company and all of its subsidiaries from the date that control commences to the date that control ceases. They also include the Group’s share of the net income of its jointly-controlled entities on an equity-accounted basis from the point at which joint control commences, to the date that it ceases.

(a) Subsidiaries

Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date that control commences and deconsolidated from the date that control ceases.

The Group uses the acquisition method of accounting to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.

The Group recognizes any non-controlling interest in the acquiree on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets.

The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the identifiable net assets acquired is recorded as goodwill. The excess of consideration over the fair value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If the consideration is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the statement of income under the line item “Bargain purchase gain on acquisition”.

Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

(b) Disposal of subsidiaries

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.2    Scope of consolidation (continued)

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

33.3    Segment reporting

According to IFRS 8, operating segments are identified based on the ‘management approach’. This approach stipulates external segment reporting based on the Group’s internal organizational and management structure and on internal financial reporting to the chief operating decision maker (the Management Committee in the case of the Company).

33.4    Foreign currency translation

(a) Functional and presentation currency

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The Consolidated Financial Statements are presented in US dollars, which is the Group’s presentation currency.

Argentine currency status

Between September 2019 and December 13, 2023, the Argentine government imposed significant restrictions on foreign exchange transactions. Although after a new administration took office in Argentina in December 2023 certain restrictions were eased and other changes to such regulations are expected, at the date of these Consolidated Financial Statements the application of existing foreign exchange regulations remains uncertain and the scope and timing of upcoming changes remain unknown. The main currently applicable measures are described below:

• Access to the Argentine foreign exchange market (“MULC”) to pay for imports of services rendered by related and non-related parties (including royalties) on or before December 12, 2023, is subject to Argentine Central Bank approval. Currently, these approvals are rarely, if ever, granted. Access to the MULC to pay for imports of services that were rendered or accrued as from December 13, 2023, does not require government approval, but payment is deferred 30 calendar days as from the date of supply or accrual of the service (if the service was rendered by a non-related party) or 180 calendar days (if rendered by a related party).

• In the context of high, but decelerating, inflation during 2024, restrictions of access to the MULC to pay for imports of goods remain, but have been gradually made more flexible. The price for imports with customs clearance on or after October 21, 2024, may be paid in full as from on the 30thday from the date of customs clearance. In addition, the price for imports with customs clearance between August 1 and October 20, 2024, may be paid in two equal installments on the 30th and 60th day from the date of customs clearance, and the price for imports with customs clearance between December 13, 2023, and July 31, 2024, may be paid in four equal installments payable on the 30th, 60th, 90th and 120th day from the date of customs clearance. Access to the MULC to pay for imports that obtained customs clearance on or before December 12, 2023, continues to require Argentine Central Bank approval.

(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

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.4    Foreign currency translation (continued)

denominated in foreign currencies are recognized in the statement of income, in the line Item “Finance income” or “Finance cost,”as appropriate.

(c) Group companies

The results and financial position of Group entities (except those that has the currency of a hyper-inflationary economy - Argentine subsidiaries) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

•assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;

•income and expenses for each statement of income are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and

•all resulting exchange differences are recognized as a separate component of equity.

When a foreign operation is sold, exchange differences that were recorded in equity are recognized in the statement of income as part of the gain or loss on sale.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.

33.5    Property, plant and equipment

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

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

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

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

33.6    Investment property

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

33.7    Leases

Leases are recognized as a right-of-use asset and corresponding liability at the date of which the leased asset is available for use by the group. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of

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

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.7 Leases (continued)

the liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.

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

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

Accounting as lessee

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

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

•The value of the initial measurement of the lease liability;

•Any lease payments made at or before the commencement date, less any lease incentives; and

•Any initial direct costs incurred by the lessee; and

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

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

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

•Variable lease payments that depend on an index or rate, initially measured using the index or rate as of the commencement date;

•Amounts expected to be payable by the lessee under residual value guarantees;

•The exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and

•Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease;

•Fixed payments, less any lease incentives receivable;

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

•Increasing the carrying amount to reflect interest on the lease liability;

•Reducing the carrying amount to reflect lease payments made; and

•Re-measuring the carrying amount to reflect any reassessment or lease modifications.

