UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the month of March, 2015
Commission File Number 001-35052
Adecoagro S.A.
(Translation of registrant’s name
into English)
13-15 Avenue de la Liberté
L-1931 Luxembourg
R.C.S. Luxembourg B 153 681
(Address of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form
40-F ¨
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Indicate by check mark whether the registrant
by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule
12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No
x
If “Yes” is marked, indicate
below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .
AUDITED CONSOLIDATED FINANCIAL STATEMENTS
AS OF DECEMBER 31, 2014 AND 2013 AND
FOR THE YEARS ENDED DECEMBER 31, 2014, 2013
AND 2012
Adecoagro S.A. (the “Company”
or “Adecoagro”) is filing this report on Form 6-K for the purpose of providing a copy of the Company’s audited
consolidated financial statements as of December 31, 2014 and 2013 and for the years ended December 31, 2014, 2013 and
2012 (the “Consolidated Financial Statements”). This Form 6-K is incorporated by reference into the Company’s
Registration Statement on Form F-3 filed on December 6, 2013 (File No. 333-191325) (the “Registration Statement”).
The Consolidated Financial Statements are presented in U.S. Dollars and prepared in accordance with International Financial Reporting
Standards.
The attachment contains forward-looking
statements. The registrant desires to qualify for the “safe-harbor” provisions of the Private Securities Litigation
Reform Act of 1995, and consequently is hereby filing cautionary statements identifying important factors that could cause the
registrant’s actual results to differ materially from those set forth in the attachment.
The registrant’s forward-looking
statements are based on the registrant’s current expectations, assumptions, estimates and projections about the registrant
and its industry. These forward-looking statements can be identified by words or phrases such as “anticipate,” “believe,”
“continue,” “estimate,” “expect,” “intend,” “is/are likely to,” “may,”
“plan,” “should,” “would,” or other similar expressions.
The forward-looking statements included
in the attached relate to, among others: (i) the registrant’s business prospects and future results of operations; (ii) weather
and other natural phenomena; (iii) developments in, or changes to, the laws, regulations and governmental policies governing
the registrant’s business, including limitations on ownership of farmland by foreign entities in certain jurisdictions in
which the registrant operate, environmental laws and regulations; (iv) the implementation of the registrant’s business
strategy, including its development of the Ivinhema mill and other current projects; (v) the registrant’s plans relating
to acquisitions, joint ventures, strategic alliances or divestitures; (vi) the implementation of the registrant’s financing
strategy and capital expenditure plan; (vii) the maintenance of the registrant’s relationships with customers; (viii) the
competitive nature of the industries in which the registrant operates; (ix) the cost and availability of financing; (x) future
demand for the commodities the registrant produces; (xi) international prices for commodities; (xii) the condition of
the registrant’s land holdings; (xiii) the development of the logistics and infrastructure for transportation of the
registrant’s products in the countries where it operates; (xiv) the performance of the South American and world economies;
and (xv) the relative value of the Brazilian Real, the Argentine Peso, and the Uruguayan Peso compared to other currencies;
as well as other risks included in the registrant’s other filings and submissions with the United States Securities and Exchange
Commission.
These forward-looking statements involve
various risks and uncertainties. Although the registrant believes that its expectations expressed in these forward-looking statements
are reasonable, its expectations may turn out to be incorrect. The registrant’s actual results could be materially different
from its expectations. In light of the risks and uncertainties described above, the estimates and forward-looking statements discussed
in the attached might not occur, and the registrant’s future results and its performance may differ materially from those
expressed in these forward-looking statements due to, inclusive, but not limited to, the factors mentioned above. Because of these
uncertainties, you should not make any investment decision based on these estimates and forward-looking statements.
The forward-looking statements made in
the attached relate only to events or information as of the date on which the statements are made in the attached. The registrant
undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date on which the
statements are made or to reflect the occurrence of unanticipated events.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
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Adecoagro S.A. |
|
|
|
|
By |
|
/s/ Carlos A. Boero
Hughes |
|
Name: |
|
Carlos A. Boero Hughes |
|
Title: |
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Chief Financial Officer and |
|
|
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Chief Accounting Officer |
Date: March 20, 2015
Exhibit 99.1
Adecoagro
S.A.
Consolidated
Financial Statements as of December 31, 2014 and 2013 and for the years ended
December
31, 2014, 2013 and 2012
Report of Independent Registered
Public Accounting Firm
To the Shareholders of
Adecoagro S.A.
We have audited the accompanying consolidated
statements of financial position of Adecoagro S.A. and its subsidiaries as of December 31, 2014 and 2013, and the related consolidated
statements of income and comprehensive income, of changes in shareholders’ equity and of cash flows for each of the three
years in the period ended December 31, 2014. These financial statements are the responsibility of the Company’s management.
Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted
our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial
statements referred to above present fairly, in all material respects, the financial position of Adecoagro S.A. and its subsidiaries
at December 31, 2014 and 2013, and the results of their operations and their cash flows for each of the three years in the period
ended December 31, 2014, in conformity with International Financial Reporting Standards as issued by the International Accounting
Standards Board.
Buenos Aires, Argentina
March 17, 2015
PRICE WATERHOUSE & CO. S.R.L.
by /s/ Marcelo de
Nicola
Marcelo de Nicola
Partner
Legal
information
Denomination: Adecoagro S.A.
Legal address: Vertigo Naos Building, 6, Rue Eugène
Ruppert, L-2453, Luxembourg
Company activity: Agricultural and agro-industrial
Date of registration: June 11, 2010
Expiration of company charter: No term defined
Number of register (RCS Luxembourg): B153.681
Capital stock: 122,381,815 common shares (of which 1,892,671
are treasury shares)
Majority shareholder:
Quantum Partners LP
Legal address:
1300 Thames St. 5th FL, Baltimore MD 21231-3495, United States of America
Parent company activity: Investing
Capital stock: 25,910,004 common shares
Adecoagro
S.A.
Consolidated Statements of
Financial Position
as of December 31, 2014 and
2013
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| |
Note | |
2014 | |
2013 |
ASSETS | |
| | | |
| | | |
| | |
Non-Current Assets | |
| | | |
| | | |
| | |
Property, plant and equipment, net | |
| 6 | | |
| 776,905 | | |
| 790,520 | |
Investment property | |
| 7 | | |
| 6,675 | | |
| 10,147 | |
Intangible assets, net | |
| 8 | | |
| 23,778 | | |
| 27,341 | |
Biological assets | |
| 9 | | |
| 286,044 | | |
| 225,203 | |
Investments in joint ventures | |
| 10 | | |
| 2,752 | | |
| 3,179 | |
Deferred income tax assets | |
| 22 | | |
| 45,597 | | |
| 48,368 | |
Trade and other receivables, net | |
| 13 | | |
| 50,590 | | |
| 53,252 | |
Other assets | |
| | | |
| 587 | | |
| 707 | |
Total Non-Current Assets | |
| | | |
| 1,192,928 | | |
| 1,158,717 | |
Current Assets | |
| | | |
| | | |
| | |
Biological assets | |
| 9 | | |
| 55,188 | | |
| 66,941 | |
Inventories | |
| 14 | | |
| 104,919 | | |
| 108,389 | |
Trade and other receivables, net | |
| 13 | | |
| 164,526 | | |
| 141,180 | |
Derivative financial instruments | |
| 12 | | |
| 7,966 | | |
| 4,102 | |
Cash and cash equivalents | |
| 15 | | |
| 113,795 | | |
| 232,147 | |
Total Current Assets | |
| | | |
| 446,394 | | |
| 552,759 | |
TOTAL ASSETS | |
| | | |
| 1,639,322 | | |
| 1,711,476 | |
SHAREHOLDERS EQUITY | |
| | | |
| | | |
| | |
Capital and reserves attributable to equity holders of the parent | |
| | | |
| | | |
| | |
Share capital | |
| 17 | | |
| 183,573 | | |
| 183,573 | |
Share premium | |
| 17 | | |
| 933,044 | | |
| 939,072 | |
Cumulative translation adjustment | |
| | | |
| (395,804 | ) | |
| (311,807 | ) |
Equity-settled compensation | |
| | | |
| 16,735 | | |
| 17,352 | |
Cash flow hedge | |
| | | |
| (43,064 | ) | |
| (15,782 | ) |
Other reserves | |
| | | |
| — | | |
| (161 | ) |
Treasury shares | |
| | | |
| (2,840 | ) | |
| (961 | ) |
Reserve from the sale of non-controlling interests in subsidiaries | |
| | | |
| 25,508 | | |
| — | |
Retained earnings | |
| | | |
| 45,644 | | |
| 43,018 | |
Equity attributable to equity holders of the parent | |
| | | |
| 762,796 | | |
| 854,304 | |
Non-controlling interest | |
| | | |
| 7,589 | | |
| 45 | |
TOTAL SHAREHOLDERS EQUITY | |
| | | |
| 770,385 | | |
| 854,349 | |
LIABILITIES | |
| | | |
| | | |
| | |
Non-Current Liabilities | |
| | | |
| | | |
| | |
Trade and other payables | |
| 20 | | |
| 2,391 | | |
| 2,951 | |
Borrowings | |
| 21 | | |
| 491,324 | | |
| 512,164 | |
Deferred income tax liabilities | |
| 22 | | |
| 39,635 | | |
| 57,623 | |
Payroll and social liabilities | |
| 23 | | |
| 1,278 | | |
| 1,458 | |
Derivatives financial instruments | |
| | | |
| 39 | | |
| — | |
Provisions for other liabilities | |
| 24 | | |
| 2,013 | | |
| 2,293 | |
Total Non-Current Liabilities | |
| | | |
| 536,680 | | |
| 576,489 | |
Current Liabilities | |
| | | |
| | | |
| | |
Trade and other payables | |
| 20 | | |
| 83,100 | | |
| 92,965 | |
Current income tax liabilities | |
| | | |
| 76 | | |
| 310 | |
Payroll and social liabilities | |
| 23 | | |
| 27,315 | | |
| 26,139 | |
Borrowings | |
| 21 | | |
| 207,182 | | |
| 147,967 | |
Derivative financial instruments | |
| 12 | | |
| 13,860 | | |
| 12,600 | |
Provisions for other liabilities | |
| 24 | | |
| 724 | | |
| 657 | |
Total Current Liabilities | |
| | | |
| 332,257 | | |
| 280,638 | |
TOTAL LIABILITIES | |
| | | |
| 868,937 | | |
| 857,127 | |
TOTAL SHAREHOLDERS EQUITY AND LIABILITIES | |
| | | |
| 1,639,322 | | |
| 1,711,476 | |
The accompanying notes are an integral part
of these consolidated financial statements.
Adecoagro
S.A.
Consolidated Statements of Income
for the years ended December 31, 2014,
2013 and 2012
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| |
Note | |
2014 | |
2013 | |
2012 |
Sales of manufactured products and services rendered | |
| 25 | | |
| 513,127 | | |
| 425,307 | | |
| 379,526 | |
Cost of manufactured products sold and services rendered | |
| 26 | | |
| (335,442 | ) | |
| (272,261 | ) | |
| (263,978 | ) |
Gross Profit from Manufacturing Activities | |
| | | |
| 177,685 | | |
| 153,046 | | |
| 115,548 | |
Sales of agricultural produce and biological assets | |
| 25 | | |
| 209,839 | | |
| 219,317 | | |
| 225,174 | |
Cost of agricultural produce sold and direct agricultural selling expenses | |
| 26 | | |
| (209,839 | ) | |
| (219,317 | ) | |
| (225,174 | ) |
Initial recognition and changes in fair value of biological assets and agricultural produce | |
| | | |
| 27,145 | | |
| (39,123 | ) | |
| 16,643 | |
Changes in net realizable value of agricultural produce after harvest | |
| | | |
| 3,401 | | |
| 12,875 | | |
| 16,004 | |
Gross Profit / (Loss) from Agricultural Activities | |
| | | |
| 30,546 | | |
| (26,248 | ) | |
| 32,647 | |
Margin on Manufacturing and Agricultural Activities Before Operating Expenses | |
| | | |
| 208,231 | | |
| 126,798 | | |
| 148,195 | |
General and administrative expenses | |
| 26 | | |
| (52,695 | ) | |
| (53,352 | ) | |
| (57,691 | ) |
Selling expenses | |
| 26 | | |
| (78,864 | ) | |
| (68,069 | ) | |
| (58,602 | ) |
Other operating income, net | |
| 28 | | |
| 11,977 | | |
| 49,650 | | |
| 31,097 | |
Share of loss of joint venture | |
| 10 | | |
| (924 | ) | |
| (219 | ) | |
| — | |
Profit from Operations Before Financing and Taxation | |
| | | |
| 87,725 | | |
| 54,808 | | |
| 62,999 | |
Finance income | |
| 29 | | |
| 7,291 | | |
| 7,234 | | |
| 11,538 | |
Finance costs | |
| 29 | | |
| (86,472 | ) | |
| (98,916 | ) | |
| (66,654 | ) |
Financial results, net | |
| 29 | | |
| (79,181 | ) | |
| (91,682 | ) | |
| (55,116 | ) |
Profit / (Loss) Before Income Tax | |
| | | |
| 8,544 | | |
| (36,874 | ) | |
| 7,883 | |
Income tax benefit / (expense) | |
| 22 | | |
| (6,106 | ) | |
| 9,277 | | |
| 5,436 | |
Profit / (Loss) for the Year from Continuing Operations | |
| | | |
| 2,438 | | |
| (27,597 | ) | |
| 13,319 | |
Profit / (Loss) for the Year from discontinued operations | |
| | | |
| — | | |
| 1,767 | | |
| (4,040 | ) |
Profit / (Loss) for the Year | |
| | | |
| 2,438 | | |
| (25,830 | ) | |
| 9,279 | |
| |
| | | |
| | | |
| | | |
| | |
Attributable to: | |
| | | |
| | | |
| | | |
| | |
Equity holders of the parent | |
| | | |
| 2,518 | | |
| (25,828 | ) | |
| 9,397 | |
Non-controlling interest | |
| | | |
| (80 | ) | |
| (2 | ) | |
| (118 | ) |
| |
| | | |
| | | |
| | | |
| | |
Earnings / (Loss) per share from continuing and discontinued operations attributable to the equity holders of the parent during the year: | |
| | | |
| | | |
| | | |
| | |
Basic earnings per share | |
| 30 | | |
| | | |
| | | |
| | |
From continuing operations | |
| | | |
| 0.021 | | |
| (0.226 | ) | |
| 0.111 | |
From discontinued operations | |
| | | |
| — | | |
| 0.014 | | |
| (0.034 | ) |
Diluted earnings per share | |
| 30 | | |
| | | |
| | | |
| | |
From continuing operations | |
| | | |
| 0.021 | | |
| (0.226 | ) | |
| 0.111 | |
From discontinued operations | |
| | | |
| — | | |
| 0.014 | | |
| (0.034 | ) |
The accompanying notes are an integral part
of these consolidated financial statements.
Adecoagro
S.A.
Consolidated Statements of Comprehensive
Income
for the years ended December
31, 2014, 2013 and 2012
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| |
2014 | |
2013 | |
2012 |
Profit / (Loss) for the year | |
| 2,438 | | |
| (25,830 | ) | |
| 9,279 | |
Other comprehensive income: | |
| | | |
| | | |
| | |
- Items that may be reclassified subsequently to profit or loss: | |
| | | |
| | | |
| | |
Exchange differences on translating foreign operations | |
| (100,203 | ) | |
| (129,575 | ) | |
| (80,755 | ) |
Cash flow hedge | |
| (27,287 | ) | |
| (15,787 | ) | |
| — | |
Other comprehensive (loss) for the year | |
| (127,490 | ) | |
| (145,362 | ) | |
| (80,755 | ) |
Total comprehensive (loss) for the year | |
| (125,052 | ) | |
| (171,192 | ) | |
| (71,476 | ) |
| |
| | | |
| | | |
| | |
Attributable to: | |
| | | |
| | | |
| | |
Equity holders of the parent | |
| (124,586 | ) | |
| (171,172 | ) | |
| (70,792 | ) |
Non-controlling interest | |
| (466 | ) | |
| (20 | ) | |
| (684 | ) |
| |
| | | |
| | | |
| | |
Total comprehensive income attributable to owners of the parent arising from: | |
| | | |
| | | |
| | |
Continuing operations | |
| (124,586 | ) | |
| (172,939 | ) | |
| (66,701 | ) |
Discontinued operations | |
| — | | |
| 1,767 | | |
| (4,091 | ) |
The accompanying notes are an integral part
of these consolidated financial statements.
Adecoagro
S.A.
Consolidated Statements of Changes in
Shareholders’ Equity
for the years ended December
31, 2014, 2013 and 2012
(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 17) | |
Share
Premium (Note 17) | |
Cumulative
Translation
Adjustment | |
Equity-settled
Compensation | |
Other
reserves | |
Treasury
shares (Note 18) | |
Retained
Earnings | |
Subtotal | |
Non-
controlling
Interest | |
Total
Shareholders’
Equity |
Balance at December 31, 2011 | |
| 180,800 | | |
| 926,005 | | |
| (99,202 | ) | |
| 15,306 | | |
| (526 | ) | |
| (4 | ) | |
| 57,497 | | |
| 1,079,876 | | |
| 14,993 | | |
| 1,094,869 | |
Profit for the year | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 9,397 | | |
| 9,397 | | |
| (118 | ) | |
| 9,279 | |
Other comprehensive income: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Items that may be reclassified subsequently to profit or loss: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange differences on translating foreign operations | |
| — | | |
| — | | |
| (80,189 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (80,189 | ) | |
| (566 | ) | |
| (80,755 | ) |
Total comprehensive loss for the year | |
| — | | |
| — | | |
| (80,189 | ) | |
| — | | |
| — | | |
| — | | |
| 9,397 | | |
| (70,792 | ) | |
| (684 | ) | |
| (71,476 | ) |
Employee share options (Note 18): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Value of employee services | |
| — | | |
| — | | |
| — | | |
| 265 | | |
| — | | |
| — | | |
| — | | |
| 265 | | |
| 2 | | |
| 267 | |
- Exercised | |
| 49 | | |
| 263 | | |
| — | | |
| (93) | | |
| — | | |
| — | | |
| — | | |
| 219 | | |
| (2 | ) | |
| 217 | |
- Forfeited | |
| — | | |
| — | | |
| — | | |
| (82) | | |
| — | | |
| — | | |
| 82 | | |
| — | | |
| — | | |
| — | |
Restricted shares (Note 18): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Value of employee services | |
| — | | |
| — | | |
| — | | |
| 3,847 | | |
| — | | |
| — | | |
| — | | |
| 3,847 | | |
| 24 | | |
| 3,871 | |
- Vested | |
| — | | |
| 1,347 | | |
| — | | |
| (1,516 | ) | |
| 181 | | |
| — | | |
| — | | |
| 12 | | |
| (12 | ) | |
| — | |
- Forfeited | |
| — | | |
| — | | |
| — | | |
| — | | |
| 2 | | |
| (2 | ) | |
| — | | |
| — | | |
| — | | |
| — | |
Acquisition of non-controlling interest (Note 17) | |
| 2,482 | | |
| 12,717 | | |
| (1,845 | ) | |
| 225 | | |
| (6 | ) | |
| — | | |
| 671 | | |
| 14,244 | | |
| (14,244 | ) | |
| — | |
Disposal of subsidiary (Nota 16) | |
| — | | |
| — | | |
| (1,693 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (1,693 | ) | |
| (12 | ) | |
| (1,705 | ) |
Balance at December 31, 2012 | |
| 183,331 | | |
| 940,332 | | |
| -(182,929) | | |
| 17,952 | | |
| (349 | ) | |
| (6 | ) | |
| 67,647 | | |
| 1,025,978 | | |
| 65 | | |
| 1,026,043 | |
The accompanying notes are an integral part
of these consolidated financial statements.
Adecoagro
S.A.
Consolidated Statements of Changes in
Shareholders’ Equity
for the years ended December
31, 2014, 2013 and 2012
(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 17) | |
Share
Premium (Note 17) | |
Cumulative
Translation
Adjustment | |
Equity-settled
Compensation | |
Cash
flow
hedge | |
Other
reserves | |
Treasury
shares (Note 18) | |
Retained
Earnings | |
Subtotal | |
Non-
controlling
Interest | |
Total
Shareholders’
Equity |
Balance at December 31, 2012 | |
| 183,331 | | |
| 940,332 | | |
| (182,929 | ) | |
| 17,952 | | |
| — | | |
| (349 | ) | |
| (6 | ) | |
| 67,647 | | |
| 1,025,978 | | |
| 65 | | |
| 1,026,043 | |
Loss for the year | |
| — | | |
| — | | |
| — | | |
| — | | |
| | | |
| — | | |
| — | | |
| (25,828 | ) | |
| (25,828 | ) | |
| (2 | ) | |
| (25,830 | ) |
Other comprehensive income: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Items that may be reclassified subsequently to profit or loss: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange differences on translating foreign operations | |
| — | | |
| — | | |
| (129,562 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| (129,562 | ) | |
| (13 | ) | |
| (129,575 | ) |
Cash flow hedge (1) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (15,782 | ) | |
| — | | |
| — | | |
| — | | |
| (15,782 | ) | |
| (5 | ) | |
| (15,787 | ) |
Total comprehensive loss for the year | |
| — | | |
| — | | |
| (129,562 | ) | |
| — | | |
| (15,782 | ) | |
| — | | |
| — | | |
| (25,828 | ) | |
| (171,172 | ) | |
| (20 | ) | |
| (171,192 | ) |
Employee share options (Note 18): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Value of employee services | |
| — | | |
| — | | |
| — | | |
| 61 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 61 | | |
| — | | |
| 61 | |
- Exercised | |
| — | | |
| 126 | | |
| — | | |
| (52 | ) | |
| — | | |
| — | | |
| 26 | | |
| — | | |
| 100 | | |
| — | | |
| 100 | |
- Forfeited | |
| — | | |
| — | | |
| — | | |
| (1,199 | ) | |
| — | | |
| — | | |
| — | | |
| 1,199 | | |
| — | | |
| — | | |
| — | |
Restricted shares (Note 18): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Value of employee services | |
| — | | |
| — | | |
| — | | |
| 3,742 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 3,742 | | |
| — | | |
| 3,742 | |
- Vested | |
| 242 | | |
| 2,721 | | |
| — | | |
| (3,152 | ) | |
| — | | |
| 179 | | |
| 10 | | |
| — | | |
| — | | |
| — | | |
| — | |
- Forfeited | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 9 | | |
| (9 | ) | |
| — | | |
| — | | |
| — | | |
| — | |
Purchase of own shares (Note 17) | |
| — | | |
| (4,107 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (982 | ) | |
| — | | |
| (5,089 | ) | |
| — | | |
| (5,089 | ) |
Disposal of interest in joint ventures (Note 11) | |
| — | | |
| — | | |
| 684 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 684 | | |
| — | | |
| 684 | |
Balance at December 31, 2013 | |
| 183,573 | | |
| 939,072 | | |
| (311,807 | ) | |
| 17,352 | | |
| (15,782 | ) | |
| (161 | ) | |
| (961 | ) | |
| 43,018 | | |
| 854,304 | | |
| 45 | | |
| 854,349 | |
(1) Net of US$ 8,347 of income tax.
The accompanying notes are an integral part
of these consolidated financial statements.
Adecoagro
S.A.
Consolidated Statements of Changes in
Shareholders’ Equity
for the years ended December
31, 2014, 2013 and 2012
(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 17) | |
Share
Premium | |
Cumulative
Translation
Adjustment | |
Equity-settled
Compensation | |
Cash
flow hedge (*) | |
Other
reserves | |
Treasury
shares | |
Reserve
from the
sale of non-
controlling
interests in
subsidiaries
(Note 14) | |
Retained
Earnings | |
Subtotal | |
Non-
controlling
Interest | |
Total
Shareholders’
Equity |
Balance at January 1, 2014 | |
| 183,573 | | |
| 939,072 | | |
| (311,807 | ) | |
| 17,352 | | |
| (15,782 | ) | |
| (161 | ) | |
| (961 | ) | |
| — | | |
| 43,018 | | |
| 854,304 | | |
| 45 | | |
| 854,349 | |
Profit (Loss) for the year | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 2,518 | | |
| 2,518 | | |
| (80 | ) | |
| 2,438 | |
Other comprehensive income: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Items that may be reclassified subsequently to profit or loss: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange differences on translating foreign operations | |
| — | | |
| — | | |
| (99,822 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| (99,822 | ) | |
| (381 | ) | |
| (100,203 | ) |
Cash flow hedge | |
| — | | |
| — | | |
| — | | |
| — | | |
| (27,282 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (27,282 | ) | |
| (5 | ) | |
| (27,287 | ) |
Total comprehensive income for the year | |
| — | | |
| — | | |
| (99,822 | ) | |
| — | | |
| (27,282 | ) | |
| — | | |
| — | | |
| — | | |
| 2,518 | | |
| (124,586 | ) | |
| (466 | ) | |
| (125,052 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Employee share options (Note 18) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
- Value of employee services | |
| — | | |
| — | | |
| — | | |
| 308 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 308 | | |
| — | | |
| 308 | |
- Exercised | |
| — | | |
| 955 | | |
| — | | |
| (326 | ) | |
| — | | |
| — | | |
| 210 | | |
| — | | |
| — | | |
| 839 | | |
| — | | |
| 839 | |
- Forfeited | |
| — | | |
| — | | |
| — | | |
| (108 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| 108 | | |
| — | | |
| — | | |
| — | |
Restricted shares (Note 18): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| — | | |
| | | |
| — | |
- Value of employee services | |
| — | | |
| — | | |
| — | | |
| 3,559 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 3,559 | | |
| — | | |
| 3,559 | |
- Vested | |
| — | | |
| 3,444 | | |
| — | | |
| (4,050 | ) | |
| — | | |
| 160 | | |
| 446 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
- Forfeited | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 1 | | |
| (1 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
Purchase of own shares (Note 17) | |
| — | | |
| (10,427 | ) | |
| — | | |
| — | | |
| — | | |
| — | | |
| (2,534 | ) | |
| — | | |
| — | | |
| (12,961 | ) | |
| — | | |
| (12,961 | ) |
Sale of non-controlling interests in subsidiaries (Note 16) | |
| — | | |
| — | | |
| 15,825 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 25,508 | | |
| — | | |
| 41,333 | | |
| 8,010 | | |
| 49,343 | |
Balance at December 31, 2014 | |
| 183,573 | | |
| 933,044 | | |
| (395,804 | ) | |
| 16,735 | | |
| (43,064 | ) | |
| — | | |
| (2,840 | ) | |
| 25,508 | | |
| 45,644 | | |
| 762,796 | | |
| 7,589 | | |
| 770,385 | |
(*) Net of 14,149 of Income Tax.
The accompanying notes are an integral part
of these consolidated financial statements.
Adecoagro
S.A.
Consolidated
Statements of Cash Flows
for the years ended December
31, 2014, 2013 and 2012
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| |
Note | |
2014 | |
2013 | |
2012 |
Cash flows from operating activities:
| |
| | | |
| | | |
| | | |
| | |
Profit / (Loss) for the year | |
| | | |
| 2,438 | | |
| (25,830 | ) | |
| 9,279 | |
Adjustments for: | |
| | | |
| | | |
| | | |
| | |
Income tax expense / (benefit) | |
| | | |
| 6,106 | | |
| (9,277 | ) | |
| (5,436 | ) |
Depreciation | |
| 6 | | |
| 89,147 | | |
| 68,934 | | |
| 54,117 | |
Amortization | |
| 8 | | |
| 509 | | |
| 468 | | |
| 351 | |
Gain from disposal of farmlands and other assets | |
| 28 | | |
| — | | |
| (26,434 | ) | |
| — | |
Gain from the disposal of other property items | |
| 28 | | |
| (985 | ) | |
| (670 | ) | |
| (882 | ) |
Gain from the sale of subsidiaries | |
| 28 | | |
| — | | |
| (1,967 | ) | |
| (27,513 | ) |
Equity settled share-based compensation granted | |
| 27 | | |
| 3,867 | | |
| 3,803 | | |
| 4,138 | |
(Loss) / gain from derivative financial instruments and forwards | |
| 28,29 | | |
| (6,548 | ) | |
| (266 | ) | |
| 6,304 | |
Interest and other financial expense, net | |
| 29 | | |
| 50,941 | | |
| 45,192 | | |
| 18,948 | |
Initial recognition and changes in fair value of non harvested biological assets (unrealized) | |
| 5 | | |
| 15,783 | | |
| 53,456 | | |
| 13,335 | |
Changes in net realizable value of agricultural produce after harvest (unrealized) | |
| 5 | | |
| (1,134 | ) | |
| 292 | | |
| (2,024 | ) |
Provision and allowances | |
| | | |
| 355 | | |
| 768 | | |
| (2,020 | ) |
Share of loss from joint venture | |
| 10 | | |
| 924 | | |
| (219 | ) | |
| — | |
Foreign exchange losses, net | |
| 29 | | |
| 9,246 | | |
| 21,087 | | |
| 24,801 | |
Cash flow hedge – transfer from equity | |
| 29 | | |
| 12,031 | | |
| 2,560 | | |
| — | |
Discontinued operations | |
| 11 | | |
| — | | |
| (1,767 | ) | |
| 4,040 | |
Subtotal | |
| | | |
| 182,680 | | |
| 130,130 | | |
| 97,438 | |
Changes in operating assets and liabilities: | |
| | | |
| | | |
| | | |
| | |
Increase in trade and other receivables | |
| | | |
| (38,622 | ) | |
| (35,464 | ) | |
| (39,163 | ) |
Increase in inventories | |
| | | |
| (22,027 | ) | |
| (27,624 | ) | |
| (3,794 | ) |
Increase in biological assets | |
| | | |
| (5,418 | ) | |
| (347 | ) | |
| (5,830 | ) |
Decrease in other assets | |
| | | |
| 21 | | |
| 690 | | |
| 10 | |
Increase / (Decrease) in derivative financial instruments | |
| | | |
| 4,493 | | |
| 8,123 | | |
| (1,467 | ) |
Increase in trade and other payables | |
| | | |
| 6,390 | | |
| 23,718 | | |
| 15,309 | |
Increase in payroll and social security liabilities | |
| | | |
| 6,253 | | |
| 3,504 | | |
| 5,784 | |
(Decrease) / Increase in provisions for other liabilities | |
| | | |
| (179 | ) | |
| (233 | ) | |
| 132 | |
Net cash generated from operating activities before taxes paid | |
| | | |
| 133,591 | | |
| 102,497 | | |
| 68,419 | |
Income tax paid | |
| | | |
| (458 | ) | |
| (417 | ) | |
| (596 | ) |
Net cash generated from operating activities | |
| | | |
| 133,133 | | |
| 102,080 | | |
| 67,823 | |
The accompanying notes are an integral part
of these consolidated financial statements.
Adecoagro
S.A.
Consolidated
Statements of Cash Flows (Continued)
for the years ended December
31, 2014, 2013 and 2012
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| |
Note | |
2014 | |
2013 | |
2012 |
Cash flows from investing activities: | |
| | | |
| | | |
| | | |
| | |
Purchases of property, plant and equipment | |
| 6 | | |
| (207,712 | ) | |
| (128,726 | ) | |
| (218,770 | ) |
Purchases of intangible assets | |
| 8 | | |
| (2,098 | ) | |
| (1,376 | ) | |
| (359 | ) |
Purchase of cattle and planting cost of non current biological assets | |
| | | |
| (110,998 | ) | |
| (96,487 | ) | |
| (82,612 | ) |
Interest received | |
| 29 | | |
| 7,068 | | |
| 6,882 | | |
| 11,249 | |
Proceeds from sale of property, plant and equipment | |
| | | |
| 1,024 | | |
| 2,594 | | |
| 851 | |
Proceeds from sale of farmland and other assets | |
| 16 | | |
| — | | |
| 31,052 | | |
| 15,703 | |
Proceeds from disposal of subsidiaries | |
| 16 | | |
| 1,318 | | |
| 12,078 | | |
| 10,208 | |
Investment in joint ventures | |
| 10 | | |
| (1,372 | ) | |
| (4,164 | ) | |
| — | |
Payment of seller financing arising on subsidiaries acquired | |
| | | |
| (684 | ) | |
| (1,555 | ) | |
| (33,485 | ) |
Proceeds from sales of financial assets | |
| 16 | | |
| — | | |
| 13,066 | | |
| — | |
Discontinued operations | |
| 11 | | |
| — | | |
| 5,100 | | |
| (3,000 | ) |
Net cash used in investing activities | |
| | | |
| (313,454 | ) | |
| (161,536 | ) | |
| (300,215 | ) |
| |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | |
Cash flows from financing activities: | |
| | | |
| | | |
| | | |
| | |
Net proceeds from the sale of non-controlling interest in subsidiaries | |
| 16 | | |
| 49,343 | | |
| — | | |
| — | |
Proceeds from equity settled shared-based compensation exercised | |
| | | |
| 839 | | |
| 99 | | |
| 218 | |
Proceeds from long-term borrowings | |
| 21 | | |
| 180,048 | | |
| 322,763 | | |
| 230,601 | |
Payments of long-term borrowings | |
| 21 | | |
| (177,027 | ) | |
| (113,750 | ) | |
| (79,781 | ) |
Interest paid | |
| | | |
| (48,899 | ) | |
| (45,972 | ) | |
| (34,587 | ) |
Proceeds from short-term borrowings | |
| 21 | | |
| 152,216 | | |
| 42,189 | | |
| 174,684 | |
Payments of short-term borrowings | |
| 21 | | |
| (70,239 | ) | |
| (95,556 | ) | |
| (157,627 | ) |
Purchase of own shares | |
| 17 | | |
| (12,992 | ) | |
| (5,102 | ) | |
| — | |
Net cash generated from financing activities | |
| | | |
| 73,289 | | |
| 104,671 | | |
| 133,508 | |
Net (decrease) / increase in cash and cash equivalents | |
| | | |
| (107,032 | ) | |
| 45,215 | | |
| (98,884 | ) |
Cash and cash equivalents at beginning of year | |
| | | |
| 232,147 | | |
| 218,809 | | |
| 330,546 | |
Effect of exchange rate changes on cash and cash equivalents | |
| | | |
| (11,320 | ) | |
| (31,877 | ) | |
| (12,853 | ) |
Cash and cash equivalents at end of year | |
| | | |
| 113,795 | | |
| 232,147 | | |
| 218,809 | |
The accompanying notes are an integral part
of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
Adecoagro S.A. (the
"Company" or "Adecoagro") is the Group’s ultimate parent company and is a société anonyme
(stock corporation) organized under the laws of the Grand Duchy of Luxembourg. Adecoagro is a holding company primarily engaged
through its operating subsidiaries in agricultural and agro-industrial activities. The Company and its operating subsidiaries are
collectively referred to hereinafter as the "Group". These activities are carried out through three major lines of business,
namely, Farming; Sugar, Ethanol and Energy and Land Transformation. Farming is further comprised of three reportable segments,
which are described in detail in Note 5 to these consolidated financial statements.
Adecoagro is a Public
Company listed in the New York Stock Exchange as a foreign registered company under the symbol of AGRO.
These consolidated
financial statements have been approved for issue by the Board of Directors on March 17, 2015.
| 2. | Summary of significant accounting policies |
The principal accounting
policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently
applied to all the years presented, unless otherwise stated.
| 2.1. | Basis of preparation and presentation |
The consolidated financial
statements of the Group have been prepared in accordance with International Financial Reporting Standards (IFRS) of the International
Accounting Standards Board (IASB) and the Interpretations of the International Financial Reporting Interpretations Committee (IFRIC).
All IFRS issued by the IASB, effective at the time of preparing these consolidated financial statements have been applied.
The consolidated
financial statements have been prepared under the historical cost convention as modified by financial assets and financial liabilities
(including derivative instruments) at fair value through profit or loss and biological assets and agricultural produce at the point
of harvest measured at fair value.
The preparation of
consolidated financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires
management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher
degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements
are disclosed in Note 4.
The Group has revised
its cash flow disclosures to present short-term borrowings activity on a gross basis.
(a) Standards,
amendments and interpretations to existing standards effective and adopted by the Group in 2014
The following standards,
amendments and interpretations to existing standards have been published and were mandatory for the Group as of January 1, 2014:
In December 2011,
the IASB issued amendment to IAS 32, ‘Financial instruments: Presentation’ on offsetting financial assets and financial
liabilities. This amendment clarifies that the right of set-off must not be contingent on a future event. It must also be legally
enforceable for all counterparties in the normal course of business, as well as in the event of default, insolvency or bankruptcy.
The amendment also considers settlement mechanisms. The amendment did not have a significant effect on the group financial statements.
In May 2013, the IASB
issued amendments to IAS 36, ‘Impairment of assets’, on the recoverable amount disclosures for non-financial assets.
This amendment removed certain disclosures of the recoverable amount of CGUs which had been included in IAS 36 by the issue of
IFRS 13.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.1. | Basis of preparation and presentation (continued) |
In May 2013, the IASB
issued IFRIC 21, ‘Levies’, which sets out the accounting for an obligation to pay a levy if that liability is within
the scope of IAS 37 ‘Provisions’. The interpretation addresses what the obligating event is that gives rise to pay
a levy and when a liability should be recognized. The Group is not currently subjected to significant levies so the impact on the
Group is not material.
Other standards, amendments
and interpretations which are effective for the financial year beginning on 1 January 2014 are not material to the Group.
(b) Standards,
amendments and interpretations to existing standards that are not yet effective
Below is a description
of the standards, amendments and interpretations issued by the IASB to existing standards that have been issued and are mandatory
for the Group’s fiscal periods beginning after January 1, 2014 and which have not been early adopted by the Group:
In May 2014, the
IASB issued IFRS 15, "Revenue from contracts with customers", which deals with revenue recognition and establishes principles
for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and
cash flows arising from an entity’s contracts with customers. Revenue is recognised when a customer obtains control of a
good or service and thus has the ability to direct the use and obtain the benefits from the good or service. The standard replaces
IAS 18 ‘Revenue’ and IAS 11 ‘Construction contracts’ and related interpretations. The standard is effective
for annual periods beginning on or after January 1, 2017 and earlier application is permitted. The Group is currently assessing
the impact IFRS 15 may have on the financial position and results of operations of the Group.
In June 2014,
the IASB issued amendments to IAS 16 “Property, plant and equipment” and IAS 41 “Agriculture”, in relation
to bearer plants. The amendments define a bearer plant and exclude them from the scope of IAS 41 and include them within the scope
of IAS 16. The amendments shall be applied for annual periods beginning on or after January 1, 2016, with earlier application permitted.
The Group is currently analysing the resulting effects on the Group’s results of operations, financial position or cash flows.
In July 2014 the IASB
published the final version of IFRS 9 Financial Instrument which replaces earlier versions of IFRS 9 and completes the IASB’s
project to replace IAS 39 Financial Instruments: Recognition and Measurement. IFRS 9 retains but simplifies the mixed measurement
model and establishes three primary measurement categories for financial assets: amortised cost, fair value through OCI and fair
value through P&L. The basis of classification depends on the entity’s business model and the contractual cash flow characteristics
of the financial asset. Investments in equity instruments are required to be measured at fair value through profit or loss with
the irrevocable option at inception to present changes in fair value in OCI not recycling. There is now a new expected credit losses
model that replaces the incurred loss impairment model used in IAS 39. For financial liabilities there were no changes to classification
and measurement except for the recognition of changes in own credit risk in other comprehensive income, for liabilities designated
at fair value through profit or loss. IFRS 9 relaxes the requirements for hedge effectiveness by replacing the bright line hedge
effectiveness tests. It requires an economic relationship between the hedged item and hedging instrument and for the ‘hedged
ratio’ to be the same as the one management actually use for risk management purposes. Contemporaneous documentation is still
required but is different to that currently prepared under IAS 39. The standard is effective for accounting periods beginning on
or after January 1, 2018. Early adoption is permitted. The Group is yet to assess IFRS 9’s full impact.
There are no other
IFRSs or IFRIC interpretations that are not yet effective that would be expected to have a material impact on the Group.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.2. | 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.
Subsidiaries acquired
exclusively with a view to resale are accounted for following the short-cut method under IFRS 5. At the acquisition date, the entity
being disposed of is valued at fair value less costs to sell, and at each subsequent reporting date, it is remeasured at the lower
of the initial carrying amount and the fair value less costs to sell. On the statement of financial position, the entity’s
assets and liabilities are classified as held for sale and presented separately from other assets and liabilities. Subsidiaries
acquired exclusively with a view to resale are classified as discontinued operations.
Inter-company transactions,
balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated. Accounting
policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
(b) Changes
in ownership interests in subsidiaries without change of control
Transactions
with non-controlling interests that do not result in loss of control are accounted for as equity transactions – that is,
as transactions with the owners in their capacity as owners. The difference between the fair value of any consideration paid and
the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals
to non-controlling interests are also recorded in equity.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.2. | Scope of consolidation (continued) |
(c) Disposal
of subsidiaries
When
the Group ceases to have control any retained interest in the entity is re-measured to its fair value at the date when control
is lost, with the change in carrying amount recognized in profit or loss. The fair value is the initial carrying amount for the
purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any
amount previously recognized in other comprehensive income in respect of that entity is accounted for as if the Group had directly
disposed of the related assets or liabilities. This may mean that amounts previously recognized in other comprehensive income are
reclassified to profit or loss.
(d) Joint
arrangements
Joint
arrangements are arrangements of which the Group and other party or parties have joint control bound by a contractual arrangement.
Under IFRS 11, investments in joint arrangements are classified as either joint operations or joint ventures depending on the contractual
rights and obligations each investor has rather than the legal structure of the joint arrangement. A joint venture is a joint arrangement
whereby the parties that have joint control of the arrangement have rights to the net assets of the arrangement. A joint operation
is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations
for the liabilities, relating to the arrangement.
The Group has
assessed the nature of its joint arrangements and determined them to be joint ventures.
Under
the equity method of accounting, interests in joint ventures are initially recognized in the consolidated statement of financial
position at cost and adjusted thereafter to recognize the Group’s share of the post-acquisition of profits or losses and
movements in other comprehensive income, respectively.
Unrealized
gains on transactions between the Group and its joint ventures are eliminated to the extent of the Group’s interest in the
joint ventures. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Accounting policies of the joint ventures have been changed where necessary to ensure consistency with the policies adopted by
the Group.
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 of the Group is responsible for measuring and steering the business success of the segments
and is considered the chief operating decision maker within the meaning of IFRS 8.
| 2.4. | Foreign currency translation |
(a) Functional
and presentation currency
Items included in the
financial statements of each of the Group’s entities are measured using the currency of the primary economic environment
in which the entity operates (‘the functional currency’). The consolidated financial statements are presented in US
dollars, which is the Group’s presentation currency.
(b) Transactions
and balances
Foreign currency transactions
are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where
items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation
at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the statement
of income, in the line Item “Finance income” or “Finance cost”, as appropriate.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.4. | Foreign currency translation (continued) |
(c) Group companies
The results and financial
position of all the Group entities (none of which has the currency of a hyper-inflationary economy) that have a functional currency
different from the presentation currency are translated into the presentation currency as follows:
| · | assets
and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement
of financial position; |
| · | income
and expenses for each statement of income are translated at average exchange rates (unless this average is not a reasonable approximation
of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at
the rate on the dates of the transactions); and |
| · | all
resulting exchange differences are recognized as a separate component of equity. |
When a foreign operation
is partially disposed of or sold, exchange differences that were recorded in equity are recognized in the statement of income as
part of the gain or loss on sale.
Goodwill and fair value
adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated
at the closing rate.
| 2.5. | Property, plant and equipment |
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.
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.
Farmland is not depreciated.
Depreciation on other assets is calculated using the straight-line method, to allocate their cost to their residual values over
their estimated useful lives, as follows:
Farmland improvements | |
| 5-25 years | |
Buildings and facilities | |
| 20 years | |
Furniture and fittings | |
| 10 years | |
Computer equipment | |
| 3-5 years | |
Machinery and equipment | |
| 4-10 years | |
Vehicles | |
| 4-5 years | |
The assets’
residual values and useful lives are reviewed, and adjusted if appropriate, at each statement of financial position date. An asset’s
carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its
estimated recoverable amount (see Note 2.10).
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 statement of income.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
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.
Investment property is measured at cost less accumulated depreciation and any impairment losses if any. Rental income from investment
property is recognized in the income statement on a straight line basis over the lease term.
The Group classifies
its leases at the inception as finance or operating leases. Leases are classified as finance leases whenever the terms of the lease
transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases
and charged to the statements of income in a straight-line basis over the period of the lease. Finance leases are capitalized at
the lease’s inception at the lower of the fair value of the leased property and the present value of the minimum lease payments.
Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance
outstanding. The corresponding rental obligations, net of finance charges, are included as “Borrowings” in the statement
of financial position. The property, plant and equipment acquired under finance leases is depreciated over the shorter of the asset’s
useful life and the lease term.
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 is computed as 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 and is allocated to those cash generating units expected
to benefit from the acquisition for the purpose of impairment testing. Goodwill arising on the acquisition of subsidiaries is included
within “Intangible assets” on the statement of financial position, whilst goodwill arising on the acquisition on joint
ventures forms part of the carrying amount of the investments and tested for impairment as part of the overall balance.
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. Gains and losses on the
disposal of a Group entity include any goodwill relating to the entity sold (see Note 2.10).
| 2.9. | Other intangible assets |
Other intangible assets
that are acquired by the Group, which have finite useful lives, are measured at cost less accumulated amortization and impairment
losses, if any. These intangible assets comprise trademarks and computer software and are amortized in the statement of income
on a straight-line basis over their estimated useful lives estimated to be 10 to 20 years and 3 to 5 years, respectively.
| 2.10. | Impairment of assets |
Goodwill
For the purpose of
impairment testing, assets are grouped at the lowest levels for which there are separately identifiable cash flows, known as cash-generating
units. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss
is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit
pro-rata on the basis of the carrying amount of each asset in the unit. Impairment losses recognized for goodwill cannot be reversed
in a subsequent period. Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value
in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows
have not been adjusted (see Note 4 (b) for details).
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.10. | Impairment of assets (continued) |
Property, plant
and equipment and finite lived intangible assets
At each statement
of financial position date, the Group reviews the carrying amounts of its property, plant and equipment and finite lived intangible
assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. Where
the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the
cash-generating unit to which the asset belongs.
If the recoverable
amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or
cash-generating unit 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.
Biological assets
comprise growing crops (mainly corn, wheat, soybeans, sunflower and rice), sugarcane, coffee and livestock (growing herd and cattle
for dairy production).
The Group distinguishes
between consumable and bearer biological assets, and between mature and immature biological assets. “Consumable” biological
assets are those assets that may be harvested as agriculture produce or sold as biological assets, for example livestock intended
for dairy production. “Bearer” biological assets are those assets capable of producing more than one harvest, for example
sugarcane or livestock from which raw milk is produced. “Mature” biological assets are those that have attained harvestable
specifications (for consumable biological assets) or are able to sustain regular harvests (for bearer biological assets). “Immature”
biological assets are those assets other than mature biological assets.
The Group presents
long-term biological assets (sugarcane and coffee plantations) as non-current assets based on their nature, as capable of sustaining
regular harvests in the long-term.