    The above mentioned inputs for the valuation of the right of use assets and lease liabilities including the determination of the contracts within the scope of the standard, the contract term ant interest rate used in the discounted cash flow involved a high degree of management’s estimations.

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.8    Goodwill

Goodwill represents future economic benefits arising from assets that are not capable of being individually identified and separately recognized by the Group on an acquisition. Goodwill on acquisition is initially measured at cost. being the excess of the consideration over the fair value of the Group’s share of net assets of the acquired subsidiary undertaking at the acquisition date. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. It is allocated to those cash generating units expected to benefit from the acquisition for the purpose of impairment testing. Goodwill ais included within “Intangible assets” on the statement of financial position. Goodwill arising on the acquisition of foreign entities is treated as an asset of the foreign entity denominated in the local currency and translated at the closing rate.

Goodwill is not amortized but tested for impairment on an annual basis, or more frequently if there is an indication of impairment (see Note 33 (a)). Gains and losses on the disposal of a Group entity include any goodwill relating to the entity sold (see Note 33.10). 

33.9    Other intangible assets

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

33.10 Impairment of assets

Goodwill

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

Property, plant and equipment and finite lived intangible assets

At each statement of financial position date, the Group reviews the carrying amounts of its property, plant and equipment, other intangible assets which have finite lives to determine whether a there is any indication that those assets may have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset through the calculation of the fair value, or the value in use, 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.

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.10    Impairment of assets (continued)

Net assets

At each statement of financial position date, the Group reviews the carrying amounts of its net assets, to determine whether there is any indication that those assets may be impaired. If any such indication exists, such as when the carrying value of the net assets is higher than the market capitalization of the Company, the recoverable amount of the net assets is estimated using of the value in use, in order to determine if there is a potential impairment. In determining the value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

33.11    Biological assets

Biological assets comprise growing crops (mainly corn, wheat, soybeans, sunflower peanuts and rice), sugarcane 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.

Therefore, the fair value of biological assets is generally derived from the expected discounted cash flows of the related agricultural produce. The fair value of the agricultural produce at the point of harvest is generally derived from market determined prices.

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

•Growing crops including rice:

Growing crops, for which biological growth is not significant, are measured at cost, which approximates fair value. Expenditure on growing crops includes land preparation expenses and other direct expenses incurred during the sowing period including labor, seedlings, agrochemicals and fertilizers among others.

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

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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)

Otherwise, biological assets are measured at fair value less estimated point-of-sale costs at initial recognition and at any subsequent period. Point-of-sale costs include all costs that would be necessary to sell the assets

The fair value of growing crops including rice is measured based on a formula, which takes into consideration the estimate of crop yields, estimated market prices and costs, and discount rates. Estimated yields are determined based on several factors including location of farmland, environmental conditions and other restrictions and growth at the time of measurement. Yields are multiplied by sown hectares to determine the estimated tons of crops including rice to be obtained. The tons are then multiplied by a net cash flow determined at the future crop prices less the direct costs to be incurred. This amount is discounted at a discount rate, which reflects current market assessments of the assets involved and the time value of money.

•Growing herd and cattle:

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

•Sugarcane:

Sugarcane planting costs form part of Property plant and equipment. The agricultural produce growing on sugarcane is classified as biological assets and are measured at fair value less cost to sell. The fair value of agricultural produce growing on sugarcane depends on the variety, location and maturity of the plantation.

Agricultural produce growing in the Sugarcane, for which biological growth is not significant, is valued at cost, which approximates fair value. Expenditure on the agricultural produce growing in the sugarcane consists mainly of labor, agrochemicals and fertilizers among others. When it has attained significant biological growth, it is measured at fair value through a discounted cash flow model. Estimated revenues are based on estimated yearly production volume (which will be destined to sugar, ethanol, energy and raw cane production) and the price is calculated as the average of daily prices for sugar future contracts (Sugar #11 ICE-NY contracts) for a six months period. Projected costs include maintenance and land leasing among others. These estimates are discounted at an appropriate discount rate.