Costs are capitalized
as biological assets if, and only if, (a) it is probable that future economic benefits will flow to the entity, and (b) the cost
can be measured reliably. The Group capitalizes costs such as: planting, harvesting, weeding, seedlings, irrigation, agrochemicals,
fertilizers and a systematic allocation of fixed and variable production overheads that are directly attributable to the management
of biological assets, among others. Costs that are expensed as incurred include administration and other general overhead and unallocated
production overhead, among others.
Biological assets,
both at initial recognition and at each subsequent reporting date, are measured at fair value less costs to sell, except where
fair value cannot be reliably measured. Cost approximates fair value when little biological transformation has taken place since
the costs were originally incurred or the impact of biological transformation on price is not expected to be material.
Gains and losses
that arise on measuring biological assets at fair value less costs to sell and measuring agricultural produce at the point of harvest
at fair value less costs to sell are recognized in the statement of income in the period in which they arise in the line item “Initial
recognition and changes in fair value of biological assets and agricultural produce”.
Where there is an
active market for a biological asset or agricultural produce, quoted market prices in the most relevant market are used as a basis
to determine the fair value. Otherwise, when there is no active market or market-determined prices are not available, fair value
of biological assets is determined through the use of valuation techniques.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.11. | Biological assets (continued) |
Therefore, the fair
value of biological assets is generally derived from the expected discounted cash flows of the related agricultural produce. The
fair value of the agricultural produce at the point of harvest is generally derived from market determined prices. A general description
of the determination of fair values based on the Company’s business segments follow:
Growing crops, for
which biological transformation is not significant, are measured at cost, which approximates fair value. Expenditure on growing
crops includes land preparation expenses and other direct expenses incurred during the sowing period including labor, seedlings,
agrochemicals and fertilizers among others.
Otherwise, biological
assets are measured at fair value less estimated point-of-sale costs at initial recognition and at any subsequent period. Point-of-sale
costs include all costs that would be necessary to sell the assets
The fair value of
growing crops excluding sugarcane and coffee is measured based on a formula, which takes into consideration the estimated crop
yields, estimated market prices and costs, and discount rates. Yields are determined based on several factors including location
of farmland, environmental conditions and other restrictions and growth at the time of measurement. Yields are multiplied by sown
hectares to determine the estimated tons of crops to be obtained. The tons are then multiplied by a net cash flow determined at
the future crop prices less the direct costs to be incurred. This amount is discounted at a discount rate, which reflects current
market assessments of the assets involved and the time value of money.
| · | Growing herd and cattle: |
Livestock are measured
at fair value less estimated point-of-sale costs, with any changes therein recognized in the statement of income, on initial recognition
as well as subsequently at each reporting period. The fair value of livestock is determined based on the actual selling prices
less estimated point-of-sale costs in the markets where the Group operates.
The coffee trees
are accounted for as plantations and are generally felled after their optimum economic age for use has expired, generally 18 years.
Coffee trees, for
which biological growth is not significant, are valued at cost, which approximates fair value. Expenditure on coffee trees planting
includes land preparation expenses and other direct expenses incurred during the sowing period including labor, seedlings, agrochemicals
and fertilizers among others. When they have attained significant biological growth, they are valued at fair value through a discounted
cash flow model. Revenues are based on estimated yearly coffee production volumes and the price is calculated as the average of
daily prices for coffee future contracts (Coffee ICE-NY contracts) for a six months period. Projected costs include maintenance,
pruning, land leasing, harvesting and coffee treatment. These estimates are discounted at an appropriate discount rate.
The fair value of
sugarcane depends on the variety, location and maturity of the plantation. The sugarcanes are accounted for as plantations and
are felled after their optimum economic age for use has expired, generally five years.
Sugarcane, for which
biological growth is not significant, is valued at cost, which approximates fair value. Expenditure on sugarcane consists mainly
of land preparation expenses and other direct expenses incurred during the sowing period including labor, seedlings, agrochemicals
and fertilizers among others. When it has attained significant biological growth, it is measured at fair value through a discounted
cash flow model. Revenues are based on estimated yearly production volume (which will be destined to sugar, ethanol, energy and
raw cane production) and the price is calculated as the average of daily prices for sugar future contracts (Sugar #11 ICE-NY contracts)
for a six months period. Projected costs include maintenance, land leasing, harvesting and transportation. These estimates are
discounted at an appropriate discount rate.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
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.
Financial assets are
classified in the following categories: at fair value through profit or loss and 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 12).
(a)
Recognition and measurement
Regular purchases and
sales of financial assets are recognized on the trade-date – the date on which the Group commits to purchase or sell the
asset. Financial assets not carried at fair value through profit or loss are initially recognized at fair value plus transaction
costs. Financial assets carried at fair value through profit or loss are initially recognized at fair value and transaction costs
are expensed in the statement of income. Financial assets are derecognized when the rights to receive cash flows from the investments
have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. Financial
assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables are subsequently carried
at amortized cost using the effective interest method.
Gains or losses arising
from changes in the fair value of the “financial assets at fair value through profit or loss” category are presented
in the statement of income within “Other operating income, net” in the period in which they arise.
If the market for a financial
asset is not active (and for unlisted securities), the Group establishes fair value by using valuation techniques. These include
the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted cash
flow analysis, and option pricing models, making maximum use of market inputs and relying as little as possible on entity-specific
inputs.
The Group assesses at
each statement of financial position date whether there is objective evidence that a financial asset or a group of financial assets
is impaired. Impairment testing of trade receivables is described in Note 2.15.
(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.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.14. | Derivative financial instruments and hedging activities |
Derivatives are initially
recognized at fair value on the date a derivative contract is entered into and are subsequently remeasured at their fair value.
Commodity future contract fair values are computed with reference to quoted market prices on future exchanges markets. The fair
values of commodity options are calculated using year-end market rates together with common option pricing models. The fair value
of interest rate swaps has been calculated using a discounted cash flow analysis.
The Group manages
exposures to financial and commodity risks using hedging instruments that provide the appropriate economic outcome. The principal
hedging instruments used may include commodity future contracts, put and call options, foreign exchange forward contracts and interest
rate swaps. The Group does not use derivative financial instruments for speculative purposes.
The Group’s
policy is to apply hedge accounting to hedging relationships where it is both permissible under IAS 39, 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 IAS 39. Any derivatives that the Group holds to hedge these exposures are classified as “held for
trading” and are shown in a separate line on the face of the statement of financial position. The method of recognizing gains
or losses on derivatives depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the
item being hedged. Gains and losses on commodity derivatives are classified within “Other operating income, net”. Gains
and losses on interest rate and foreign exchange rate derivatives are classified within ‘Financial results, net’. The
Group designates certain derivatives as hedges of the foreign currency risk associated with highly probable forecast transactions
(cash flow hedge).
The Group documents
at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management
objectives and strategy for undertaking various hedging transactions. The Group also documents its assessment, both at hedge inception
and on an ongoing basis, of whether the instruments that are used in hedging transactions are highly effective in offsetting changes
in fair value or cash flows of hedged items.
Cash flow hedge
The effective portion
of the gain or loss on the instruments that are designated and qualify as cash flow hedges is recognized in other comprehensive
income. The gain or loss relating to the ineffective portion is recognized immediately in the statement of income within "Finance
income” or “Finance cost”, as appropriate.
Amounts accumulated
in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss. The gain or loss relating
to the effective portion is recognized in the statement of income within "Finance income” or “Finance cost”,
as appropriate.
When a hedging instrument
expires or is sold, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in
equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in the statement
of income. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity
is immediately transferred to the statement of income.
| 2.15. | Trade and other receivables |
Trade receivables are
recognized initially at fair value and subsequently measured at amortized cost using the effective interest method, less allowance
for trade receivables.
An allowance for trade
receivables is established when there is objective evidence that the Group will not be able to collect all amounts due according
to the original terms of the receivables. Such evidence includes significant financial difficulties of the debtor, probability
that the debtor will enter bankruptcy or financial reorganization, and default or delinquency in payments. When a trade receivable
is uncollectible, it is written off against the allowance account for trade receivables. Subsequent recoveries of amounts previously
written off are credited against selling expenses in the statement of income.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.16. | Cash and cash equivalents |
Cash and cash equivalents
includes cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities
of three months or less. In the statements of cash flows, interest paid is presented within financing cash flows and interest received
is presented within investing activities.
| 2.17. | Trade and other payables |
Trade payables are
initially recognized at fair value and subsequently measured at amortized cost using the effective interest method.
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.
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.
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.
| 2.21. | 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. 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.
The accompanying notes are an integral part
of these consolidated financial statements.
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)
| 2.21. | Current and deferred income tax (continued) |
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.
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. See Notes 2.11 and 2.12 for additional
details.
The Group’s agro-industrial
activities comprise the selling of manufactured products (i.e. industrialized rice, milk-related products, ethanol, sugar, energy,
among others). Theses 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 significant risks and rewards of ownership
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 risks and rewards vary
depending on the individual terms of the contract of sale.
The Group also provides
certain agricultural-related services such as grain warehousing/conditioning and other services, e.g. handling and drying services.
Revenue from services is recognized as services are provided.
The Group leases owned
farmland property to third parties under operating lease agreements. Rental income is recognized on a straight-line basis over
the period of the lease.
The Group is a party
to a 10-year power agreement for the sale of electricity. The delivery period starts in May and ends in November of each year.
The Group is also a party to two 15-year power agreements which delivery period starts in March and ends in December of each year.
Prices under all the agreements are adjusted annually for inflation. Revenue related to the sale of electricity under these two
agreements is recorded based upon output delivered.
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”.
The accompanying notes are an integral part of these consolidated financial statements.
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)
| 2.24. | 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.
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.
| 2.26. | Equity-settled share-based payments |
The Group issues equity
settled share-based payments to certain directors, senior management and employees. Options under the awards are measured at fair
value at the date of grant. Management measures the fair value using the valuation technique that they consider to be the most
appropriate to value each class of award. Methods used may include Black-Scholes calculations or other models as appropriate. The
valuations take into account factors such as non-transferability, exercise restrictions and behavioral considerations. 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.
| 2.27. | 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.
| 3. | Financial risk management |
Risk management principles
and processes
The Group’s activities
are exposed to a variety of financial risks. The Group’s overall risk management program focuses on the unpredictability
of financial markets and seeks to minimize the Group’s capital costs by using suitable means of financing and to manage and
control the Group’s financial risks effectively. The Group uses financial instruments to hedge certain risk exposures.
The Group’s
approach to the identification, assessment and mitigation of risk is carried out by a Risk and Commercial Committee, which focuses
on timely and appropriate management of risk. This Committee has overall accountability for the identification and management of
risk across the Group.
The accompanying notes are an integral part of these consolidated financial statements.
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. | Financial risk management (continued) |
The principal financial
risks arising from financial instruments are raw material price risk, end-product price risk, exchange rate risk, interest rate
risk, liquidity risk 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. The principal
risks and uncertainties facing the business, set out below, do not appear in any particular order of potential materiality or probability
of occurrence.
The Group’s cash
flows, statement of income and statement of financial position are presented in US dollars and may be affected by fluctuations
in exchange rates. Currency risks as defined by IFRS 7 arise on account of monetary assets and liabilities being denominated in
a currency that is not the functional currency.
A significant majority
of the Group’s business activities is conducted in the respective functional currencies of the subsidiaries (primarily the
Brazilian Reais and the Argentine Peso). However, the Group may transact in currencies other than the respective functional currencies
of its subsidiaries mainly the US dollars. As such, these subsidiaries may hold US dollar denominated monetary balances at each
year-end as indicated in the tables below.
The Group’s net
financial position exposure to the US dollar is managed on a case-by-case basis, partly by hedging certain expected cash flows
with foreign exchange derivative contracts.
The following tables
show the net monetary position of the respective subsidiaries within the Group categorized by functional currency. Non-US dollar
amounts are presented in US dollars for purpose of these tables.
| |
2014 |
| |
| Subsidiaries’
functional currency | |
Net
monetary position (Liability)/ Asset | |
| Argentine
Peso | | |
| Brazilian
Reais | | |
| Uruguayan
Peso | | |
| US
Dollar | | |
| Total | |
Argentine Peso | |
| (24,585 | ) | |
| — | | |
| — | | |
| — | | |
| (24,585 | ) |
Brazilian Reais | |
| — | | |
| (348,760 | ) | |
| — | | |
| — | | |
| (348,760 | ) |
US Dollar | |
| (55,098 | ) | |
| (241,033 | ) | |
| 28,603 | | |
| 85,165 | | |
| (182,363 | ) |
Uruguayan Peso | |
| — | | |
| — | | |
| (753 | ) | |
| — | | |
| (753 | ) |
Total | |
| (79,683 | ) | |
| (589,793 | ) | |
| 27,850 | | |
| 85,165 | | |
| (556,461 | ) |
| |
2013 |
| |
| Subsidiaries’
functional currency | |
Net
monetary position (Liability)/ Asset | |
| Argentine
Peso | | |
| Brazilian
Reais | | |
| Uruguayan
Peso | | |
| US
Dollar | | |
| Total | |
Argentine Peso | |
| (45,397 | ) | |
| — | | |
| — | | |
| — | | |
| (45,397 | ) |
Brazilian Reais | |
| — | | |
| (297,547 | ) | |
| — | | |
| — | | |
| (297,547 | ) |
US Dollar | |
| (71,582 | ) | |
| (159,503 | ) | |
| 27,759 | | |
| 110,533 | | |
| (92,793 | ) |
Uruguayan Peso | |
| — | | |
| — | | |
| (971 | ) | |
| — | | |
| (971 | ) |
Total | |
| (116,979 | ) | |
| (457,050 | ) | |
| 26,788 | | |
| 110,533 | | |
| (436,708 | ) |
The Group’s analysis
shown on the tables below is carried out based on the exposure of each functional currency subsidiary against the US dollar. The
Group estimated that, other factors being constant, a hypothetical 10% appreciation of the US dollar against the respective functional
currencies for the years ended December 31, 2014would have decreased the Group’s Profit Before Income Tax for
the year. For the year ended December 31, 2013, the Group estimated that, other factors being constant, a 10% appreciation of the
US dollar against the respective functional currencies would have increased the Group’s Loss Before Income Tax
for the year. A 10% depreciation of the US dollar against the functional currencies would have an equal and opposite effect on
the income statement. A portion of this effect would be recognized
as other comprehensive income since a portion of the Company’s borrowings was used as cash flow hedge of the foreign exchange
rate risk of a portion of its highly probable future sales in US dollars (see Hedge Accounting - Cash Flow Hedge below for details).
The accompanying notes are an integral part of these consolidated financial statements.
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. | Financial risk management (continued) |
| Net
monetary position | |
| Functional currency | |
|
|
| Argentine Peso | | |
| Brazilian Reais | | |
| Uruguayan Peso | | |
| US Dollar | | |
| Total | |
| 2014 US Dollar | |
| |
| (5,510 | ) | |
| (24,103 | ) | |
| 2,860 | | |
| — | | |
| (26,753 | ) |
| 2013 US Dollar | | |
| |
| (7,158 | ) | |
| (15,951 | ) | |
| 2,776 | | |
| — | | |
| (20,333 | ) |
The tables above only
consider the effect of a hypothetical appreciation / depreciation of the US dollars on the Group’s net financial position.
A hypothetical appreciation / depreciation of the US dollar against the functional currencies of the Group’s subsidiaries
has historically had a positive / negative effect, respectively, on the fair value of the Group’s biological assets and the
end prices of the Group’s agriculture produce, both of which are generally linked to the US dollar.
Hedge Accounting -
Cash Flow Hedge
Effective July 1, 2013,
the Group formally documented and designated cash flow hedging relationships to hedge the foreign exchange rate risk of a portion
of its highly probable future sales in US dollars using a portion of its borrowings denominated in US dollars, currency forwards
and foreign currency floating-to-fixed interest rate swaps.
Principal amounts of
long-term borrowings (non-derivative financial instruments) and notional values of foreign currency forward contracts (derivative
financial instruments) were designated as hedging instruments. These instruments are exposed to Brazilian Reais/ US dollar foreign
currency risks related to the operations in Brazil and to Argentine Peso/ US dollar foreign currency risks related to the operations
in Argentina. As of December 31, 2014 and 2013, approximately 20.3% and 23.6%, respectively, of projected sales qualify as highly
probable forecast transactions for hedge accounting purposes and were designated as hedged items.
The Group has prepared
formal documentation in order to support the designation above, including an explanation of how the designation of the hedging
relationship is aligned with the Group’s Risk Management Policy objective and strategy, identification of the hedging instrument,
the hedged transactions, the nature of the risk being hedged and an analysis which demonstrates that the hedge is expected to be
highly effective. The Group reassesses the prospective and retrospective effectiveness of the hedge on an ongoing basis comparing
the foreign currency component of the carrying amount of the hedging instruments and of the highly probable future sales.
Cash flow hedge accounting
permits that gains and losses arising from the effect of changes in foreign currency exchange rates on derivative and non-derivative
hedging instruments not be immediately recognized in profit or loss, but be reclassified from equity to profit or loss in the same
periods during which the future sales occur, thus allowing for a more appropriate presentation of the results for the period reflecting
the strategy in the Group’s Risk Management Policy.
The Company expects that the cash
flows will occur and affect profit or loss between 2015 and 2020.
For the year ended December
31, 2014, a total amount before income tax of US$ 53,467 was recognized in other comprehensive income and an amount of US$ (12,031)
loss was reclassified from equity to profit or loss within “Financial results, net”.
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.
The accompanying notes are an integral part of these consolidated financial statements.
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. | Financial risk management (continued) |
Prices for commodities
products have historically been cyclical, reflecting overall economic conditions and changes in capacity within the industry, which
affect the profitability of entities engaged in the agribusiness industry. The Group’s commercial team 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, sugar and coffee future contracts, but also includes occasionally put
and call options. A movement in end-product futures prices would result in a change in the fair value of the end product hedging
contracts. These fair value changes, after taxes, are recorded in the statement of income.
Contract positions are
designed to ensure that the Group would receive a defined minimum price for certain quantities of its production. The counterparties
to these instruments generally are major financial institutions. In entering into these contracts, the Group has assumed the risk
that might arise from the possible inability of counterparties to meet the terms of their contracts. The Group does not expect
any material losses as a result of counterparty defaults. The Group is also obliged to pay margin deposits and premiums for these
instruments. These estimates represent only the sensitivity of the financial instruments to market risk and not the Group exposure
to end product price risks as a whole, since the crops and cattle products sales are not financial instruments within the scope
of IFRS 7 disclosure requirements.
The Group is exposed
to liquidity risks, including risks associated with refinancing borrowings as they mature, the risk that borrowing facilities are
not available to meet cash requirements and the risk that financial assets cannot readily be converted to cash without loss of
value. Failure to manage financing 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 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, 2014,
cash and cash equivalents of the Group totaled U$S 113.8 million, which could be used for managing liquidity risk.
The tables below analyzes
the Group’s non-derivative financial liabilities and derivative financial liabilities into relevant maturity groupings based
on the remaining period at the statement of financial position to the contractual maturity date. The amounts disclosed in the table
are the contractual undiscounted cash flows and as a result they do not reconcile to the amounts disclosed on the statement of
financial position except for short-term payables when discounting is not applied.
At 31 December 2014 | |
Less
than 1 year | |
Between 1
and 2 years | |
Between
2 and 5 years | |
Over
5 Years | |
Total |
Trade and other payables | |
| 73,247 | | |
| 583 | | |
| 1,582 | | |
| 226 | | |
| 75,638 | |
Borrowings (excluding finance lease liabilities) | |
| 243,811 | | |
| 200,364 | | |
| 249,912 | | |
| 113,446 | | |
| 807,533 | |
Finance leases | |
| 373 | | |
| 291 | | |
| 48 | | |
| — | | |
| 712 | |
Derivative financial instruments | |
| 13,860 | | |
| 39 | | |
| — | | |
| — | | |
| 13,899 | |
Total | |
| 331,291 | | |
| 201,277 | | |
| 251,542 | | |
| 113,672 | | |
| 897,782 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements (Continued)
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 3. | Financial risk management (continued) |
At 31 December 2013 | |
Less
than 1 year | |
Between
1 and 2 years | |
Between
2 and 5 years | |
Over
5 Years | |
Total |
Trade and other payables | |
| 86,962 | | |
| 587 | | |
| 2,091 | | |
| 268 | | |
| 89,908 | |
Borrowings (excluding finance lease liabilities) | |
| 190,244 | | |
| 176,826 | | |
| 296,639 | | |
| 111,536 | | |
| 775,245 | |
Finance leases | |
| 405 | | |
| 248 | | |
| 163 | | |
| — | | |
| 816 | |
Derivative financial instruments | |
| 12,600 | | |
| — | | |
| — | | |
| — | | |
| 12,600 | |
Total | |
| 290,211 | | |
| 177,661 | | |
| 298,893 | | |
| 111,804 | | |
| 878,569 | |
The Group’s financing
costs may be significantly affected by interest rate volatility. Borrowings under the Group’s interest rate management policy
may be fixed or floating rate. The Group maintains adequate committed borrowing facilities and holds most of its financial assets
primarily in short-term, highly liquid investments that are readily convertible to known amounts of cash.
The Group’s interest
rate risk arises from long-term borrowings. Borrowings issued at floating rates 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 21.
The Group occasionally
manages its cash flow interest rate risk exposure by using floating-to-fixed interest rate swaps. Such interest rate swaps have
the economic effect of converting borrowings from floating rates to fixed rates.
The following tables
show a breakdown of the Group’s fixed-rate and floating-rate borrowings per currency denomination and functional currency
of the subsidiary issuing the loans (excluding finance leases). These analyses are performed after giving effect to interest rate
swaps.
The analysis for
the year ended December 31, 2014 and 2013 is as follows:
| |
2014 |
| |
| Subsidiaries’
functional currency | |
Rate
per currency denomination | |
| Argentine
Peso | | |
| Brazilian
Reais | | |
| Uruguayan
Peso | | |
| Total | |
Fixed rate: | |
| | | |
| | | |
| | | |
| | |
Argentine Peso | |
| 14,799 | | |
| — | | |
| — | | |
| 14,799 | |
Brazilian Reais | |
| — | | |
| 233,315 | | |
| — | | |
| 233,315 | |
US Dollar | |
| 27,625 | | |
| 48,003 | | |
| 12,005 | | |
| 87,633 | |
Subtotal Fixed-rate borrowings | |
| 42,424 | | |
| 281,318 | | |
| 12,005 | | |
| 335,747 | |
Variable rate: | |
| | | |
| | | |
| | | |
| | |
Brazilian Reais | |
| — | | |
| 129,418 | | |
| — | | |
| 129,418 | |
US Dollar | |
| 26,226 | | |
| 206,535 | | |
| — | | |
| 232,761 | |
Subtotal Variable-rate borrowings | |
| 26,226 | | |
| 335,953 | | |
| — | | |
| 362,179 | |
Total borrowings as per analysis | |
| 68,650 | | |
| 617,271 | | |
| 12,005 | | |
| 697,926 | |
Finance leases | |
| 580 | | |
| — | | |
| — | | |
| 580 | |
Total borrowings as per statement of financial position | |
| 69,230 | | |
| 617,271 | | |
| 12,005 | | |
| 698,506 | |
The accompanying notes are an integral part of these consolidated financial statements.
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. | Financial risk management (continued) |
| |
2013 |
| |
| Subsidiaries’
functional currency | |
Rate
per currency denomination | |
| Argentine
Peso | | |
| Brazilian
Reais | | |
| Uruguayan
Peso | | |
| Total | |
Fixed rate: | |
| | | |
| | | |
| | | |
| | |
Argentine Peso | |
| 30,426 | | |
| — | | |
| — | | |
| 30,426 | |
Brazilian Reais | |
| — | | |
| 184,958 | | |
| — | | |
| 184,958 | |
US Dollar | |
| 35,279 | | |
| 15,424 | | |
| 15 | | |
| 50,718 | |
Subtotal Fixed-rate borrowings | |
| 65,705 | | |
| 200,382 | | |
| 15 | | |
| 266,102 | |
Variable rate: | |
| | | |
| | | |
| | | |
| | |
Brazilian Reais | |
| — | | |
| 187,071 | | |
| — | | |
| 187,071 | |
US Dollar | |
| 38,351 | | |
| 167,868 | | |
| — | | |
| 206,219 | |
Subtotal Variable-rate borrowings | |
| 38,351 | | |
| 354,939 | | |
| — | | |
| 393,290 | |
Total borrowings as per analysis | |
| 104,056 | | |
| 555,321 | | |
| 15 | | |
| 659,392 | |
Finance leases | |
| 710 | | |
| 29 | | |
| — | | |
| 739 | |
Total borrowings as per statement of financial position | |
| 104,766 | | |
| 555,350 | | |
| 15 | | |
| 660,131 | |
For the years ended December
31, 2014, 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.
For the year ended December
31, 2013, if interest rates on floating-rate borrowings had been 1% higher with all other variables held constant, the Group’s
Loss Before Income Tax for the year would have increased as shown below. A 1% decrease in interest rates would have an equal
and opposite effect on the income.
| |
2014 |
| |
| Subsidiaries’
functional currency | |
Rate
per currency denomination | |
| Argentine
Peso | | |
| Brazilian
Reais | | |
| Uruguayan
Peso | | |
| Total | |
Variable rate: | |
| | | |
| | | |
| | | |
| | |
Brazilian Reais | |
| — | | |
| (1,294 | ) | |
| — | | |
| (1,294 | ) |
US Dollar | |
| (262 | ) | |
| (2,066 | ) | |
| — | | |
| (2,328 | ) |
Total effects on Profit Before Income Tax | |
| (262 | ) | |
| (3,360 | ) | |
| — | | |
| (3,622 | ) |
| |
2013 |
| |
| Subsidiaries’
functional currency | |
Rate
per currency denomination | |
| Argentine
Peso | | |
| Brazilian
Reais | | |
| Uruguayan
Peso | | |
| Total | |
Variable rate: | |
| | | |
| | | |
| | | |
| | |
Brazilian Reais | |
| — | | |
| (1,871 | ) | |
| — | | |
| (1,871 | ) |
US Dollar | |
| (384 | ) | |
| (1,679 | ) | |
| — | | |
| (2,063 | ) |
Total effects on Profit Before Income Tax | |
| (384 | ) | |
| (3,550 | ) | |
| — | | |
| (3,934 | ) |
The accompanying notes are an integral part of these consolidated financial statements.
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. | Financial risk management (continued) |
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.
The Group’s exposures
to credit risk takes the form of a loss that would be recognized if counterparties failed to, or were unable to, meet their payment
obligations. These risks may arise in certain agreements in relation to amounts owed for physical product sales, the use of derivative
instruments, and the investment of surplus cash balances. The Group is also exposed to political and economic risk events, which
may cause non-payment of foreign currency obligations to the Group..
The Group’s policy
is to manage credit exposure to trading counterparties within defined trading limits. All of the Group’s significant counterparties
are assigned internal credit limits.
The Group sells manufactured
products, agricultural products and offers services to a large base of customers. Type and class of customers may differ depending
on the Group’s business segments. For the years ended December 31, 2014 and 2013, more than 94% and 78%, respectively, of
the Group’s sales of crops were sold to 41 and 35 well-known customers (both multinational and local) with good credit history
with the Group. In the Sugar, Ethanol and Energy segment, sales of ethanol were concentrated in 15 and 21 customers, which represented
79% and 94% of total sales of ethanol for the years ended December 31, 2014 and 2013, respectively. Approximately 96% and 83% of
the Group’s sales of sugar were concentrated in 6 well-known traders for the years ended December 31, 2014 and 2013, respectively.
The remaining 25% and 17%, which mainly relates to “crystal sugar”, were dispersed among several customers. In 2014
and 2013, energy sales are 86% and 95% concentrated in 5 and 4 major customers. In the dairy segment, 72% and 55% of the sales
were concentrated in 9 and 4 well-known customers in 2014 and 2013, 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, if there is no independent rating,
the Group assesses the credit quality of the customer taking into account its financial position, past experience and other factors
(see Note 13 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 13.
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. The maximum exposure to credit risk is represented by the carrying amount of cash
and cash equivalents in the statement of financial position. As of December 31, 2014 and 2013, the total amount of cash and cash
equivalents mainly comprise cash in banks and short-term bank deposits. The Group is authorized to transact with banks rated “BBB+”
or higher. As of December 31, 2014 and 2013, 2 and 7 banks (primarily HSBC and Rabobank) accounted for more than 87% and 85%, 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, 2014, the Group invested in fixed-term bank deposits with mainly two banks (Banco do Brasil and ABC Brasil)
and also entered into derivative contracts (currency forward). The Group does not have investment in securities or other financial
instruments for which risk may have increased due to the financial credit crisis. The Group’s exposure of credit risk arising
from cash and cash equivalents is set out in Note 15.
The accompanying notes are an integral part of these consolidated financial statements.
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. | Financial risk management (continued) |
The Group’s primary
objective for holding derivative financial instruments is to manage currency exchange rate risk, interest rate risk and commodity
price risk. The Group generally enters into derivative transactions with high-credit-quality counterparties and, by policy, limits
the amount of credit exposure to any one counterparty based on an analysis of that counterparty's relative credit standing. The
amounts subject to credit risk related to derivative instruments are generally limited to the amounts, if any, by which counterparty's
obligations exceed the obligations with that counterparty.
Similarly, transactions
involving derivative financial instruments are with counterparties with high credit ratings (see Note 12 for details). The
Group arranged interest rate swaps with Rabobank, BGT Pactual, HSBC and Votorantim in Brazil and Rabobank in Argentina. 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.
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 sell assets to reduce debt. Consistent with others in the industry, the Group monitors capital
on the basis of the gearing ratio. This ratio is calculated as total debt (including current and non-current borrowings as shown
in the consolidated statement of financial position, if applicable) divided by total capital. Total capital is calculated as equity,
as shown in the consolidated statement of financial position, plus total debt. During the year ended December 31, 2014, the strategy
was to maintain the gearing ratio within 0.18 to 0.50, as follows:
| |
2014 | |
2013 |
Total Debt | |
| 698,506 | | |
| 660,131 | |
Total Equity | |
| 770,385 | | |
| 854,349 | |
Total Capital | |
| 1,468,891 | | |
| 1,514,480 | |
Gearing Ratio | |
| 0.48 | | |
| 0.44 | |
| · | Derivative financial instruments |
As part of its business
operations, the Group uses a variety of derivative financial instruments to manage its exposure to the financial risks discussed
above. The primary objective for holding derivative financial instruments is to manage currency exchange rate risk, interest rate
risk and commodity price risk. As part of this strategy, the Group may enter into (i) interest rate derivatives to manage the composition
of floating and fixed rate debt; (ii) currency derivatives to manage the currency composition of its cash and cash equivalents;
and (iii) crop future contracts and put and call options to manage its exposure to price volatility stemming from its integrated
crop production activities. The Group’s policy is not to use derivatives for speculative purposes.
Derivative financial
instruments involve, to a varying degree, elements of market and credit risk not recognized in the financial statements. The market
risk associated with these instruments resulting from price movements is expected to offset the market risk of the underlying transactions,
assets and liabilities, being hedged. The counterparties to the agreements relating to the Group’s contracts generally are
large institutions with credit ratings equal to or higher than BBB+. The Group continually monitors the credit rating of such counterparties
and seeks to limit its financial exposure to any one financial institution. While the contract or notional amounts of derivative
financial instruments provide one measure of the volume of these transactions, they do not represent the amount of the Group’s
exposure to credit risk. The amounts potentially subject to credit risk (arising from the possible inability of counterparties
to meet the terms of their contracts) are generally limited to the amounts, if any, by which the counterparties’ obligations
under the contracts exceed the Group’s obligations to the counterparties.
The accompanying notes are an integral part of these consolidated financial statements.
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. | Financial risk management (continued) |
The following
tables show the outstanding positions for each type of derivative contract as of the date of each statement of financial position:
As of December 31, 2014:
| |
2014 |
Type of
derivative contract | |
Quantities
(thousands) (**) | |
Notional
amount | |
Fair
Value Asset/
(Liability) | |
(Loss)/Gain
(*) |
Futures: | |
| | | |
| | | |
| | | |
| | |
Sale | |
| | | |
| | | |
| | | |
| | |
Corn | |
| 192 | | |
| 28,269 | | |
| (2,556 | ) | |
| (2,556 | ) |
Soybean | |
| 231 | | |
| 71,207 | | |
| (439 | ) | |
| (439 | ) |
Wheat | |
| 20 | | |
| 3,879 | | |
| (244 | ) | |
| (244 | ) |
Sugar | |
| 155,103 | | |
| 58,965 | | |
| 5,691 | | |
| (3,814 | ) |
Options: | |
| | | |
| | | |
| | | |
| | |
Buy put | |
| | | |
| | | |
| | | |
| | |
Corn | |
| 16 | | |
| 780 | | |
| 437 | | |
| (343 | ) |
Sugar | |
| 50,803 | | |
| 18,028 | | |
| 681 | | |
| (693 | ) |
Sell call | |
| | | |
| | | |
| | | |
| | |
Corn | |
| 13 | | |
| (360 | ) | |
| (289 | ) | |
| 71 | |
Total | |
| 206,378 | | |
| 180,768 | | |
| 3,281 | | |
| (8,018 | ) |
As of December 31, 2013:
| |
2013 |
Type of
derivative contract | |
Quantities
(thousands) (**) | |
Notional
amount | |
Fair
Value Asset/
(Liability) | |
(Loss)/Gain
(*) |
Futures: | |
| | | |
| | | |
| | | |
| | |
Sale | |
| | | |
| | | |
| | | |
| | |
Corn | |
| 19 | | |
| 3,054 | | |
| 22 | | |
| 22 | |
Soybean | |
| 74 | | |
| 26,092 | | |
| 310 | | |
| 310 | |
Wheat | |
| 89 | | |
| 15,883 | | |
| 859 | | |
| 859 | |
Sugar | |
| 138 | | |
| 53,518 | | |
| 2,187 | | |
| 2,187 | |
OTC: | |
| | | |
| | | |
| | | |
| | |
Soybean | |
| 14 | | |
| 6,400 | | |
| 190 | | |
| 190 | |
Options: | |
| | | |
| | | |
| | | |
| | |
Buy put | |
| | | |
| | | |
| | | |
| | |
Soybean | |
| 38 | | |
| 348 | | |
| 534 | | |
| 186 | |
Sell call | |
| | | |
| | | |
| | | |
| | |
Soybean | |
| 1 | | |
| (7 | ) | |
| (7 | ) | |
| — | |
Sell put | |
| | | |
| | | |
| | | |
| | |
Soybean | |
| 51 | | |
| (160 | ) | |
| (190 | ) | |
| (30 | ) |
Total | |
| 424 | | |
| 105,128 | | |
| 3,905 | | |
| 3,724 | |
(*) Included in the line item “Gain
from commodity derivative financial instruments” of Note 28.
(**) All quantities expressed in tons except
otherwise indicated.
Commodity future contract fair
values are computed with reference to quoted market prices on future exchanges.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 3. | Financial risk management (continued) |
| § | Floating-to-fixed interest rate swaps |
In May 2012, the Group
entered into a US$ 60 million floating-to-fixed interest rate forward swap expiring November 15, 2016 expecting to hedge against
the variability of the cash flows of the new IDB Tranche B facility (see Note 21). The redefined facility comprises a five-year
US$ 60 million loan bearing interest at 180-day LIBOR plus 4.45% per annum (fixed interest rate: 5.70%).
The Group did not apply
hedge accounting to any of these agreements. As of December 31, 2014 and 2013, the Group recorded a liability of US$ 0.07 million
and US$ 0.60 million, respectively, the estimated fair value of the outstanding swaps at those dates.
| § | Foreign currency fixed-to-floating interest rate swap |
In August and September
2012 the Group's subsidiary in Brazil, Adecoagro Vale do Ivinhema entered into a interest rate swap operation with Deutsche Bank
in an aggregate amount of US$ 30 million (US$ 15 million per month). In those operations Adecoagro Vale do Ivinhema receives exchange
variation plus 4.37% per year, and pays CDI (an interbank floating interest rate in Reais) plus 2% per year,
and at the same time convert the currency interest payment into Reais at a fixed exchange rate. The Group did not apply
hedge accounting to this instrument. This swap expired on June 2013.
| § | Foreign currency floating-to-fixed interest rate swap |
In June 2012 the Group's
subsidiary in Brazil, Adecoagro Vale do Ivinhema entered into a Reais 230 million syndicated loan with Rabobank International Brasil,
BGT Pactual, HSBC and Votorantim. The loan bears interest at a variable rate of CDI plus 3.60% per annum. At same moment and with
same banks, the Company entered into a swap operation, which intention is to effectively convert the principal amount and
interest rate denominated in Reais, to a principal amount an interest rate denominated in US$, plus a fixed rate of 7.70% per annum.
The swap expires according to the due dates of the loan, until December 2015. As of December 31, 2014 and 2013, the Group recorded
a liability of US$ 9.44 and US$ 10.06 million representing the estimated fair value of the swap as of that date.
During the years ended
December 31, 2014, 2013 and 2012, the Group entered into several currency forward contracts with Brazilian banks in order to hedge
the fluctuation of the Brazilian Reais against the US Dollar for a total aggregate amount of US$ 25.5 million, US$ 12.5 million,
and US$ 56.9 million, respectively. The currency forward contract entered in 2014 and outstanding as of December 31, 2014 has maturity
date in January 2015. The outstanding contracts resulted in recognition of a gain of US$ 0.2 million in 2014 and of a loss of US$
3.1 million in 2013. Gains and losses on currency forward contracts are included within “Financial results, net” in
the statement of income.
During the year ended
on December 2014, the Group entered into several currency forward contracts with Argentinian banks in order to hedge the fluctuation
of the Argentinean peso against US Dollar for a total notional amount of US$ 26.7 million. The currency forward contracts maturity
date is between April 2014 and October 2014. The outstanding contracts resulted in the recognition of a loss/gain amounting to
US$ 0.48 million in 2014. Gain and losses on currency forward contracts are included within “Financial results, net”
in the statement of income.
During the year ended
on December 2014, the Group entered into several currency forward contracts in order to hedge the fluctuation of the US Dollar
against Euro for a total notional amount of US$ 9,5 million. The currency forward contracts maturity date is between March 2015
and June 2015. The outstanding contracts resulted in the recognition of a loss/gain amounting to US$ 0.3 million in 2014. Gain
and losses on currency forward contracts are included within “Financial results, net” in the statement of income.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 4. | Critical accounting estimates and judgments |
Critical accounting
policies are those that are most important to the portrayal of the Group’s financial condition, results of operations and
cash flows, and require management to make difficult, subjective or complex judgments and estimates about matters that are inherently
uncertain. Management bases its estimates on historical experience and other assumptions that it believes are reasonable. The Group’s
critical accounting policies are discussed below.
Actual results could
differ from estimates used in employing the critical accounting policies and these could have a material impact on the Group’s
results of operations. The Group also has other policies that are considered key accounting policies, such as the policy for revenue
recognition. However, these other policies, which are discussed in the notes to the Group’s financial statements, do not
meet the definition of critical accounting estimates, because they do not generally require estimates to be made or judgments that
are difficult or subjective.
(a) Business
combinations – purchase price allocation
Accounting for business
combinations requires the allocation of the Group's purchase price to the various assets and liabilities of the acquired business
at their respective fair values. The Group uses all available information to make these fair value determinations, and for major
acquisitions, may hire an independent appraisal firm to assist in making fair value estimates. In some instances, assumptions with
respect to the timing and amount of future revenues and expenses associated with an asset might have to be used in determining
its fair value. Actual timing and amount of net cash flows from revenues and expenses related to that asset over time may differ
materially from those initial estimates, and if the timing is delayed significantly or if the net cash flows decline significantly,
the asset could become impaired.
(b) Impairment
testing
At the date of each
statement of financial position, the Group reviews the carrying amounts of its property, plant and equipment and finite lived intangible
assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated in order to determine the extent, if any, of the impairment loss. Where
the asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount of the
cash-generating unit to which the asset belongs. The Group’s property, plant and equipment items generally do not generate
independent cash flows.
Goodwill on acquisition
is initially measured at cost being the excess of the cost of the business combination over the Group’s interest in the net
fair value of the identifiable assets, liabilities and contingent liabilities. As of the acquisition date, any goodwill acquired
is allocated to the cash-generating unit (‘CGU’) expected to benefit from the business combination.
Following initial
recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is tested for impairment annually, or
more frequently if events or changes in circumstances indicate that the carrying amount may be impaired. The impairment review
requires management to undertake certain judgments, including estimating the recoverable value of the CGU to which the goodwill
relates, based on either fair value less costs-to-sell or the value-in-use, as appropriate, in order to reach a conclusion on whether
it deems the goodwill is impaired or not.
For purposes of the
impairment testing, each CGU represents the smallest identifiable group of assets that generate cash inflows that are largely independent
of the cash inflows from other assets or group of assets.
Farmlands may be used
for different activities that may generate independent cash flows. Generally, each separate farmland business within Argentina
and Uruguay are treated as single CGUs. Otherwise, when farmland businesses are used for more than one segment activity (i.e. crops
and cattle or rental income), the farmland is further subdivided into two or more CGUs, as appropriate, for purposes of impairment
testing. For its properties in Brazil, management identified a farmland together with its related mill as separate CGUs.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 4. | Critical accounting estimates and judgments (continued) |
Based on these criteria,
management identified a total amount of thirty-eight CGUs as of September 30, 2014 and forty-one CGUs as of September 30, 2013.
As of September 30,
2014 and 2013, due to the fact that there were no impairment indicators, the Group only tested those CGUs with allocated goodwill
in Argentina, Brazil and Uruguay.
CGUs tested
based on a fair-value-less-costs-to-sell model at September 30, 2014 and 2013:
As of September 30,
2014, the Group identified 10 CGUs in Argentina and Uruguay (2013: 10 CGUs) to be tested based on this model (all CGUs with allocated
goodwill). Estimating the fair value less costs-to-sell is based on the best information available, and refers to the amount at
which the CGU could be bought or sold in a current transaction between willing parties. In calculating the fair value less costs-to-sell,
management may be assisted by the work of external advisors. When using this model, the Group applies the “sales comparison
approach” as its method of valuing most properties. This method relies on results of sales of similar agricultural properties
to estimate the value of the CGU. This approach is based on the theory that the fair value of a property is directly related to
the selling prices of similar properties.
Fair values are determined
by extensive analysis which includes current and potential soil productivity of the land 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.
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 10 CGUs (2013: 10 CGUs) where goodwill was allocated at each period end and the corresponding amount of goodwill
allocated to each one:
CGU / Operating
segment / Country | |
September
30, 2014 | |
September
30, 2013 |
La Carolina / Crops / Argentina | |
| 20 | | |
| 30 | |
La Carolina / Cattle / Argentina | |
| 76 | | |
| 111 | |
El Orden / Crops / Argentina | |
| 75 | | |
| 109 | |
El Orden / Cattle / Argentina | |
| 43 | | |
| 63 | |
La Guarida / Crops / Argentina | |
| 1,152 | | |
| 1,677 | |
La Guarida / Cattle / Argentina | |
| 182 | | |
| 265 | |
Los Guayacanes / Crops / Argentina | |
| 929 | | |
| 1,349 | |
Doña Marina / Rice / Argentina | |
| 3,275 | | |
| 4,765 | |
Huelen / Crops / Argentina | |
| 3,669 | | |
| 5,339 | |
El Colorado / Crops / Argentina | |
| 1,852 | | |
| 2,694 | |
Closing net book value of goodwill allocated to CGUs tested (Note 8) | |
| 11,273 | | |
| 16,402 | |
Closing net book value of PPE items and other assets allocated to CGUs tested | |
| 55,014 | | |
| 80,385 | |
Total assets allocated to CGUs tested | |
| 66,287 | | |
| 96,787 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 4. | Critical accounting estimates and judgments (continued) |
Based on the testing
above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2014 and 2013.
CGUs tested
based on a value-in-use model at September 30, 2014 and 2013:
As of September 30, 2014, the Group identified 3 CGUs (2013:
3 CGUs) in Brazil to be tested base on this model (all CGUs with allocated goodwill). In performing the value-in-use calculation,
the Group applied pre-tax rates to discount the future pre-tax cash flows. In each case, these key assumptions have been made by
management reflecting past experience and are consistent with relevant external sources of information, such as appropriate market
data.
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, 2014 | |
September
30, 2013 |
Financial projections | |
| Covers 4 years for UMA | | |
| Covers 4 years for UMA | |
| |
| Cover 8 years for AVI | | |
| Covers 8 years for AVI | |
Yield average growth rates | |
| 0-3% | | |
| 0-3% | |
Future pricing increases | |
| 3% per annum | | |
| 3% per annum | |
Future cost increases | |
| 3% per annum | | |
| 3% per annum | |
Discount rates | |
| 7% | | |
| 7,65% | |
Perpetuity growth rate | |
| 4,5% | | |
| 4,5% | |
The following table
shows only the 3 CGUs where goodwill was allocated at each period end and the corresponding amount of goodwill allocated to each
one:
CGU/ Operating
segment | |
September
30, 2014 | |
September
30, 2013 |
AVI / Sugar, Ethanol and Energy | |
| 6,479 | | |
| 7,121 | |
UMA / Sugar, Ethanol and Energy | |
| 2,430 | | |
| 2,671 | |
UMA (f.k.a. Alfenas Café Ltda) / Coffee | |
| 913 | | |
| 1,017 | |
Closing net book value of goodwill allocated to CGUs tested (Note 8) | |
| 9,822 | | |
| 10,809 | |
Closing net book value of PPE items and other assets allocated to CGUs tested | |
| 609,266 | | |
| 559,332 | |
Total assets allocated to 3 CGUs tested | |
| 619,088 | | |
| 570,141 | |
Based on the testing
above, the Group determined that none of the CGUs, with allocated goodwill, were impaired at September 30, 2014 and 2013.
Management views these
assumptions as conservative and does not believe that any reasonable change in the assumptions (10%) would cause the carrying value
of these CGU’s to exceed the recoverable amount.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 4. | Critical accounting estimates and judgments (continued) |
(c) Biological
assets
The nature of the
Group’s biological assets and the basis of determination of their fair value are explained under Note 2.11. The discounted
cash flow model requires the input of highly subjective assumptions including observable and unobservable data. Generally the estimation
of the fair value of biological assets is based on models or inputs that are not observable in the market and the use of unobservable
inputs is significant to the overall valuation of the assets. Unobservable inputs are determined based on the best information
available, for example by reference to historical information of past practices and results, statistical and agronomical information,
and other analytical techniques. Key assumptions include future market prices, estimated yields at the point of harvest, estimated
production cycle, future cash flows, future costs of harvesting and other costs, and estimated discount rate.
Market prices are
generally determined by reference to observable data in the principal market for the agricultural produce. Harvesting costs and
other costs are estimated based on historical and statistical data. Yields are estimated based on several factors including the
location of the farmland and soil type, environmental conditions, infrastructure and other restrictions and growth at the time
of measurement. Yields are subject to a high degree of uncertainty and may be affected by several factors out of the Group’s
control including but not limited to extreme or unusual weather conditions, plagues and other crop diseases, among other factors.