33.12    Inventories

Inventories comprise of raw materials, finished goods (including harvested agricultural produce and manufactured goods) and others.

Harvested agricultural produce (except for rice and milk) are measured at net realizable value until the point of sale because there is an active market in the produce, there is a negligible risk that the produce will not be sold and there is a well-established practice in the industry carrying the inventories at net realizable value. Changes in net realizable value are recognized in the statement of income in the period in which they arise under the line item “Changes in net realizable value of agricultural produce after harvest”.

All other inventories (including rice and milk) are measured at the lower of cost and net realizable value. Cost is determined using the weighted average method.

33.13    Financial assets

Financial assets are classified in the following categories: at fair value through profit or loss and at amortized cost, namely loans and receivables. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition (see Note 17).

(a) Recognition and measurement

Regular purchases and sales of financial assets are recognized on the trade-date – the date on which the Group commits to purchase or sell the asset. Financial assets not carried at fair value through profit or loss are initially recognized at

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.13    Financial assets (continued)

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.

Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value. Commodity future contract fair values are computed with reference to quoted market prices on future exchanges markets. The fair values of commodity options are calculated using year-end market rates together with common option pricing models. The fair value of interest rate swaps has been calculated using a discounted cash flow analysis.

The Group manages exposures to financial and commodity risks using hedging instruments that provide the appropriate economic outcome. The principal hedging instruments used may include commodity future contracts, put and call options, foreign exchange forward contracts and interest rate swaps. The Group does not use derivative financial instruments for speculative purposes.

The Group’s policy is to apply hedge accounting to hedging relationships where it is both permissible under IFRS 9, practical to do so and its application reduces volatility, but transactions that may be effective hedges in economic terms may not always qualify for hedge accounting under IFRS 9. Any derivatives that the Group holds to hedge these exposures are classified as “held for trading” and are shown in a separate line on the face of the statement of financial position. The method of recognizing gains or losses on derivatives depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. Gains and losses on commodity derivatives are classified within “Other operating income, net”. Gains and losses on interest rate and foreign exchange rate derivatives are classified within ‘Financial results, net’. The Group designates certain derivatives as hedges of the foreign currency risk associated with highly probable forecast transactions (cash flow hedge).

The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the instruments that are used in hedging transactions are highly effective in offsetting changes in fair value or cash flows of hedged items.

Cash flow hedge

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.14    Derivative financial instruments and hedging activities

The effective portion of the gain or loss on the instruments that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in the statement of income within "Finance income” or “Finance cost,”as appropriate.

Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss. The gain or loss relating to the effective portion is recognized in the statement of income within "Finance income” or “Finance cost”, as appropriate.

When a hedging instrument expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the statement of income. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to the statement of income.

33.15    Trade and other receivables and trade and other payables

Trade receivables are recognized initially at fair value and subsequently measured at amortized cost using the effective interest method. In the case of receivables, less allowance for trade receivables.

The group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due.

33.16    Short-term investment

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

33.17    Cash and cash equivalents

Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of three months or less. In the statements of cash flows, interest paid is presented within financing cash flows and interest received is presented within investing activities.

33.18    Borrowings

Borrowings are initially recognized at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortized cost using the effective interest method. Borrowing costs are capitalized during the period of time that is required to complete and prepare the asset for its intended use.

33.19    Provisions

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

33.20    Onerous contracts

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

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.21    Current and deferred income tax

The Group’s tax benefit or expense for each year comprises the charge for current tax payable and deferred taxation attributable to the Group’s operating subsidiaries. Tax is recognized in the statement of income, except to the extent that it relates to items recognized directly in equity. In this case, the tax is also recognized in equity.