The key assumptions
discussed above are highly sensitive. Reasonable shifts in assumptions including but not limited to increases or decreases in prices,
costs and discount factors used would result in a significant increase or decrease to the fair value of biological assets. In addition,
cash flows are projected over a number of years and based on estimated production. Estimates of production in themselves are dependent
on various assumptions, in addition to those described above, including but not limited to several factors such as location, environmental
conditions and other restrictions. Changes in these estimates could materially impact on estimated production, and could therefore
affect estimates of future cash flows used in the assessment of fair value (see Note 9).
(d) Fair value
of derivatives and other financial instruments
Fair values of derivative
financial instruments are computed with reference to quoted market prices on trade exchanges, when available. The fair values of
commodity options are calculated using year-end market rates together with common option pricing models. The fair value of interest
rate swaps has been calculated using a discounted cash flow analysis.
(e) Income
taxes
The Group is subject
to income taxes in numerous jurisdictions. Significant judgement is required in determining the worldwide provision for income
taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain. The Group recognizes
liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome
of these matters is different from the amounts that were initially recorded, such differences will impact the current and deferred
income tax assets and liabilities in the period in which such determination is made.
Deferred tax assets are
reviewed each reporting date and reduced to the extent that it is no longer probable that sufficient taxable income will be available
to allow all or part of the asset to be settled. Deferred tax assets and liabilities are not discounted. In assessing the recoverability
of deferred tax assets, management considers whether it is probable that some portion or all of the deferred tax assets will not
be realized. 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 22 for details).
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
IFRS 8 “Operating
Segments” requires an entity to report financial and descriptive information about its reportable segments, which are operating
segments or aggregations of operating segments that meet specified criteria. Operating segments are components of an entity about
which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”)
in deciding how to allocate resources and in assessing performance. The CODM evaluates the business based on the differences in
the nature of its operations, products and services. The amount reported for each segment item is the measure reported to the CODM
for these purposes.
The Group operates in
three major lines of business, namely, Farming; Sugar, Ethanol and Energy; and Land Transformation. As from January 1, 2014 the
Group’s management does not consider its Coffee and Cattle businesses to be of continuing significance and they do not meet
the quantitative threshold for disclosure. The Coffee and Cattle businesses are now presented within “Farming – All
Other Segments” and prior year disclosures have been recast to conform to this presentation.
The Group operates
in three major lines of business, namely, Farming; Sugar, Ethanol and Energy; and Land Transformation.
| · | The
Group’s ‘Farming’ is further comprised of five reportable segments: |
| § | The Group’s ‘Crops’ Segment consists of planting, harvesting and sale
of grains, oilseeds and fibers (including wheat, corn, soybeans, cotton and sunflowers, among others), and to a lesser extent the
provision of grain warehousing/conditioning and handling and drying services to third parties. Each underlying crop in this segment
does not represent a separate operating segment. Management seeks to maximize the use of the land through the cultivation of one
or more type of crops. Types and surface amount of crops cultivated may vary from harvest year to harvest year depending on several
factors, some of them out of the Group´s control. Management is focused on the long-term performance of the productive land,
and to that extent, the performance is assessed considering the aggregated combination, if any, of crops planted in the land. A
single manager is responsible for the management of operating activity of all crops rather than for each individual crop. |
| § | The Group’s ‘Rice’ Segment consists of planting, harvesting, processing
and marketing of rice; |
| § | The Group’s ‘Dairy’ Segment consists of the production and sale of raw
milk, |
| § | The Group’s ‘All Other Segments’ consists of the aggregation of the remaining
non-reportable operating segments, which do not meet the quantitative thresholds for disclosure and for which the Group's management
does not consider them to be of continuing significance as from January 1, 2014, namely, Coffee and Cattle. |
| · | The
Group’s ‘Sugar, Ethanol and Energy’ Segment consists of cultivating sugarcane which is processed in owned
sugar mills, transformed into ethanol, sugar and electricity and marketed; |
| · | The
Group’s ‘Land Transformation’ Segment comprises the (i) identification and acquisition of underdeveloped
and undermanaged farmland businesses; and (ii) realization of value through the strategic disposition of assets (generating profits). |
The measurement principles
for the Group’s segment reporting structure are based on the IFRS principles adopted in the consolidated financial statements.
The following table presents
information with respect to the Group’s reportable segments. Certain other activities of a holding function nature not allocable
to the segments are disclosed in the column ‘Corporate’.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 5. | Segment information (continued) |
Segment analysis for
the year ended December 31, 2014
| |
| Farming | | |
| Sugar,
Ethanol and Energy | | |
| Land
Transformation | | |
| Corporate | | |
| Total | |
| |
| Crops | | |
| Rice | | |
| Dairy | | |
| All
other segments | | |
| Farming
subtotal | | |
| | | |
| | | |
| | | |
| | |
Sales of manufactured products and services rendered | |
| 189 | | |
| 101,336 | | |
| 2,948 | | |
| 1,525 | | |
| 105,998 | | |
| 407,129 | | |
| — | | |
| — | | |
| 513,127 | |
Cost of manufactured products sold and services rendered | |
| — | | |
| (81,853 | ) | |
| (3,014 | ) | |
| (842 | ) | |
| (85,709 | ) | |
| (249,733 | ) | |
| — | | |
| — | | |
| (335,442 | ) |
Gross Profit from Manufacturing Activities | |
| 189 | | |
| 19,483 | | |
| (66 | ) | |
| 683 | | |
| 20,289 | | |
| 157,396 | | |
| — | | |
| — | | |
| 177,685 | |
Sales of agricultural produce and biological assets | |
| 177,473 | | |
| 2,346 | | |
| 30,020 | | |
| — | | |
| 209,839 | | |
| — | | |
| — | | |
| — | | |
| 209,839 | |
Cost of agricultural produce sold and direct agricultural selling expenses | |
| (177,473 | ) | |
| (2,346 | ) | |
| (30,020 | ) | |
| — | | |
| (209,839 | ) | |
| — | | |
| — | | |
| — | | |
| (209,839 | ) |
Initial recognition and changes in fair value of biological assets and agricultural produce | |
| 40,267 | | |
| 8,559 | | |
| 9,891 | | |
| 179 | | |
| 58,896 | | |
| (31,751 | ) | |
| — | | |
| — | | |
| 27,145 | |
Changes in net realizable value of agricultural produce after harvest | |
| 3,401 | | |
| — | | |
| — | | |
| — | | |
| 3,401 | | |
| — | | |
| — | | |
| — | | |
| 3,401 | |
Gross Profit / (loss) from Agricultural Activities | |
| 43,668 | | |
| 8,559 | | |
| 9,891 | | |
| 179 | | |
| 62,297 | | |
| (31,751 | ) | |
| — | | |
| — | | |
| 30,546 | |
Margin on Manufacturing and Agricultural Activities Before Operating Expenses | |
| 43,857 | | |
| 28,042 | | |
| 9,825 | | |
| 862 | | |
| 82,586 | | |
| 125,645 | | |
| — | | |
| — | | |
| 208,231 | |
General and administrative expenses | |
| (4,343 | ) | |
| (3,218 | ) | |
| (1,554 | ) | |
| (166 | ) | |
| (9,281 | ) | |
| (22,054 | ) | |
| — | | |
| (21,360 | ) | |
| (52,695 | ) |
Selling expenses | |
| (4,201 | ) | |
| (14,367 | ) | |
| (596 | ) | |
| (29 | ) | |
| (19,193 | ) | |
| (57,815 | ) | |
| — | | |
| (1,856 | ) | |
| (78,864 | ) |
Other operating income, net | |
| 356 | | |
| 480 | | |
| 437 | | |
| (190 | ) | |
| 1,083 | | |
| 10,911 | | |
| — | | |
| (17 | ) | |
| 11,977 | |
Share of loss of joint ventures | |
| (924 | ) | |
| — | | |
| — | | |
| — | | |
| (924 | ) | |
| — | | |
| — | | |
| — | | |
| (924 | ) |
Profit / (loss) from Operations Before Financing and Taxation | |
| 34,745 | | |
| 10,937 | | |
| 8,112 | | |
| 477 | | |
| 54,271 | | |
| 56,687 | | |
| — | | |
| (23,233 | ) | |
| 87,725 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Reserve from the sale of non-controlling interests in subsidiaries (see Note 16) | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 25,508 | | |
| — | | |
| 25,508 | |
Depreciation and amortization | |
| (1,926 | ) | |
| (3,261 | ) | |
| (1,551 | ) | |
| (398 | ) | |
| (7,136 | ) | |
| (82,520 | ) | |
| — | | |
| — | | |
| (89,656 | ) |
Initial recognition and changes in fair value of biological assets (unrealized) | |
| (912 | ) | |
| (3,571 | ) | |
| 1,127 | | |
| 542 | | |
| (2,814 | ) | |
| (14,325 | ) | |
| — | | |
| — | | |
| (17,139 | ) |
Initial recognition and changes in fair value of agricultural produce (unrealized) | |
| 3,737 | | |
| 1,231 | | |
| — | | |
| (363 | ) | |
| 4,605 | | |
| (3,249 | ) | |
| — | | |
| — | | |
| 1,356 | |
Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | |
| 37,442 | | |
| 10,899 | | |
| 8,764 | | |
| — | | |
| 57,105 | | |
| (14,177 | ) | |
| — | | |
| — | | |
| 42,928 | |
Changes in net realizable value of agricultural produce after harvest (unrealized) | |
| 1,134 | | |
| — | | |
| — | | |
| — | | |
| 1,134 | | |
| — | | |
| — | | |
| — | | |
| 1,134 | |
Changes in net realizable value of agricultural produce after harvest (realized) | |
| 2,267 | | |
| — | | |
| — | | |
| — | | |
| 2,267 | | |
| — | | |
| — | | |
| — | | |
| 2,267 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Property, plant and equipment, net | |
| 118,865 | | |
| 45,960 | | |
| 15,711 | | |
| 15,045 | | |
| 195,581 | | |
| 581,324 | | |
| — | | |
| — | | |
| 776,905 | |
Investment property | |
| — | | |
| — | | |
| — | | |
| 6,675 | | |
| 6,675 | | |
| — | | |
| — | | |
| — | | |
| 6,675 | |
Goodwill | |
| 7,241 | | |
| 3,228 | | |
| — | | |
| 1,482 | | |
| 11,951 | | |
| 8,221 | | |
| — | | |
| — | | |
| 20,172 | |
Biological assets | |
| 31,012 | | |
| 23,875 | | |
| 9,182 | | |
| 2,193 | | |
| 66,262 | | |
| 274,970 | | |
| — | | |
| — | | |
| 341,232 | |
Investment in joint ventures | |
| 2,752 | | |
| — | | |
| — | | |
| — | | |
| 2,752 | | |
| — | | |
| — | | |
| — | | |
| 2,752 | |
Inventories | |
| 37,056 | | |
| 11,077 | | |
| 2,619 | | |
| — | | |
| 50,752 | | |
| 54,167 | | |
| — | | |
| — | | |
| 104,919 | |
Total segment assets | |
| 196,926 | | |
| 84,140 | | |
| 27,512 | | |
| 25,395 | | |
| 333,973 | | |
| 918,682 | | |
| — | | |
| — | | |
| 1,252,655 | |
Borrowings | |
| 68,460 | | |
| 13,215 | | |
| 3,647 | | |
| 1,805 | | |
| 87,127 | | |
| 611,379 | | |
| — | | |
| — | | |
| 698,506 | |
Total segment liabilities | |
| 68.460 | | |
| 13.215 | | |
| 3.647 | | |
| 1,805 | | |
| 87,127 | | |
| 611,379 | | |
| — | | |
| — | | |
| 698,506 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 5. | Segment information (continued) |
Segment analysis for
the year ended December 31, 2013
| |
| Farming | | |
| Sugar,
Ethanol and Energy | | |
| Land
Transformation | | |
| Corporate | | |
| Total | |
| |
| Crops | | |
| Rice | | |
| Dairy | | |
| All
other segments | | |
| Farming
subtotal | | |
| | | |
| | | |
| | | |
| | |
Sales of manufactured products and services rendered | |
| 510 | | |
| 104,576 | | |
| — | | |
| 3,237 | | |
| 108,323 | | |
| 316,984 | | |
| — | | |
| — | | |
| 425,307 | |
Cost of manufactured products sold and services rendered | |
| — | | |
| (84,654 | ) | |
| — | | |
| (89 | ) | |
| (84,743 | ) | |
| (187,518 | ) | |
| — | | |
| — | | |
| (272,261 | ) |
Gross Profit from Manufacturing Activities | |
| 510 | | |
| 19,922 | | |
| — | | |
| 3,148 | | |
| 23,580 | | |
| 129,466 | | |
| — | | |
| — | | |
| 153,046 | |
Sales of agricultural produce and biological assets | |
| 184,607 | | |
| 2,517 | | |
| 30,661 | | |
| 1,055 | | |
| 218,840 | | |
| 477 | | |
| — | | |
| — | | |
| 219,317 | |
Cost of agricultural produce sold and direct agricultural selling expenses | |
| (184,607 | ) | |
| (2,517 | ) | |
| (30,661 | ) | |
| (1,055 | ) | |
| (218,840 | ) | |
| (477 | ) | |
| — | | |
| — | | |
| (219,317 | ) |
Initial recognition and changes in fair value of biological assets and agricultural produce | |
| 24,356 | | |
| 8,339 | | |
| 7,761 | | |
| (8,599 | ) | |
| 31,857 | | |
| (70,980 | ) | |
| — | | |
| — | | |
| (39,123 | ) |
Changes in net realizable value of agricultural produce after harvest | |
| 12,607 | | |
| — | | |
| — | | |
| 121 | | |
| 12,728 | | |
| 147 | | |
| — | | |
| — | | |
| 12,875 | |
Gross Profit / (loss) from Agricultural Activities | |
| 36,963 | | |
| 8,339 | | |
| 7,761 | | |
| (8,478 | ) | |
| 44,585 | | |
| (70,833 | ) | |
| — | | |
| — | | |
| (26,248 | ) |
Margin on Manufacturing and Agricultural Activities Before Operating Expenses | |
| 37,473 | | |
| 28,261 | | |
| 7,761 | | |
| (5,330 | ) | |
| 68,165 | | |
| 58,633 | | |
| — | | |
| — | | |
| 126,798 | |
General and administrative expenses | |
| (4,101 | ) | |
| (4,424 | ) | |
| (1,087 | ) | |
| (1,119 | ) | |
| (10,731 | ) | |
| (19,434 | ) | |
| — | | |
| (23,187 | ) | |
| (53,352 | ) |
Selling expenses | |
| (6,236 | ) | |
| (16,104 | ) | |
| (454 | ) | |
| (497 | ) | |
| (23,291 | ) | |
| (44,571 | ) | |
| — | | |
| (207 | ) | |
| (68,069 | ) |
Other operating income, net | |
| 7,632 | | |
| 438 | | |
| 494 | | |
| (292 | ) | |
| 8,272 | | |
| 13,290 | | |
| 28,172 | | |
| (84 | ) | |
| 49,650 | |
Share of loss of joint ventures | |
| (219 | ) | |
| — | | |
| — | | |
| — | | |
| (219 | ) | |
| — | | |
| — | | |
| — | | |
| (219 | ) |
Profit / (loss) from Operations Before Financing and Taxation | |
| 34,549 | | |
| 8,171 | | |
| 6,714 | | |
| (7,238 | ) | |
| 42,196 | | |
| 7,918 | | |
| 28,172 | | |
| (23,478 | ) | |
| 54,808 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Profit from discontinued operations | |
| — | | |
| — | | |
| 1,767 | | |
| — | | |
| 1,767 | | |
| — | | |
| — | | |
| — | | |
| 1,767 | |
Depreciation and amortization | |
| (2,171 | ) | |
| (4,731 | ) | |
| (1,086 | ) | |
| (464 | ) | |
| (8,452 | ) | |
| (59,980 | ) | |
| — | | |
| — | | |
| (68,432 | ) |
Initial recognition and changes in fair value of biological assets (unrealized) | |
| 894 | | |
| 2,211 | | |
| (234 | ) | |
| (8,121 | ) | |
| (5,250 | ) | |
| (47,341 | ) | |
| — | | |
| — | | |
| (52,591 | ) |
Initial recognition and changes in fair value of agricultural produce (unrealized) | |
| 3,956 | | |
| 669 | | |
| — | | |
| (211 | ) | |
| 4,414 | | |
| (5,279 | ) | |
| — | | |
| — | | |
| (865 | ) |
Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | |
| 19,506 | | |
| 5,459 | | |
| 7,995 | | |
| (267 | ) | |
| 32,693 | | |
| (18,360 | ) | |
| — | | |
| — | | |
| 14,333 | |
Changes in net realizable value of agricultural produce after harvest (unrealized) | |
| (292 | ) | |
| — | | |
| — | | |
| — | | |
| (292 | ) | |
| — | | |
| — | | |
| — | | |
| (292 | ) |
Changes in net realizable value of agricultural produce after harvest (realized) | |
| 12,899 | | |
| — | | |
| — | | |
| 121 | | |
| 13,020 | | |
| 147 | | |
| — | | |
| — | | |
| 13,167 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Property, plant and equipment, net | |
| 157,664 | | |
| 55,411 | | |
| 20,097 | | |
| 10,333 | | |
| 243,505 | | |
| 547,015 | | |
| — | | |
| — | | |
| 790,520 | |
Investment property | |
| — | | |
| — | | |
| — | | |
| 10,147 | | |
| 10,147 | | |
| — | | |
| — | | |
| — | | |
| 10,147 | |
Goodwill | |
| 9,956 | | |
| 4,233 | | |
| — | | |
| 1,367 | | |
| 15,556 | | |
| 9,313 | | |
| — | | |
| — | | |
| 24,869 | |
Biological assets | |
| 35,982 | | |
| 30,596 | | |
| 9,450 | | |
| 2,340 | | |
| 78,368 | | |
| 213,776 | | |
| — | | |
| — | | |
| 292,144 | |
Investment in joint ventures | |
| 3,179 | | |
| — | | |
| — | | |
| — | | |
| 3,179 | | |
| — | | |
| — | | |
| — | | |
| 3,179 | |
Inventories | |
| 27,240 | | |
| 10,128 | | |
| 1,563 | | |
| 213 | | |
| 39,144 | | |
| 69,245 | | |
| — | | |
| — | | |
| 108,389 | |
Total segment assets | |
| 234,021 | | |
| 100,368 | | |
| 31,110 | | |
| 24,400 | | |
| 389,899 | | |
| 839,349 | | |
| — | | |
| — | | |
| 1,229,248 | |
Borrowings | |
| 68,886 | | |
| 41,906 | | |
| 10,477 | | |
| — | | |
| 121,269 | | |
| 538,862 | | |
| — | | |
| — | | |
| 660,131 | |
Total segment liabilities | |
| 68,886 | | |
| 41,906 | | |
| 10,477 | | |
| — | | |
| 121,269 | | |
| 538,862 | | |
| — | | |
| — | | |
| 660,131 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 5. | Segment information (continued) |
Segment analysis for
the year ended December 31, 2012
| |
| Farming | | |
| Sugar,
Ethanol and Energy | | |
| Land
Transformation | | |
| Corporate | | |
| Total | |
| |
| Crops | | |
| Rice | | |
| Dairy | | |
| All
other segments | | |
| Farming
subtotal | | |
| | | |
| | | |
| | | |
| | |
Sales of manufactured products and services rendered | |
| 589 | | |
| 92,438 | | |
| — | | |
| 4,390 | | |
| 97,417 | | |
| 282,109 | | |
| — | | |
| — | | |
| 379,526 | |
Cost of manufactured products sold and services rendered | |
| — | | |
| (78,617 | ) | |
| — | | |
| (230 | ) | |
| (78,847 | ) | |
| (185,131 | ) | |
| — | | |
| — | | |
| (263,978 | ) |
Gross Profit from Manufacturing Activities | |
| 589 | | |
| 13,821 | | |
| — | | |
| 4,160 | | |
| 18,570 | | |
| 96,978 | | |
| — | | |
| — | | |
| 115,548 | |
Sales of agricultural produce and biological assets | |
| 195,617 | | |
| 1,466 | | |
| 18,868 | | |
| 9,000 | | |
| 224,951 | | |
| 223 | | |
| — | | |
| — | | |
| 225,174 | |
Cost of agricultural produce sold and direct agricultural selling expenses | |
| (195,617 | ) | |
| (1,466 | ) | |
| (18,868 | ) | |
| (9,000 | ) | |
| (224,951 | ) | |
| (223 | ) | |
| — | | |
| — | | |
| (225,174 | ) |
Initial recognition and changes in fair value of biological assets and agricultural produce | |
| 35,471 | | |
| 6,463 | | |
| 2,060 | | |
| (4,327 | ) | |
| 39,667 | | |
| (23,024 | ) | |
| — | | |
| — | | |
| 16,643 | |
Changes in net realizable value of agricultural produce after harvest | |
| 15,850 | | |
| — | | |
| — | | |
| 154 | | |
| 16,004 | | |
| — | | |
| — | | |
| — | | |
| 16,004 | |
Gross Profit / (loss) from Agricultural Activities | |
| 51,321 | | |
| 6,463 | | |
| 2,060 | | |
| (4,173 | ) | |
| 55,671 | | |
| (23,024 | ) | |
| — | | |
| — | | |
| 32,647 | |
Margin on Manufacturing and Agricultural Activities Before Operating Expenses | |
| 51,910 | | |
| 20,284 | | |
| 2,060 | | |
| (13 | ) | |
| 74,241 | | |
| 73,954 | | |
| — | | |
| — | | |
| 148,195 | |
General and administrative expenses | |
| (4,436 | ) | |
| (4,072 | ) | |
| (906 | ) | |
| (1,105 | ) | |
| (10,519 | ) | |
| (22,239 | ) | |
| — | | |
| (24,933 | ) | |
| (57,691 | ) |
Selling expenses | |
| (5,904 | ) | |
| (16,157 | ) | |
| (319 | ) | |
| (364 | ) | |
| (22,744 | ) | |
| (35,690 | ) | |
| — | | |
| (168 | ) | |
| (58,602 | ) |
Other operating income, net | |
| (9,330 | ) | |
| 1,065 | | |
| 22 | | |
| 2,371 | | |
| (5,872 | ) | |
| 9,797 | | |
| 27,513 | | |
| (341 | ) | |
| 31,097 | |
Profit / (loss) from Operations Before Financing and Taxation | |
| 32,240 | | |
| 1,120 | | |
| 857 | | |
| 889 | | |
| 35,106 | | |
| 25,822 | | |
| 27,513 | | |
| (25,442 | ) | |
| 62,999 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Loss from discontinued operations | |
| — | | |
| — | | |
| (4,040 | ) | |
| — | | |
| (4,040 | ) | |
| — | | |
| — | | |
| — | | |
| (4,040 | ) |
Depreciation and amortization | |
| (2,073 | ) | |
| (3,823 | ) | |
| (896 | ) | |
| (776 | ) | |
| (7,568 | ) | |
| (46,900 | ) | |
| — | | |
| — | | |
| (54,468 | ) |
Initial recognition and changes in fair value of biological assets (unrealized) | |
| 6,169 | | |
| 4,352 | | |
| 115 | | |
| (2,615 | ) | |
| 8,021 | | |
| (24,783 | ) | |
| — | | |
| — | | |
| (16,762 | ) |
Initial recognition and changes in fair value of agricultural produce (unrealized) | |
| 4,803 | | |
| — | | |
| — | | |
| (1,581 | ) | |
| 3,222 | | |
| 205 | | |
| — | | |
| — | | |
| 3,427 | |
Initial recognition and changes in fair value of biological assets and agricultural produce (realized) | |
| 24,499 | | |
| 2,111 | | |
| 1,945 | | |
| (131 | ) | |
| 28,424 | | |
| 1,554 | | |
| — | | |
| — | | |
| 29,978 | |
Changes in net realizable value of agricultural produce after harvest (unrealized) | |
| 877 | | |
| — | | |
| — | | |
| 1,147 | | |
| 2,024 | | |
| — | | |
| — | | |
| — | | |
| 2,024 | |
Changes in net realizable value of agricultural produce after harvest (realized) | |
| 14,973 | | |
| — | | |
| — | | |
| (993 | ) | |
| 13,980 | | |
| — | | |
| — | | |
| — | | |
| 13,980 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 5. | Segment information (continued) |
Total segment assets
are measured in a manner consistent with that of the consolidated financial statements. These assets are allocated based
on the operations of the segment and the physical location of the asset. The Group’s investment in CHS S.A. is allocated
to the ‘Crops’ segment. Therefore, the Group’s share of profit or loss after income taxes and its carrying amount
are reported in this segment.
Total reportable segments’
assets are reconciled to total assets as per the statement of financial position as follows:
| |
2014 | |
2013 |
Total reportable assets as per Segment Information | |
| 1,252,655 | | |
| 1,229,248 | |
Intangible assets (excluding goodwill) | |
| 3,606 | | |
| 2,472 | |
Deferred income tax assets | |
| 45,597 | | |
| 48,368 | |
Trade and other receivables | |
| 215,116 | | |
| 194,432 | |
Other assets | |
| 587 | | |
| 707 | |
Derivative financial instruments | |
| 7,966 | | |
| 4,102 | |
Cash and cash equivalents | |
| 113,795 | | |
| 232,147 | |
Total assets as per the Statement of Financial Position | |
| 1,639,322 | | |
| 1,711,476 | |
Total segment liabilities
are measured in a manner consistent with that of the consolidated financial statements. These liabilities are allocated based
on the operations of the segment.
Total reportable segments’
liabilities are reconciled to total liabilities as per the statement of financial position as follows:
| |
2014 | |
2013 |
Total reportable liabilities as per Segment Information | |
| 698,506 | | |
| 660,131 | |
Trade and other payables | |
| 85,491 | | |
| 95,916 | |
Deferred income tax liabilities | |
| 39,635 | | |
| 57,623 | |
Payroll and social liabilities | |
| 28,593 | | |
| 27,597 | |
Provisions for other liabilities | |
| 2,737 | | |
| 2,950 | |
Current income tax liabilities | |
| 76 | | |
| 310 | |
Derivative financial instruments | |
| 13,899 | | |
| 12,600 | |
Total liabilities as per the Statement of Financial Position | |
| 868,937 | | |
| 857,127 | |
Non-current assets and
net revenue and fair value gains and losses are shown by geographic region. These are the regions in which the Group is active:
Argentina, Brazil and Uruguay. Non-current assets are allocated to the regions according to the location of the assets in question.
Non-current assets encompass intangible assets; property, plant and equipment; investments accounted for using the equity method
as well as other non-current assets. Net revenue and fair value gains and losses are allocated according to the location of the
respective operations.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 5. | Segment information (continued) |
As of and for the year
ended December 31, 2014:
| |
Argentina | |
Brazil | |
Uruguay | |
Total |
Property, plant and equipment | |
| 163,382 | | |
| 604,791 | | |
| 8,732 | | |
| 776,905 | |
Investment property | |
| 6,675 | | |
| — | | |
| — | | |
| 6,675 | |
Goodwill | |
| 11,096 | | |
| 9,076 | | |
| — | | |
| 20,172 | |
Investment in joint ventures | |
| 2,752 | | |
| — | | |
| — | | |
| 2,752 | |
Non-current portion of biological assets | |
| 8,881 | | |
| 277,163 | | |
| — | | |
| 286,044 | |
| |
| | | |
| | | |
| | | |
| | |
Initial recognition and changes in fair value of biological assets and agricultural produce | |
| 57,368 | | |
| (31,028 | ) | |
| 805 | | |
| 27,145 | |
(Loss) Gain from changes in net realizable value of agricultural produce after harvest | |
| 1,629 | | |
| (345 | ) | |
| 2,117 | | |
| 3,401 | |
Sales of manufactured products sold and services rendered | |
| 59,499 | | |
| 310,370 | | |
| 143,258 | | |
| 513,127 | |
Sales of agricultural produce and biological assets | |
| 133,373 | | |
| 18,199 | | |
| 58,267 | | |
| 209,839 | |
As of and for the year
ended December 31, 2013:
| |
Argentina | |
Brazil | |
Uruguay | |
Total |
Property, plant and equipment | |
| 206,852 | | |
| 573,675 | | |
| 9,993 | | |
| 790,520 | |
Investment property | |
| 10,147 | | |
| — | | |
| — | | |
| 10,147 | |
Goodwill | |
| 14,579 | | |
| 10,290 | | |
| — | | |
| 24,869 | |
Investment in joint ventures | |
| 3,179 | | |
| — | | |
| — | | |
| 3,179 | |
Non-current portion of biological assets | |
| 9,483 | | |
| 215,720 | | |
| — | | |
| 225,203 | |
| |
| | | |
| | | |
| | | |
| | |
Initial recognition and changes in fair value of biological assets and agricultural produce | |
| 33,640 | | |
| (76,511 | ) | |
| 3,748 | | |
| (39,123 | ) |
Gain from changes in net realizable value of agricultural produce after harvest | |
| 12,850 | | |
| (40 | ) | |
| 65 | | |
| 12,875 | |
Sales of manufactured products sold and services rendered | |
| 108,281 | | |
| 312,607 | | |
| 4,419 | | |
| 425,307 | |
Sales of agricultural produce and biological assets | |
| 190,391 | | |
| 16,459 | | |
| 12,467 | | |
| 219,317 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 5. | Segment information (continued) |
As of and for the year
ended December 31, 2012:
| |
Argentina | |
Brazil | |
Uruguay | |
Total |
Initial recognition and changes in fair value of biological assets and agricultural produce | |
| 39,475 | | |
| (25,002 | ) | |
| 2,170 | | |
| 16,643 | |
Gain from changes in net realizable value of agricultural produce after harvest | |
| 16,190 | | |
| (31 | ) | |
| (155 | ) | |
| 16,004 | |
Sales of manufactured products sold and services rendered | |
| 96,945 | | |
| 282,536 | | |
| 45 | | |
| 379,526 | |
Sales of agricultural produce and biological assets | |
| 178,990 | | |
| 31,956 | | |
| 14,228 | | |
| 225,174 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 6. | Property, plant and equipment |
Changes in the Group’s property, plant
and equipment in 2014 and 2013 were as follows:
| |
Farmlands | |
Farmland
improvements | |
Buildings
and facilities | |
Machinery,
equipment, furniture and fittings | |
Computer
equipment |
|
Vehicles |
|
Work
in progress | |
Total |
At January 1, 2013 | |
| | | |
| | | |
| | | |
| | | |
| | |
|
|
|
|
|
|
|
| |
| |
|
Cost | |
| 284,281 | | |
| 13,386 | | |
| 201,885 | | |
| 363,136 | | |
| 4,115 | |
|
| 4,427 | |
|
|
223,239 |
| |
|
1,094,469 |
|
Accumulated depreciation | |
| — | | |
| (4,869 | ) | |
| (52,999 | ) | |
| (150,495 | ) | |
| (2,522 | ) |
|
| (2,687 | ) |
|
|
— |
| |
|
(213,572) |
|
Net book amount | |
| 284,281 | | |
| 8,517 | | |
| 148,886 | | |
| 212,641 | | |
| 1,593 | |
|
| 1,740 | |
|
|
223,239 |
| |
|
880,897 |
|
Year ended December 31, 2013 | |
| | | |
| | | |
| | | |
| | | |
| | |
|
|
|
|
|
|
|
| |
| |
|
Opening net book amount | |
| 284,281 | | |
| 8,517 | | |
| 148,886 | | |
| 212,641 | | |
| 1,593 | |
|
| 1,740 | |
|
|
223,239 |
| |
|
880,897 |
|
Exchange differences | |
| (59,531 | ) | |
| (1,826 | ) | |
| (22,513 | ) | |
| (25,973 | ) | |
| (179 | ) |
|
| (365 | ) |
|
|
(30,042) |
| |
|
(140,429) |
|
Additions | |
| — | | |
| 194 | | |
| 9,896 | | |
| 46,621 | | |
| 1,387 | |
|
| 326 | |
|
|
72,055 |
| |
|
130,479 |
|
Transfers from investment property (Note 7) | |
| 1,664 | | |
| — | | |
| — | | |
| — | | |
| — | |
|
| — | |
|
|
— |
| |
|
1,664 |
|
Transfers | |
| (12 | ) | |
| 4,012 | | |
| 87,049 | | |
| 116,565 | | |
| 67 | |
|
| (8 | ) |
|
|
(207,673) |
| |
|
— |
|
Disposals | |
| (7,638 | ) | |
| (20 | ) | |
| (615 | ) | |
| (2,156 | ) | |
| (16 | ) |
|
|
(35 | ) |
|
| — |
| |
|
(10,480) |
|
Disposals of subsidiaries | |
| (1,921 | ) | |
| — | | |
| (373 | ) | |
| — | | |
| — | |
|
|
— | |
|
| — |
| |
|
(2,294) |
|
Reclassification to non-income tax credits (*) | |
| — | | |
| — | | |
| (837 | ) | |
| 454 | | |
| — | |
|
|
— | |
|
| — |
| |
|
(383) |
|
Depreciation (Note 26) | |
| — | | |
| (2,025 | ) | |
| (15,031 | ) | |
| (50,242 | ) | |
| (1,162 | ) |
|
| (474 | ) |
|
|
— |
| |
|
(68,934) |
|
Closing net book amount | |
| 216,843 | | |
| 8,852 | | |
| 206,462 | | |
| 297,910 | | |
| 1,690 | |
|
| 1,184 | |
|
|
57,579 |
| |
|
790,520 |
|
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 6. | Property, plant and equipment (continued) |
| |
Farmlands | |
Farmland
improvements | |
Buildings
and facilities | |
Machinery,
equipment, furniture and fittings | |
Computer
equipment | |
Vehicles | |
Work
in progress | |
Total |
At December 31, 2013 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Cost | |
| 216,843 | | |
| 15,746 | | |
| 274,492 | | |
| 498,647 | | |
| 5,374 | | |
| 4,345 | | |
| 57,579 | | |
| 1,073,026 | |
Accumulated depreciation | |
| — | | |
| (6,894 | ) | |
| (68,030 | ) | |
| (200,737 | ) | |
| (3,684 | ) | |
| (3,161 | ) | |
| — | | |
| (282,506 | ) |
Net book amount | |
| 216,843 | | |
| 8,852 | | |
| 206,462 | | |
| 297,910 | | |
| 1,690 | | |
| 1,184 | | |
| 57,579 | | |
| 790,520 | |
Year ended December 31, 2014 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Opening net book amount | |
| 216,843 | | |
| 8,852 | | |
| 206,462 | | |
| 297,910 | | |
| 1,690 | | |
| 1,184 | | |
| 57,579 | | |
| 790,520 | |
Exchange differences | |
| (43,494 | ) | |
| (1,981 | ) | |
| (28,610 | ) | |
| (38,016 | ) | |
| (271 | ) | |
| (251 | ) | |
| (18,099 | ) | |
| (130,722 | ) |
Additions | |
| — | | |
| — | | |
| 20,296 | | |
| 70,632 | | |
| 1,650 | | |
| 618 | | |
| 116,366 | | |
| 209,562 | |
Transfers from investment property (Note 7) | |
| 1,071 | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| 1,071 | |
Transfers | |
| — | | |
| 90 | | |
| 19,129 | | |
| 12,103 | | |
| 1,333 | | |
| — | | |
| (32,655 | ) | |
| — | |
Disposals | |
| — | | |
| — | | |
| (11 | ) | |
| (769 | ) | |
| (26 | ) | |
| (29 | ) | |
| — | | |
| (835 | ) |
Reclassification to non-income tax credits (*) | |
| — | | |
| — | | |
| (302 | ) | |
| (1,197 | ) | |
| — | | |
| — | | |
| (3,015 | ) | |
| (4,514 | ) |
Depreciation (Note 26) | |
| — | | |
| (1,560 | ) | |
| (22,193 | ) | |
| (63,077 | ) | |
| (1,005 | ) | |
| (342 | ) | |
| — | | |
| (88,177 | ) |
Closing net book amount | |
| 174,420 | | |
| 5,401 | | |
| 194,771 | | |
| 277,586 | | |
| 3,371 | | |
| 1,180 | | |
| 120,176 | | |
| 776,905 | |
At December 31, 2014 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Cost | |
| 174,420 | | |
| 13,855 | | |
| 284,994 | | |
| 541,400 | | |
| 8,060 | | |
| 4,683 | | |
| 120,176 | | |
| 1,147,588 | |
Accumulated depreciation | |
| — | | |
| (8,454 | ) | |
| (90,223 | ) | |
| (263,814 | ) | |
| (4,689 | ) | |
| (3,503 | ) | |
| — | | |
| (370,683 | ) |
Net book amount | |
| 174,420 | | |
| 5,401 | | |
| 194,771 | | |
| 277,586 | | |
| 3,371 | | |
| 1,180 | | |
| 120,176 | | |
| 776,905 | |
(*) 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, 2014, ICMS tax credits were reclassified to trade
and other receivables.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 6. | Property, plant and equipment (continued) |
An amount of US$ 85,875;
US$ 61,109 and US$ 47,935 of depreciation charges are included in “Cost of manufactured products sold and services rendered”
for the years ended December 31, 2014, 2013 and 2012, respectively. An amount of US$ 2,693; US$ 6,352 and; US$ 5,557 of depreciation
charges are included in “General and administrative expenses” for the years ended December 31, 2014, 2013 and 2012,
respectively. An amount of US$ 1,088; US$ 503 and US$ 625 of depreciation charges are included in “Selling expenses”
for the years ended December 31, 2014, 2013 and 2012, respectively. An amount of US$ nil; US$ 970 and US$ nil of depreciation charges
were not charged to the statement of income and were capitalized in “Inventories” for the years ended December 31,
2014, 2013 and 2012, respectively.
During the year ended
December 31, 2014, borrowing costs of US$ 6,864 (2013: US$ 10,074) were capitalized as components of the cost of acquisition or
construction for qualifying assets.
Certain of the Group’s
assets have been pledged as collateral to secure the Group’s borrowings and other payables. The net book value of the pledged
assets amounts to US$ 565,500 as of December 31, 2014 (2013: US$ 488,674).
Where assets are financed
by leasing agreements and substantially all the risks and rewards of ownership are substantially transferred to the Group (“finance
leases”) the assets are treated as if they had been purchased outright and the corresponding liability to the leasing company
is included as an obligation under finance leases.
Changes in the Group’s investment
property in 2014 and 2013 were as follows:
| |
2014 | |
2013 |
Beginning of the year | |
| 10,147 | | |
| 15,542 | |
Transfers (i) | |
| (1,071 | ) | |
| (1,664 | ) |
Exchange difference | |
| (2,401 | ) | |
| (3,731 | ) |
End of the year | |
| 6,675 | | |
| 10,147 | |
Cost | |
| 6,675 | | |
| 10,147 | |
Accumulated depreciation | |
| — | | |
| — | |
Net book amount | |
| 6,675 | | |
| 10,147 | |
The following amounts
have been recognized in the statement of income in the line “Sales of manufactured products and services rendered”:
| |
2014 | |
2013 | |
2012 |
Rental income | |
| 1,523 | | |
| 3,446 | | |
| 4,735 | |
(i)
Transferred to property, plant and equipment in 2014 and 2013. Relates to finalization of contracts with third parties.
As of December 31,
2014, the fair value (level 3) of investment property was US$ 48 million (2013: US$ 58 million).
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
Changes in the Group’s intangible assets
in 2014 and 2013 were as follows:
| |
Goodwill | |
Trademarks | |
Software | |
Others | |
Total |
At January 1, 2013 | |
| | | |
| | | |
| | | |
| | | |
| | |
Cost | |
| 31,100 | | |
| 2,602 | | |
| 1,062 | | |
| 83 | | |
| 34,847 | |
Accumulated amortization | |
| — | | |
| (1,246 | ) | |
| (721 | ) | |
| — | | |
| (1,967 | ) |
Net book amount | |
| 31,100 | | |
| 1,356 | | |
| 341 | | |
| 83 | | |
| 32,880 | |
Year ended December 31, 2013 | |
| | | |
| | | |
| | | |
| | | |
| | |
Opening net book amount | |
| 31,100 | | |
| 1,356 | | |
| 341 | | |
| 83 | | |
| 32,880 | |
Exchange differences | |
| (6,231 | ) | |
| (76 | ) | |
| (129 | ) | |
| (11 | ) | |
| (6,447 | ) |
Additions | |
| — | | |
| — | | |
| 1,319 | | |
| 57 | | |
| 1,376 | |
Amortization charge (i) (Note 26) | |
| — | | |
| (151 | ) | |
| (188 | ) | |
| (129 | ) | |
| (468 | ) |
Closing net book amount | |
| 24,869 | | |
| 1,129 | | |
| 1,343 | | |
| — | | |
| 27,341 | |
At December 31, 2013 | |
| | | |
| | | |
| | | |
| | | |
| | |
Cost | |
| 24,869 | | |
| 2,526 | | |
| 2,252 | | |
| 129 | | |
| 29,776 | |
Accumulated amortization | |
| — | | |
| (1,397 | ) | |
| (909 | ) | |
| (129 | ) | |
| (2,435 | ) |
Net book amount | |
| 24,869 | | |
| 1,129 | | |
| 1,343 | | |
| — | | |
| 27,341 | |
Year ended December 31, 2014 | |
| | | |
| | | |
| | | |
| | | |
| | |
Opening net book amount | |
| 24,869 | | |
| 1,129 | | |
| 1,343 | | |
| — | | |
| 27,341 | |
Exchange differences | |
| (4,697 | ) | |
| (28 | ) | |
| (422 | ) | |
| (5 | ) | |
| (5,152 | ) |
Additions | |
| — | | |
| — | | |
| 2,080 | | |
| 18 | | |
| 2,098 | |
Amortization charge (i) (Note 26) | |
| — | | |
| (142 | ) | |
| (367 | ) | |
| — | | |
| (509 | ) |
Closing net book amount | |
| 20,172 | | |
| 959 | | |
| 2,634 | | |
| 13 | | |
| 23,778 | |
At December 31, 2014 | |
| | | |
| | | |
| | | |
| | | |
| | |
Cost | |
| 20,172 | | |
| 2,498 | | |
| 3,910 | | |
| 142 | | |
| 26,722 | |
Accumulated amortization | |
| | | |
| (1,539 | ) | |
| (1,276 | ) | |
| (129 | ) | |
| (2,944 | ) |
Net book amount | |
| 20,172 | | |
| 959 | | |
| 2,634 | | |
| 13 | | |
| 23,778 | |
| |
| — | | |
| (142 | ) | |
| (367 | ) | |
| — | | |
| (509 | ) |
(i)
An amount of US$ 367 and US$ 188 of amortization charges are included in “General and administrative expenses”
for the years ended December 31, 2014 and 2013, respectively. An amount of US$ 142 and US$ 280 of amortization charges are included
in “Selling expenses” for the years ended December 31, 2014 and 2013, respectively. There were no impairment charges
for any of the years presented (see Note 4 (b)).
Changes in the Group’s biological assets
in 2014 and 2013 were as follows:
| |
2014 | |
2013 |
Beginning of the year | |
| 292,144 | | |
| 298,136 | |
Increase due to purchases | |
| 526 | | |
| 729 | |
Initial recognition and changes in fair value of biological assets (i) | |
| 27,145 | | |
| (39,123 | ) |
Decrease due to harvest | |
| (363,225 | ) | |
| (325,032 | ) |
Decrease due to disposals | |
| (2,553 | ) | |
| (11,106 | ) |
Decrease due to sales of agricultural produce | |
| (27,467 | ) | |
| (28,384 | ) |
Costs incurred during the year | |
| 466,233 | | |
| 441,881 | |
Exchange differences | |
| (51,571 | ) | |
| (44,957 | ) |
End of the year year | |
| 341,232 | | |
| 292,144 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 9. | Biological assets (continued) |
(i) Biological
asset with a production cycle of more than one year (that is, sugarcane, coffee, dairy and cattle) generated “Initial
recognition and changes in fair value of biological assets” amounting to US$ (21,681) for the year ended December 31,
2014 (2013: US$ (71,818); 2012: US$ 25,291). In 2014, an amount of US$ 32,394 (2013:
US$ (29,781); 2012: US$ (21,984))
was attributable to price changes, and an amount of US$ (54,075) (2013: US$ (42,037); 2012: US$ (3,307)) was attributable to
physical changes.
Biological assets in 2014 and 2013 were as
follows:
| |
2014 | |
2013 |
Non-current | |
| | | |
| | |
Cattle for dairy production (i) | |
| 8,856 | | |
| 9,450 | |
Other cattle (ii) | |
| 25 | | |
| 33 | |
Sown land – coffee (iii) (iv) | |
| 2,193 | | |
| 1,944 | |
Sown land – sugarcane (iii) (iv) | |
| 274,970 | | |
| 213,776 | |
| |
| 286,044 | | |
| 225,203 | |
Current | |
| | | |
| | |
Other cattle (iv) | |
| 301 | | |
| 363 | |
Sown land – crops (ii) | |
| 31,012 | | |
| 35,982 | |
Sown land – rice (ii) | |
| 23,875 | | |
| 30,596 | |
| |
| 55,188 | | |
| 66,941 | |
Total biological assets | |
| 341,232 | | |
| 292,144 | |
(i)
Classified as bearer and mature biological assets.
(ii)
Classified as consumable and immature biological assets.
(iii) Classified
as bearer and immature biological assets.
(iv)
As of December 31, 2014, and amount of US$ 301 (2013: 363) was classified as consumable and mature biological assets, and
an amount of US$ 277,163 (2013: 215,720) was classified as consumable and immature biological assets.
The fair value less
estimated point of sale costs of agricultural produce at the point of harvest amounted to
US$ 197,590 for the year ended December 31, 2014 (2013: US$ 169,614; 2012: US$ 304,221).
The following table presents the Group´s
biological assets that are measured at fair value at December 31, 2014:
| |
2014 |
| |
| Level
2 | | |
| Level
3 | | |
| Total | |
Cattle for dairy production | |
| 8,856 | | |
| — | | |
| 8,856 | |
Other cattle | |
| 326 | | |
| — | | |
| 326 | |
Sown land – coffee | |
| — | | |
| 2,193 | | |
| 2,193 | |
Sown land – sugarcane | |
| — | | |
| 274,970 | | |
| 274,970 | |
Sown land – crops | |
| — | | |
| 31,012 | | |
| 31,012 | |
Sown land – rice | |
| — | | |
| 23,875 | | |
| 23,875 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 9. | Biological assets (continued) |
| |
2013 |
| |
| Level
2 | | |
| Level
3 | | |
| Total | |
Cattle for dairy production | |
| 9,450 | | |
| — | | |
| 9,450 | |
Other cattle | |
| 396 | | |
| — | | |
| 396 | |
Sown land – coffee | |
| — | | |
| 1,944 | | |
| 1,944 | |
Sown land – sugarcane | |
| — | | |
| 213,776 | | |
| 213,776 | |
Sown land – crops | |
| — | | |
| 35,982 | | |
| 35,982 | |
Sown land – rice | |
| — | | |
| 30,596 | | |
| 30,596 | |
There were no transfers between any levels
during the year. There were no Biological assets valued under Level 1.