The current income tax charge is calculated on the basis of the tax laws enacted at the date of the statement of financial position in the countries where the Group’s subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and considers whether it is probable that a taxation authority will accept an uncertain tax treatment. The Group measures its tax balances either based on the most likely amount or the expected value, depending on which method provides a better prediction of the resolution of the uncertainty. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

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

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

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

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

33.22    Revenue Recognition

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

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

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

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

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.22    Revenue Recognition (continued)

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

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

The Group is a party to a 25-year power agreement for the sale of electricity which expires in 2042. The delivery period starts in April and ends in November of each year. The Group is also a party to a 15-year power agreement which delivery period starts in March and ends in December of each year, this agreement will expire in 2025. Prices under all the agreements are adjusted annually for inflation. Revenue related to the sale of electricity under this agreement is recorded based upon output delivered.

33.23    Farmlands sales

The Group’s strategy is to profit from land appreciation value generated through the transformation of its productive capabilities. Therefore, the Group may seek to realize value from the sale of farmland assets and businesses.

Farmland sales are not recognized until (i) the sale is completed, (ii) the Group has determined that it is probable the buyer will pay, (iii) the amount of revenue can be measured reliably, and (iv) the Group has transferred to the buyer the risk of ownership, and does not have a continuing involvement. Gains from “farmland sales” are included in the statement of income under the line item “Other operating income, net”.

33.24    Assets held for sale and discontinued operations

When the Group intends to dispose of, or classify as held for sale, a business component that represents a separate major line of business or geographical area of operations, or a subsidiary acquired exclusively with a view to resale, it classifies such operations as discontinued. The post tax profit or loss of the discontinued operations is shown as a single amount on the face of the statement of income, separate from the other results of the Group. Assets and liabilities classified as held for sale are measured at the lower of carrying value and fair value less costs to sell.

Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a disposal rather than through continuing use. This condition is regarded as met only when management is committed to the sale (disposal), the sale (disposal) is highly probable and expected to be completed within one year from classification and the asset is available for immediate sale (disposal) in its present condition. The statements of income for the comparative periods are represented to show the discontinued operations separate from the continuing operations.

33.25    Earnings per share

Basic earnings per share is calculated by dividing the net income for the year attributable to equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted net earnings per share is computed by dividing the net income for the period by the weighted average number of ordinary shares outstanding, and when dilutive, adjusted for the effect of all potentially dilutive shares, including share options, on an as-if converted basis.

33.26    Equity-settled share-based payments

The Group issues equity settled share-based payments to certain directors, senior management and employees. Options under the awards were measured at fair value at the date of grant. An expense is recognized to spread the fair value of each award over the vesting period on a straight-line basis, after allowing for an estimate of the awards that will eventually vest. The estimate of the level of vesting is reviewed at least annually, with any impact on the cumulative charge being recognized immediately.

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Adecoagro S.A.

Notes to the Consolidated Financial Statements (Continued)

(All amounts in US$ thousands, except shares and per share data and as otherwise indicated)

33.27    Research and development

Research phase expenditure is expensed as incurred. Development expenditure is capitalized as an internally generated intangible asset only if it meets strict criteria, relating in particular to technical feasibility and generation of future economic benefits. Research expenses have been immaterial to date. The Group has not capitalized any development expenses to date.

34.    Subsequent events

Unsolicited non-binding proposal from Tether Investments S.A. de C.V.

On February 18, 2025, the Company announced that its Board of Directors received an unsolicited non-binding proposal from Tether Investments S.A. de C.V. (“Tether”) on February 14, 2025, to acquire outstanding Common Shares of the Company at a price of $12.41 per Common Share through a tender offer that would result in Tether collectively holding 51% of the outstanding Common Shares of the Company. On February 25, 2025, the Company published a press release in which addressed that it is engaging in discussions with Tether on the proposal received on February 14, 2025. The Company has entered an Exclusivity Letter to facilitate further negotiations with Tether. At the date of these Consolidated Financial Statement, the negotiations are still in progress.

Loans to related parties

During February 2025, Adeco Agropecuaria S.A., a wholly owned subsidiary, grant a loan to senior management of the company for a total amount of up to USD 20 million for a period of one year and with a 2.17% annual interest rate. Under this line of credit, on February 24, 2025, an amount of USD 15.9 million has been disbursed. This credit line is guaranteed by the shares of the company Río Porá S.A. Adeco Agropecuaria has a lease agreement of a farm signed with Río Porá.

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