The movement in the fair value of the
assets within level 3 of the hierarchy is as follows for the years ended December 31, 2014 and 2013:
| |
2014 |
| |
| Sown
land –
coffee | | |
| Sown
land – sugarcane | | |
| Sown
land –
crops | | |
| Sown
land –
rice | |
Beginning of the year | |
| 1,944 | | |
| 213,776 | | |
| 35,982 | | |
| 30,596 | |
Initial recognition and changes in fair value of biological assets (i) | |
| 179 | | |
| (31,751 | ) | |
| 40,267 | | |
| 8,559 | |
Decrease due to harvest | |
| — | | |
| (180,697 | ) | |
| (132,216 | ) | |
| (50,313 | ) |
Costs incurred during the year | |
| 363 | | |
| 310,484 | | |
| 93,802 | | |
| 40,301 | |
Exchange differences | |
| (293 | ) | |
| (36,842 | ) | |
| (6,823 | ) | |
| (5,268 | ) |
End of the year year | |
| 2,193 | | |
| 274,970 | | |
| 31,012 | | |
| 23,875 | |
| |
2013 |
| |
| Sown
land –
coffee | | |
| Sown
land – sugarcane | | |
| Sown
land –
crops | | |
| Sown
land –
rice | |
Beginning of the year | |
| 16,211 | | |
| 196,083 | | |
| 41,876 | | |
| 30,836 | |
Initial recognition and changes in fair value of biological assets (i) | |
| (8,331 | ) | |
| (70,982 | ) | |
| 24,357 | | |
| 8,339 | |
Decrease due to harvest | |
| — | | |
| (154,187 | ) | |
| (122,313 | ) | |
| (48,532 | ) |
Decrease due to disposals | |
| (8,213 | ) | |
| — | | |
| — | | |
| — | |
Costs incurred during the year | |
| 2,586 | | |
| 273,375 | | |
| 98,355 | | |
| 44,457 | |
Exchange differences | |
| (309 | ) | |
| (30,513 | ) | |
| (6,293 | ) | |
| (4,504 | ) |
End of the year year | |
| 1,944 | | |
| 213,776 | | |
| 35,982 | | |
| 30,596 | |
(i) Change in unrealized gains or losses for the year included in profit or loss for assets held at the end of the reporting period, under “Initial recognition and changes in fair value of biological assets” amounted to US$ 16,910 loss and US$ 53,222 loss in 2014 and 2013, respectively (see Note 5).
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 9. | Biological assets (continued) |
The following significant unobservable
inputs were used to measure the Group´s biological assets using the discounted cash flow valuation technique:
Description |
|
Unobservable
inputs |
|
Range
of unobservable inputs |
|
Relationship
of unobservable inputs to fair value |
|
|
|
|
2014 |
2013 |
|
|
Sown land – coffee
|
|
Coffee yield – tonnes per hectare; Production
Costs – US$ per hectare.
|
|
-Coffee yield: 1.8-3.0 tn/ha
-Production Costs: 6,000-7,000 USS/ha
|
-Coffee yield: 1.8-3.0 tn/ha
-Production Costs: 6,000-8,000 USS/ha
|
|
The higher the coffee yield, the higher the fair
value. The higher the costs per hectare, the lower the fair value.
|
Sown land – sugarcane
|
|
Sugarcane yield – tonnes per hectare; Sugarcane
TRS (kg of sugar per ton of cane) Production Costs – US$ per hectare. (Include maintenance, harvest and leasing costs)
|
|
-Sugarcane yield: 60-90 tn/ha
-Sugarcane TRS: 120-147 kg of sugar/ton of cane
-Maintenance costs: 402-603 US$/ha
-Harvest costs: 10.2-15.4 US$/ton of cane
-Leasing costs: 11.5-17.3 tn/ha
|
-Sugarcane yield: 60-90 tn/ha
-Sugarcane TRS: 120-147 kg of sugar/ton of cane
-Maintenance costs: 402-603 US$/ha
-Harvest costs: 10.2-15.4 US$/ton of cane
-Leasing costs: 11.5-17.3 tn/ha
|
|
The higher the sugarcane yield, the higher the fair
value. The higher the maintenance, harvest and leasing costs per hectare, the lower the fair value. The higher the TRS of sugarcane,
the higher the fair value.
|
Sown land – crops
|
|
Crops yield – tonnes per hectare; Commercial
Costs – usd per hectare;
Production Costs – US$ per hectare.
|
|
- Crops yield: 1.8 - 3.0 tn/ha for Wheat, 4.50-7.50
tn/ha for Corn, 1.8 - 3.0 tn/ha for Soybean and 1.7-2.5 for Sunflower
- Commercial Costs: 75-110 US$/ha for Wheat, 175-265 US$/ha for Corn, 65-100 US$/ha for Soybean and 45-70 US$/ha for Sunflower
- Production Costs: 220-325 US$/ha for Wheat, 380-560 US$/ha for Corn, 285-440 US$/ha for Soybean and 330-500 US$/ha for Sunflower
|
-Crops yield: 2.12-2.83 tn/ha for Wheat, 4.81-6.46
tn/ha for Corn, 1.91-2.49 tn/ha for Soybean and 1.74-2.37 for Sunflower
-Commercial Costs: 66-111 US$/ha for Wheat, 179-297 US$/ha for Corn, 77-124 US$/ha for Soybean and 65-108 US$/ha for Sunflower
-Production Costs: 281-357 US$/ha for Wheat, 410-478 US$/ha for Corn, 285-331 US$/ha for Soybean and 279-341 US$/ha for Sunflower
|
|
The higher the crops yield, the higher the fair value.
The higher the commercial and direct costs per hectare, the lower the fair value.
|
Sown land – rice
|
|
Rice yield – tonnes per hectare;
Commercial Costs – usd per hectare;
Production Costs – US$ per hectare.
|
|
-Rice yield: 4.4 -6.8 tn/ha
-Commercial Costs: 8-16 US$/ha
-Production Costs: 705-1,150 US$/ha
|
-Rice yield: 5.07-6.82 tn/ha
-Commercial Costs: 6-10 US$/ha
-Production Costs: 705-1,158 US$/ha
|
|
The higher the rice yield, the higher the fair value.
The higher the commercial and direct costs per hectare, the lower the fair value.
|
As of December 31,
2014, the impact of a reasonable 10% increase (decrease) in estimated costs, with all other variables held constant, would result
in a decrease (increase) in the fair value of the Group’s plantations less cost to sell of US$ 73.2 million for sugarcane,
US$ 3.1 million for coffee, US$ 1.5 million for crops and US$ 2.9 million for rice.
As of December 31,
2014, the impact of a reasonable 5% increase (decrease) in estimated yields, with all other variables held constant, would result
in an increase (decrease) in the fair value of the Group’s plantations less cost to sell of US$ 29.9 million for sugarcane
and US$ 1.4 million for coffee. As of December 31, 2014, the impact of a reasonable 20% increase (decrease) in estimated yields,
with all other variables held constant, would result in an increase (decrease) in the fair value of the Group’s plantations
less cost to sell of US$ 3.1 million for crops and US$ 6.3 million for rice.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 10. | Investments in joint ventures |
The table below lists
the Group’s investment in joint ventures for the years ended December 31, 2014, 2013 and 2012:
| |
| |
%
of ownership interest held |
Name of the
entity | |
Country of
incorporation and
operation | |
December
31,
2014 | |
December
31,
2013 | |
December
31,
2012 |
CHS AGRO S.A. | |
Argentina | |
| 50 | % | |
| 50 | % | |
| — | |
La Lacteo S.A. | |
Argentina | |
| — | | |
| — | | |
| 50 | % |
On February 26, 2013,
the Group formed CHS AGRO, a joint venture with CHS Inc. CHS Inc. is a leading farmer-owned energy, grains and foods company based
in the United States. The Group holds a 50% interest in CHS AGRO. On October 2014, CHS AGRO finished its sunflower processing plant
in the city of Pehuajo, Province of Buenos Aires, Argentina. The facility processes black oil and confectionary sunflower into
specialty products such as kernel in-shell seeds and oil seeds, which will be entirely exported to markets in Europe and the Middle
East. The joint venture grows confectionary sunflower on leased farms, while black oil sunflower is originated from third parties.
The Group and CHS Inc made capital contribution of approximately US$ 1.4 million and US$ 4 million during 2014 and 2013, respectively,
for the construction of the facility.
During 2013, the
Group acquired the remaining 50% interest in its joint venture La Lacteo and subsequently sold its 100% interest (see Note 11).
| |
2014 | |
2013 |
At the beginning of the year | |
| 3,179 | | |
| 2,613 | |
Share of loss | |
| (924 | ) | |
| (1,349 | ) |
Exchange differences | |
| (869 | ) | |
| (887 | ) |
Capital contribution | |
| 1,366 | | |
| 4,172 | |
Disposal of investment (Note 11) | |
| — | | |
| (1,370 | ) |
At the end of the year | |
| 2,752 | | |
| 3,179 | |
The following amounts
represent the Group’s share of the assets (including goodwill) and liabilities, and income and expenses of the joint ventures:
| |
2014 | |
2013 |
Assets: | |
| | | |
| | |
Non-current assets | |
| 10,137 | | |
| 7,608 | |
Current assets | |
| 4,286 | | |
| 4,079 | |
| |
| 14,423 | | |
| 11,687 | |
Liabilities: | |
| | | |
| | |
Non-current liabilities | |
| 1,861 | | |
| 5,863 | |
Current liabilities | |
| 9,810 | | |
| 2,645 | |
| |
| 11,671 | | |
| 8,508 | |
Net assets of joint venture | |
| 2,752 | | |
| 3,179 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 10. | Investments in joint ventures (continued) |
| |
2014 | |
2013 | |
2012 |
Income | |
| 482 | | |
| 9,236 | | |
| 1,616 | |
Expenses | |
| (1,406 | ) | |
| (10,556 | ) | |
| (4,377 | ) |
Loss after income tax (i) | |
| (924 | ) | |
| (1,320 | ) | |
| (2,761 | ) |
(i) For the year ended December 31, 2013 an amount of US$ (1,101) was presented within “Profit/(loss) for the year from discontinued operations” (2012: US$ (4,040)). See Note 11.
The shares in the
joint ventures were not publicly traded for any of the years presented, so they were not listed market prices available.
There are no contingent
liabilities relating to the Group’s interest in the joint ventures, and no contingent liabilities of the ventures themselves.
According to the
laws of certain of the countries in which the Group operates, 5% of the profit of the year is separated to constitute legal reserves
until they reach legal capped amounts (20% of total capital). These legal reserves are not available for dividend distribution
and can only be released to absorb losses. The Group’s joint ventures have not reached the legal capped amounts.
| 11. | Net assets held for sale and discontinued operations |
On June 6, 2013,
the Group acquired the remaining 50% interest in its joint venture La Lacteo S.A. (“La Lacteo”) for US$ 1, and collected
US$ 5.1 million associated with the acquisition.
The acquisition of
the remaining 50% in La Lacteo was done exclusively with the view to resale and met the definition of discontinued operation. The
Group elected to account for the acquisition applying the short-cut method under IFRS 5. As of the transaction date, it was determined
that the fair value less costs to sell of La Lacteo was not significant. The Group’s previously held interest in La Lacteo
was remeasured to fair value and the cumulative exchange differences recognized in equity were reclassified to the income statement.
At the acquisition date La Lacteo was valued at fair value less costs to sell.
On July 31, 2013,
the Group sold its 100% interest in La Lacteo for Argentine Pesos 1. In addition, the Milk Supply Offer Agreement between La Lacteo
and Adeco Agropecuaria S.A. (a Group subsidiary) was terminated without penalties.
The net effects of the
described transactions resulted in a gain of US$ 2.9 million, recorded in the statement of income within "Profit / (Loss)
of the year from discontinued operations".
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 12. | 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. Financial assets are classified as current if realization within 12 months is expected. Otherwise, they are
classified as non-current. For all years presented, the Group’s financial assets at fair value through profit or loss comprise
mainly derivative financial instruments.
(b) Loans and
receivables
Loans and receivables
are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included
in current assets, except for maturities greater than 12 months after the date of the statement of financial position. 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.”
| |
Loans
and
receivables | |
Assets
at fair
value through
profit or loss | |
Subtotal
financial
assets | |
Non-
financial
assets | |
Total |
December 31, 2014 | |
| | | |
| | | |
| | | |
| | | |
| | |
Assets as per statement of financial position | |
| | | |
| | | |
| | | |
| | | |
| | |
Trade and other receivables | |
| 109,821 | | |
| — | | |
| 109,821 | | |
| 105,295 | | |
| 215,116 | |
Derivative financial instruments | |
| — | | |
| 7,966 | | |
| 7,966 | | |
| — | | |
| 7,966 | |
Cash and cash equivalents | |
| 113,795 | | |
| — | | |
| 113,795 | | |
| — | | |
| 113,795 | |
Total | |
| 223,616 | | |
| 7,966 | | |
| 231,582 | | |
| 105,295 | | |
| 336,877 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 12. | Financial instruments by category (continued) |
| |
Liabilities
at fair value through
profit or loss | |
Other
financial
liabilities at
amortized cost | |
Subtotal
financial
liabilities | |
Non-
financial
liabilities | |
Total |
Liabilities as per statement of financial position | |
| | | |
| | | |
| | | |
| | | |
| | |
Trade and other payables | |
| 1,392 | | |
| 74,246 | | |
| 75,638 | | |
| 9,853 | | |
| 85,491 | |
Borrowings (excluding finance lease liabilities) (i) | |
| — | | |
| 697,926 | | |
| 697,926 | | |
| — | | |
| 697,926 | |
Finance leases | |
| — | | |
| 580 | | |
| 580 | | |
| — | | |
| 580 | |
Derivative financial instruments (i) | |
| 13,899 | | |
| — | | |
| 13,899 | | |
| — | | |
| 13,899 | |
Total | |
| 15,291 | | |
| 772,752 | | |
| 788,043 | | |
| 9,853 | | |
| 797,896 | |
| |
| Loans
and receivables | | |
| Assets
at fair
value through
profit or loss | | |
| Subtotal
financial
assets | | |
| Non-
financial
assets | | |
| Total | |
December 31, 2013 | |
| | | |
| | | |
| | | |
| | | |
| | |
Assets as per statement of financial position | |
| | | |
| | | |
| | | |
| | | |
| | |
Trade and other receivables | |
| 89,682 | | |
| — | | |
| 89,682 | | |
| 104,750 | | |
| 194,432 | |
Derivative financial instruments | |
| — | | |
| 4,102 | | |
| 4,102 | | |
| — | | |
| 4,102 | |
Cash and cash equivalents | |
| 232,147 | | |
| — | | |
| 232,147 | | |
| — | | |
| 232,147 | |
Total | |
| 321,829 | | |
| 4,102 | | |
| 325,931 | | |
| 104,750 | | |
| 430,681 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 12. | Financial instruments by category (continued) |
| |
Liabilities
at fair
value through
profit or loss | |
Other
financial
liabilities at amortized cost | |
Subtotal
financial
liabilities | |
Non-
financial
liabilities | |
Total |
Liabilities as per statement of financial position | |
| | | |
| | | |
| | | |
| | | |
| | |
Trade and other payables | |
| 4,819 | | |
| 85,089 | | |
| 89,908 | | |
| 6,008 | | |
| 95,916 | |
Borrowings (excluding finance lease liabilities) (i) | |
| 15 | | |
| 659,377 | | |
| 659,392 | | |
| — | | |
| 659,392 | |
Finance leases | |
| — | | |
| 739 | | |
| 739 | | |
| — | | |
| 739 | |
Derivative financial instruments (i) | |
| 12,600 | | |
| — | | |
| 12,600 | | |
| — | | |
| 12,600 | |
Total | |
| 17,434 | | |
| 745,205 | | |
| 762,639 | | |
| 6,008 | | |
| 768,647 | |
(i) Effective
July 1, 2013, the Group formally documented and designated cash flow hedging relationships to hedge the foreign exchange
rate risk of a portion of its highly probable future sales in US dollars using a portion of its borrowings denominated in US dollars,
currency forwards and foreign currency floating-to-fixed interest rate swaps (see Note 3).
Liabilities carried
at amortized cost also included liabilities under finance leases where the Group is the lessee and which therefore have to be measured
in accordance with IAS 17. The categories disclosed are determined by reference to IAS 39. Finance leases are excluded from the
scope of IFRS 7. Therefore, finance leases have been shown separately.
Because of the short
maturities of most trade accounts receivable and payable, other receivables and liabilities, and cash and cash equivalents, their
carrying amounts at the closing date do not differ significantly from their respective fair values. The fair value of long-term
borrowings is disclosed in Note 21.
Income, expense,
gains and losses on financial instruments can be assigned to the following categories:
| |
Loans
and
receivables | |
Assets/
liabilities
at fair value
through profit or loss | |
Other
financial liabilities at amortized cost | |
Total |
December 31, 2014 | |
| | | |
| | | |
| | | |
| | |
Interest income (i) | |
| 7,068 | | |
| — | | |
| — | | |
| 7,068 | |
Interest expense (i) | |
| (44,425 | ) | |
| — | | |
| (10,490 | ) | |
| (54,915 | ) |
Foreign exchange gains/ (losses) (ii) | |
| (15,733 | ) | |
| (9,300 | ) | |
| 15,787 | | |
| (9,246 | ) |
Gain from derivative financial instruments (iii) | |
| — | | |
| 6,705 | | |
| — | | |
| 6,705 | |
Net result | |
| (53,090 | ) | |
| (2,595 | ) | |
| 5,297 | | |
| (50,388 | ) |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 12. | Financial instruments by category (continued) |
| |
Loans
and
receivables | |
Assets/
liabilities
at fair value
through profit or loss | |
Other
financial liabilities at amortized cost | |
Total |
| |
| | | |
| | | |
| | | |
| | |
December 31, 2013 | |
| | | |
| | | |
| | | |
| | |
Interest income (i) | |
| 6,882 | | |
| — | | |
| — | | |
| 6,882 | |
Interest expense (i) | |
| (32,162 | ) | |
| — | | |
| (17,087 | ) | |
| (49,249 | ) |
Foreign exchange gains/ (losses) (ii) | |
| 12,550 | | |
| — | | |
| (33,637 | ) | |
| (21,087 | ) |
Gain from derivative financial instruments (iii)
| |
| — | | |
| 558 | | |
| — | | |
| 558 | |
Net result | |
| (12,730 | ) | |
| 558 | | |
| (50,724 | ) | |
| (62,896 | ) |
| |
Loans
and
receivables | |
Assets/
liabilities
at fair value
through profit or loss | |
Other
financial liabilities at amortized cost | |
Total |
| |
| | | |
| | | |
| | | |
| | |
December 31, 2012 | |
| | | |
| | | |
| | | |
| | |
Interest income (i) | |
| 11,249 | | |
| — | | |
| — | | |
| 11,249 | |
Interest expense (i) | |
| — | | |
| — | | |
| (27,672 | ) | |
| (27,672 | ) |
Foreign exchange gains/ (losses) (ii) | |
| (15,915 | ) | |
| — | | |
| (10,165 | ) | |
| (26,080 | ) |
Loss from derivative financial instruments (iii) | |
| — | | |
| (4,002 | ) | |
| — | | |
| (4,002 | ) |
Net result | |
| (4,666 | ) | |
| (4,002 | ) | |
| (37,837 | ) | |
| (46,505 | ) |
(i) Included in “Financial results, net” in the
statement of income.
(ii) Included in “Financial results, net” in the
statement of income.
(iii) Included in “Other operating income, net”
and “Financial results, net” in the statement of income.
Determining fair values
IFRS 13 defines fair
value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. All financial instruments recognized at fair value are allocated to one of the valuation
hierarchy levels of IFRS 13. This valuation hierarchy provides for three levels. The allocation reflects which of the fair values
derive from transactions in the market and where valuation is based on models because market transactions are lacking. The level
in the fair value hierarchy within which the fair value measurement 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,
2014 and 2013, the financial instruments recognized at fair value on the statement of financial position comprise derivative financial
instruments.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 12. | Financial instruments by category (continued) |
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, 2014 and
2013 and their allocation to the fair value hierarchy:
| |
| |
Level
1 | |
Level
2 | |
Level
3 | |
Total |
Assets | |
| | | |
| | | |
| | | |
| | | |
| | |
Derivative financial instruments | |
| 2014 | | |
| 7,026 | | |
| 940 | | |
| — | | |
| 7,966 | |
Derivative financial instruments | |
| 2013 | | |
| 3,912 | | |
| 190 | | |
| — | | |
| 4,102 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Liabilities | |
| | | |
| | | |
| | | |
| | | |
| | |
Derivative financial instruments | |
| 2014 | | |
| (4,224 | ) | |
| (9,675 | ) | |
| — | | |
| (13,899 | ) |
Derivative financial instruments | |
| 2013 | | |
| (425 | ) | |
| (12,175 | ) | |
| — | | |
| (12,600 | ) |
There were no transfers within level 1
and 2 during the years ended December 31, 2014 and 2013.
When no quoted prices
in an active market are available, fair values (particularly with derivatives) are based on recognized valuation methods. The Group
uses a range of valuation models for this purpose, details of which may be obtained from the following table:
Class | |
Pricing Method | |
Parameters | |
Pricing
Model | |
Level | |
Total |
Futures | |
Quoted price | |
| — | | |
| — | | |
| 1 | | |
| 2,653 | |
| |
| |
| | | |
| | | |
| | | |
| | |
Options | |
Quoted price | |
| — | | |
| — | | |
| 1 | | |
| 149 | |
| |
| |
| | | |
| | | |
| | | |
| | |
Options/ OTC | |
Quoted price | |
| — | | |
| Black & Scholes | | |
| 2 | | |
| 683 | |
| |
| |
| | | |
| | | |
| | | |
| | |
Foreign-currency interest-rate swaps | |
Theoretical price | |
| Swap
curve; Money market interest-rate
curve; Foreign-exchange curve. | | |
| Present value method | | |
| 2 | | |
| 257 | |
| |
| |
| | | |
| | | |
| | | |
| | |
Interest-rate swaps | |
Theoretical price | |
| Swap
curve; Money market interest-rate
curve | | |
| Present value method | | |
| 2 | | |
| (9,675 | ) |
| |
| |
| | | |
| | | |
| | | |
| (5,933 | ) |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 13. | Trade and other receivables, net |
| |
2014 | |
2013 |
Non current | |
| |
|
Trade receivables | |
| 3,528 | | |
| 4,676 | |
Advances to suppliers | |
| 12,149 | | |
| 10,658 | |
Income tax credits | |
| 6,759 | | |
| 7,058 | |
Non-income tax credits (i) | |
| 18,609 | | |
| 13,941 | |
Judicial deposits | |
| 2,545 | | |
| 2,706 | |
Receivable from disposal of subsidiary (Note 16) | |
| 3,997 | | |
| 9,202 | |
Cash collateral | |
| — | | |
| 451 | |
Other receivables | |
| 3,003 | | |
| 4,560 | |
Non current portion | |
| 50,590 | | |
| 53,252 | |
Current | |
| | | |
| | |
Trade receivables | |
| 65,059 | | |
| 46,326 | |
Receivables from related parties (Note 33) | |
| 258 | | |
| — | |
Less: Allowance for trade receivables | |
| (527 | ) | |
| (545 | ) |
Trade receivables – net | |
| 64,790 | | |
| 45,781 | |
Prepaid expenses | |
| 6,884 | | |
| 7,786 | |
Advances to suppliers | |
| 11,717 | | |
| 16,088 | |
Income tax credits | |
| 6,492 | | |
| 5,519 | |
Non-income tax credits (i) | |
| 42,685 | | |
| 43,700 | |
Cash collateral | |
| 6,329 | | |
| 6,554 | |
Receivable from disposal of subsidiaries (Note 16) | |
| 4,451 | | |
| 6,174 | |
Other receivables | |
| 21,178 | | |
| 9,578 | |
Subtotal | |
| 99,736 | | |
| 95,399 | |
Current portion | |
| 164,526 | | |
| 141,180 | |
Total trade and other receivables, net | |
| 215,116 | | |
| 194,432 | |
(i) Includes US$ 4,514 reclassified from
property, plant and equipment.
The fair values of current
trade and other receivables approximate their respective carrying amounts due to their short-term nature. The fair values of non-current
trade and other receivables approximate their carrying amount, as the impact of discounting is not significant.
The carrying amounts of the Group’s trade and other receivables
are denominated in the following currencies (expressed in US dollars):
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 13. | Trade and other receivables, net (continued) |
| |
2014 | |
2013 |
Currency | |
| | | |
| | |
US Dollar | |
| 45,341 | | |
| 30,054 | |
Argentine Peso | |
| 49,876 | | |
| 50,512 | |
Uruguayan Peso | |
| 8,385 | | |
| 520 | |
Brazilian Reais | |
| 111,514 | | |
| 113,346 | |
| |
| 215,116 | | |
| 194,432 | |
As of December 31,
2014 trade receivables of US$ 4,224 (2013: US$ 14,319) were past due but not impaired. The ageing analysis of these receivables
indicates that 1,269 and 60 are over 6 months in 2014 and 2013, respectively.
The Group recognizes
an allowance for trade receivables when there is objective evidence that the Group will not be able to collect all amounts due
according to the original terms 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:
| |
2014 | |
2013 |
At January 1 | |
| 545 | | |
| 588 | |
Charge of the year | |
| 192 | | |
| 591 | |
Unused amounts reversed | |
| (83 | ) | |
| (255 | ) |
Used during the year | |
| — | | |
| (220 | ) |
Exchange differences | |
| (127 | ) | |
| (159 | ) |
At December 31 | |
| 527 | | |
| 545 | |
The creation and release
of allowance for trade receivables have been included in “Selling expenses” in the statement of income. Amounts charged
to the allowance account are generally written off, when there is no expectation of recovering additional cash.
The other classes
within other receivables do not contain impaired assets.
The maximum exposure
to credit risk at the reporting date is the carrying value of each class of receivable mentioned above.
As of December 31,
2014, approximately 65% (2013: 51%) of the outstanding unimpaired trade receivables (neither past due nor impaired) relate to sales
to 9 well-known multinational companies with good credit quality standing, including but not limited to Bunge Agritrade S.A., Camara
de Comercializacao de Energia Electrica CCEE, Ipiranga Produtos de Petroleo S.A., Mastellone Hnos. S.A. and Nestlé 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.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 13. | Trade and other receivables, net (continued) |
The remaining percentage
as of December 31, 2014 and 2013 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.
| |
2014 | |
2013 |
Raw materials | |
| 35,662 | | |
| 37,859 | |
Finished goods. | |
| 65,562 | | |
| 67,689 | |
Stocks held by third parties | |
| 3,395 | | |
| 2,824 | |
Others | |
| 300 | | |
| 17 | |
| |
| 104,919 | | |
| 108,389 | |
The cost of inventories
recognized as expense and included in “Cost of manufactured products sold and services rendered” amounted to US$ 335,442
for the year ended December 31, 2014 (2013: US$ 272,261 and 2012: US$ 263,978). The cost of inventories recognized as expense and
included in “Cost of agricultural produce sold and direct agricultural selling expenses” amounted to US$ 155,358 for
the year ended December 31, 2014 (2013: US$159,936 and 2012: US$ 174,602).
| 15. | Cash and cash equivalents |
| |
2014 | |
2013 |
Cash at bank and on hand | |
| 104,132 | | |
| 165,362 | |
Short-term bank deposits | |
| 9,663 | | |
| 66,785 | |
| |
| 113,795 | | |
| 232,147 | |
Year ended December
31, 2012
On June 29, 2012, the
Group sold its 100% interest in Agricola Ganadera San Jose S.A., a subsidiary whose main assets comprised of farmland, at a consideration
of US$ 9.3 million. This transaction resulted in a gain of US$ 8 million recorded in other operating income in the statement of
income. As of December 31, 2014, this transaction was fully collected.
On December 27, 2012,
the Group disposed of a 51% interest out of the 100% interest held in Santa Regina Agropecuaria S.A. at a consideration of US$
12.4 million. The main asset of the subsidiary is the Santa Regina farm located in General Villegas, Province of Buenos Aires,
Argentina. The Group granted an option to the buyer to acquire the remaining 49% interest on or before June 2014 at US$ 13.1 million.
This option was exercised, and the disposal of the 49% generated a gain of US$ 1.2 million. The Group entered into a lease contract
with the buyer to use the land for the next two crop years as from May 2013. The sale price was collected US$ 5.2 million in cash
and the remaining amount was collected during 2013. The Group evaluated the effect of potential voting rights arising from the
option and concluded that the interest retained in Santa Regina represents an available for sale financial asset under IAS 39.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
The transaction generated
a gain for the sale of US$ 9 million. In addition, since the Group ceased to have control over the subsidiary, the retained 49%
interest was remeasured to its fair value and a gain of US$ 10.4 million was recognized in the statement of income under "Other
operating income, net".
Year ended December
31, 2013
In December 2013, the
Group completed the sale of “San Agustín”, a 5,066 hectare farm located in the province of Corrientes, Argentina,
for a total consideration of US$17.5 million collected in full as of year-end. This transaction resulted in a gain of US$ 15 million
included within “Other operating income, net”.
In October 2013, the
Group completed the sale of the San Martin farm for a total price of US$ 8.0 million, equivalent to US$ 2,294 per hectare which
was collected in full as of year-end. San Martin is a 3,502 hectare farm located in the province of Corrientes, Argentina. The
farm was used for cattle grazing activities and is a subdivision of the Ita Caabo farm acquired by the Group in 2007. This transaction
resulted in a gain of US$ 6.5 million included within “Other operating income, net”.
In May 2013, the Group
completed the sale of the Mimoso farm (through the sale of the Brazilian subsidiary Fazenda Mimoso Ltda.) and Lagoa do Oeste farm
located in Luis Eduardo Magalhaes, Bahia, Brazil. The farms have a total area of 3,834 hectares of which 904 hectares are planted
with coffee trees. In addition, the Group entered into an agreement whereby the buyer will operate and make use of 728 hectares
of existing coffee trees in Adecoagro’s Rio de Janeiro farm during an 8-year period. Pursuant to the terms of the agreement,
we will retain property to these coffee trees, which will still have an estimate useful life of 10 years upon the expiration of
the agreement. The total consideration of this operation was a nominal amount of Brazilian Reais 49 million (US$ 24 million), from
which Brazilian Reais 12,371 (US$ 6 million) were collected as of December 31, 2014. The remaining amount will be collected in
two equal installments in 2015 and 2016. This transaction resulted in a gain of US$ 5.7 million recorded in other operating income
in the statement of income.
In June 2013, the Group
completed the sale of the remaining 49% interest in Santa Regina S.A., a company whose main underlying asset is the Santa Regina
farm. This transaction resulted in a gain of US$ 1.2 million recorded in other operating income in the statement of income.
Year ended December
31, 2014
Sale of 49% of interest in Global Anceo S.L.U.
and Global Hisingen S.L.U.
In June, 2014, the Group
completed the sale of a 49% interest in Global Anceo S.L.U. and same interest in Global Hisingen S.L.U., companies which main underlying
assets were the Guayacanes and La Guarida farms, for an aggregate sale price of US$ 50.5 million. The net proceeds received as
of the transaction´s day amounted to US$ 49.4 million.
The sale of the respective
equity interests did not result in the loss of control of these companies and therefore the transactions were treated as equity
transactions for accounting purposes. The difference between the net proceeds received and the recognition of the non-controlling
interest was registered in Statement of Changes in Shareholders’ Equity under the line item “Reserve from the sale
of non-controlling interests in subsidiaries”. The transaction resulted in an increase of equity attributable to owners of
the Company of US$ 25.5 million and also an increase in non-controlling interest of US$ 8.0 million.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 17. | 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 2012 | |
| 120,533 | | |
| 1,106,805 | |
Employee share options exercised (Note 18) | |
| 32 | | |
| 312 | |
Restricted shares vested (Note 18) | |
| — | | |
| 1,347 | |
Non-controlling interest acquired through exchange of Shares (1) | |
| 1,655 | | |
| 15,199 | |
At 31 December 2012 | |
| 122,220 | | |
| 1,123,663 | |
Employee share options exercised (Note 18) (2) | |
| — | | |
| 126 | |
Restricted shares and units vested (Note 18) | |
| 162 | | |
| 2,963 | |
Purchase of own shares | |
| — | | |
| (4,107 | ) |
At 31 December 2013 | |
| 122,382 | | |
| 1,122,645 | |
Employee share options exercised (Note 18) (2) | |
| — | | |
| 955 | |
Restricted shares and units vested (Note 18) | |
| — | | |
| 3,444 | |
Purchase of own shares | |
| — | | |
| (10,427 | ) |
At 31 December 2014 | |
| 122,382 | | |
| 1,116,617 | |
(1) | | During 2012, the Company issued 1,654,752 shares to certain limited partners of International
Farmland Holdings LP (“IFH”) in exchange for their residual interest, totaling 1.36% interest in IFH. After this exchange,
the Company holds 100% of IFH interest. |
(2) | | Treasury shares were used to settle these options and units. |
Share Repurchase Program
On September 24, 2013,
the Board of Directors of the Company has authorized a share repurchase program for up to 5% of its outstanding shares. The repurchase
program has commenced on September 24, 2013 and will be reviewed by the Board of Directors after a 12-month period: repurchases
of shares under the program will be 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. The size and the timing of repurchases will
depend upon market conditions, applicable legal requirements and other factors. On August 12, 2014 the Board of Directors decided
to extend the program for a 12 month-period.
As of December 31,
2014, the Company repurchased 2,343,846 shares under this program, of which 454,165 have been applied to some exercise of the Company’s
stock option plan.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 18. | Equity-settled share-based payments |
The Group has set a “2004
Incentive Option Plan” and a “2007/2008 Equity Incentive Plan” (collectively referred to as “Option Schemes”)
under which the Group granted equity-settled options to senior managers and selected employees of the Group´s subsidiaries.
Additionally, in 2010 the Group has set a “Adecoagro Restricted Share and Restricted Stock Unit Plan” (referred to
as “Restricted Share Plan”) under which the Group grants restricted shares to senior and medium management and key
employees of the Group’s subsidiaries.
The Group recognized
aggregate compensation expense of US$ 0.3 million for the year ended December 31, 2014 (2013: US$ 0.1 million; 2012: US$ 0.2 million)
related to the options granted under the 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 expensed.
Details of each plan
are as follow:
The Adecoagro/ IFH
2004 Stock Incentive Option Plan
This scheme was effectively
established in 2004 and is administered by the Compensation Committee of the Company. Options under the Adecoagro/ IFH 2004 Stock
Incentive Option Plan are fully vested over a. Options are exercisable over a ten-year period. In may 2014 this period was extended
for another ten year-period.
Movements in the number
of equity-settled options outstanding and their related weighted average exercise prices under the Adecoagro/ IFH 2004 Stock Incentive
Option Plan are as follows:
| |
2014 | |
2013 | |
2012 |
| |
Average
exercise
price per
share | |
Options
(thousands) | |
Average
exercise
price per
Share | |
Options
(thousands) | |
Average
exercise
price per
share | |
Options
(thousands) |
| |
| |
| |
| |
| |
| |
|
| At January 1 | | |
| 6.67 | | |
| 2,061 | | |
| 6.68 | | |
| 2,100 | | |
| 6.68 | | |
| 2,134 | |
| Forfeited | | |
| 8.62 | | |
| (5 | ) | |
| 8.62 | | |
| (21 | ) | |
| 8.62 | | |
| (2 | ) |
| Exercised | | |
| 5,83 | | |
| (140 | ) | |
| 5.83 | | |
| (17 | ) | |
| 6.71 | | |
| (32 | ) |
| At December 31 | | |
| 6,71 | | |
| 1,916 | | |
| 6.67 | | |
| 2,062 | | |
| 6.68 | | |
| 2,100 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 18. | Equity-settled unit-based payments (continued) |
Options outstanding at
year end under the Adecoagro/ IFH 2004 Incentive Option Plan have the following expiry date and exercise prices:
| |
Exercise
price per share |
|
Shares
(in thousands) |
Expiry date (i): | |
|
2014 | |
2013 | |
2012 |
May 1, 2024 | |
| 5.83 | | |
| 570 | | |
| 674 | | |
| 674 | |
May 1, 2025 | |
| 5.83 | | |
| 543 | | |
| 553 | | |
| 553 | |
May 1, 2026 | |
| 5.83 | | |
| 136 | | |
| 156 | | |
| 173 | |
February 16, 2026 | |
| 7.11 | | |
| 110 | | |
| 110 | | |
| 110 | |
October 1, 2026 | |
| 8.62 | | |
| 557 | | |
| 569 | | |
| 590 | |
| (i) | On May 2014, the Board of directors decided to extend the expired date of the Plan. |
The Adecoagro/ IFH 2007/ 2008
Equity Incentive Plan
This scheme was effectively
established in late 2007 and is administered by the Compensation Committee of the Company. Options under the Adecoagro/ IFH 2007/2008
Equity Incentive Plan vest over a 4-year period from the date of grant at 25% on each anniversary of the grant date. Options are
exercisable over a ten-year period. The exercise price of the options is determined by the Compensation Committee but under no
circumstances the price may be less than 100% of the fair market value of the shares at the date of grant.
Movements in the number
of equity-settled options outstanding and their related weighted average exercise prices under the Adecoagro/ IFH 2007/2008 Equity
Incentive Plan are as follows:
| |
2014 | |
2013 | |
2012 |
| |
Average
exercise
price per
share | |
Options
(thousands) | |
Average
exercise
price per
share | |
Options
(thousands) | |
Average
exercise
price per
share | |
Options
(thousands) |
| |
| |
| |
| |
| |
| |
|
| At January 1 | | |
| 13.07 | | |
| 1,751 | | |
| 13.06 | | |
| 2,013 | | |
| 13.06 | | |
| 2,038 | |
| Granted | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | | |
| — | |
| Forfeited | | |
| 13.40 | | |
| (22 | ) | |
| 13.01 | | |
| (262 | ) | |
| 13.06 | | |
| (24 | ) |
| At December 31 | | |
| 13.07 | | |
| 1,729 | | |
| 13.07 | | |
| 1,751 | | |
| 13.06 | | |
| 2,013 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 18. | Equity-settled unit-based payments (continued) |
Options outstanding at
year-end under the Adecoagro/ IFH 2007/2008 Equity Incentive Plan have the following expiry date and exercise prices:
| |
Exercise
price
per share |
|
Shares
(in thousands) |
Expiry date: | |
|
2014 | |
2013 | |
2012 |
Dec 1, 2017 | |
| 12.82 | | |
| 950 | | |
| 963 | | |
| 1,138 | |
Jan 30, 2019 | |
| 13.40 | | |
| 599 | | |
| 608 | | |
| 687 | |
Nov 1, 2019 | |
| 13.40 | | |
| 8 | | |
| 8 | | |
| 8 | |
Jan 30, 2020 | |
| 12.82 | | |
| 26 | | |
| 26 | | |
| 28 | |
Jan 30, 2020 | |
| 13.40 | | |
| 65 | | |
| 65 | | |
| 71 | |
Jun 30, 2020 | |
| 13.40 | | |
| 22 | | |
| 22 | | |
| 22 | |
Sep 1, 2020 | |
| 13.40 | | |
| 44 | | |
| 44 | | |
| 44 | |
Sep 1, 2020 | |
| 12.82 | | |
| 15 | | |
| 15 | | |
| 15 | |
The following table shows
the exercisable shares at year end under both the Adecoagro/ IFH 2004 Incentive Option Plan and the Adecoagro/ IFH 2007/ 2008 Equity
Incentive Plan:
| |
Exercisable
shares in thousands |
| 2014 | | |
| 3,645 | |
| 2013 | | |
| 3,769 | |
| 2012 | | |
| 3,849 | |
During 2014 and 2013,
139,870 options and 17,162 options were exercised under the 2004 Incentive Option Plan, respectively. Accordingly, the Group issued
and registered these shares with a nominal value of US$ 1.5.
| (b) | Restricted Share and Restricted Stock Unit 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 under the Restricted Share or Restricted Stock Units Plan vested 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 issued. For this plan, there are no performance requirements for the delivery
of common shares, except that a participant’s employment with the Group must not have been terminated prior to the relevant
vesting date. If the participant ceases to be an employee for any reason, any unvested restricted unit shall not be converted into
common shares and the participant shall cease for all purposes to be a shareholder with respect to such shares. The maximum number
of ordinary shares with respect to which awards may be made under the Plan is 1,801,038. On March 17, 2015, the Board of Director
increased this amount in 673,663 of shares.
On July 18, 2011, the
Group issued and registered 427,293 restricted shares with a nominal value of US$ 1.5, which were granted under the Restricted
Share Plan. All restricted shares has already vested.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 18. | Equity-settled unit-based payments (continued) |
At December 31, 2014,
the Group recognized compensation expense US$ 3.6 million related to the restricted shares granted under the Restricted Share Plan
(2013: US$ 3.7 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,
2012 | |
May
15,
2012 | |
Apr
1,
2013 | |
May
15,
2013 | |
Apr
1,
2014 | |
May
15,
2014 |
Fair value | |
| 9.81 | | |
| 9.33 | | |
| 8.08 | | |
| 7.48 | | |
| 7.92 | | |
| 8.72 | |
Possibility of ceasing employment before vesting
| |
| 3 | % | |
| 0 | % | |
| 5 | % | |
| 0 | % | |
| 5 | % | |
| 0 | % |
Movements in the number
of restricted shares outstanding under the Restricted Share Plan are as follows:
| |
Restricted
shares (thousands) | |
Restricted
stock units (thousands) | |
Restricted
shares (thousands) | |
Restricted
stock units (thousands) |
| |
2014 | |
2014 | |
2013 | |
2013 |
| At January 1 | | |
| 109 | | |
| 699 | | |
| 234 | | |
| 515 | |
| Granted (1) | | |
| — | | |
| 480 | | |
| — | | |
| 362 | |
| Forfeited | | |
| (3 | ) | |
| (21 | ) | |
| (6 | ) | |
| (10 | ) |
| Vested | | |
| (106 | ) | |
| (297 | ) | |
| (119 | ) | |
| (169 | ) |
| At December 31 | | |
| — | | |
| 861 | | |
| 109 | | |
| 699 | |
(1) Approved by the
Board of Directors of March 19, 2013 and the Shareholders Meeting of April 17, 2013.
During 2014 and 2013,
1,676 restricted shares and 5,827 restricted shares became forfeited, respectively, and were returned to the Group. These restricted
shares are held by the Group as treasury shares and presented within “Treasury shares” in the statement of changes
in shareholders’ equity.
| 19. | 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.
In addition, from time
to time, the subsidiaries of the Group may separate portions of their profits of the year to constitute voluntary reserves according
to company law and practice. These voluntary reserves may be released for dividend distribution.
Legal and other reserves
amount to US$ 44,788 as of December 31, 2014 (2013: US$ 38,549) 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, 2014, but the Company has distributable reserves in excess of US$ 914,135.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 20. | Trade and other payables |
| |
2014 | |
2013 |
Non-current | |
| | | |
| | |
Payable from acquisition of property, plant and equipment (i) | |
| 2,084 | | |
| 2,605 | |
Other payables | |
| 307 | | |
| 346 | |
| |
| 2,391 | | |
| 2,951 | |
Current | |
| | | |
| | |
Trade payables | |
| 70,269 | | |
| 84,009 | |
Advances from customers | |
| 5,636 | | |
| 2,900 | |
Amounts due to related parties (Note 33) | |
| — | | |
| 1,069 | |
Taxes payable | |
| 4,217 | | |
| 3,108 | |
Escrows arising on business combinations (Note 32) | |
| 316 | | |
| 1,030 | |
Other payables | |
| 2,662 | | |
| 849 | |
| |
| 83,100 | | |
| 92,965 | |
Total trade and other payables | |
| 85,491 | | |
| 95,916 | |
| (i) | These trades payable are mainly collateralized by property, plant and equipment of the Group. |
The fair values of
current trade and other payables approximate their respective carrying amounts due to their short-term nature. The fair values
of non-current trade and other payables approximate their carrying amounts, as the impact of discounting is not significant.
| |
2014 | |
2013 |
Non-current | |
| | | |
| | |
Bank borrowings | |
| 491,031 | | |
| 511,753 | |
Obligations under finance leases | |
| 293 | | |
| 411 | |
| |
| 491,324 | | |
| 512,164 | |
Current | |
| | | |
| | |
Bank overdrafts | |
| 7,789 | | |
| 5,750 | |
Bank borrowings | |
| 199,106 | | |
| 141,889 | |
Obligations under finance leases | |
| 287 | | |
| 328 | |
| |
| 207,182 | | |
| 147,967 | |
Total borrowings | |
| 698,506 | | |
| 660,131 | |
As of December 31,
2014, total bank borrowings include collateralized liabilities of US$ 640,034 (2013: US$ 625,533). These loans are mainly
collateralized by property, plant and equipment, sugarcane plantations, sugar export contracts and shares of certain
subsidiaries of the Group.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 21. | Borrowings (continued) |
The maturity of the Group's
borrowings (excluding obligations under finance leases) and the Group's exposure to fixed and variable interest rates is as follows:
| |
2014 | |
2013 |
Fixed rate: | |
| | | |
| | |
Less than 1 year | |
| 95,524 | | |
| 56,932 | |
Between 1 and 2 years | |
| 45,518 | | |
| 38,393 | |
Between 2 and 3 years | |
| 41,685 | | |
| 37,762 | |
Between 3 and 4 years | |
| 25,809 | | |
| 29,467 | |
Between 4 and 5 years | |
| 39,992 | | |
| 27,803 | |
More than 5 years | |
| 87,219 | | |
| 75,745 | |
| |
| 335,747 | | |
| 266,102 | |
Variable rate: | |
| | | |
| | |
Less than 1 year | |
| 111,371 | | |
| 90,707 | |
Between 1 and 2 years | |
| 130,426 | | |
| 107,392 | |
Between 2 and 3 years | |
| 80,199 | | |
| 100,949 | |
Between 3 and 4 years | |
| 13,154 | | |
| 54,212 | |
Between 4 and 5 years | |
| 7,346 | | |
| 12,586 | |
More than 5 years | |
| 19,683 | | |
| 27,444 | |
| |
| 362,179 | | |
| 393,290 | |
| |
| 697,926 | | |
| 659,392 | |
Borrowings incurred by
the Group’s subsidiaries in Brazil are repayable at various dates between January 2015 and September 2024 and bear either
fixed interest rates ranging from 2.00% to 14.13% per annum or variable rates based on LIBOR or other specific base-rates plus
spreads ranging from 4.46% to 15.59% per annum. At December 31, 2014 LIBOR (six months) was 0.37% (2013: 0.28%).
Borrowings incurred by
the Group´s subsidiaries in Argentina are repayable at various dates between January 2015 and November 2019 and bear either
fixed interest rates ranging from 4.50% and 7.00% per annum for those borrowings denominated in US dollar, and fixed interest rates
ranging from 9,90% and 15,01% per annum for those borrowings denominated in argentine pesos.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 21. | Borrowings (continued) |
Brazilian Subsidiaries
The main loans of the Group’s
Brazilian Subsidiaries are:
Bank |
Grant Date |
Nominal amount |
Capital Outstanding |
Maturity date |
Annual Interest Rate |
|
|
|
2014 |
2013 |
|
|
|
|
(In millions) |
Millions of Reais |
Millions of equivalent Dollars |
Millions of equivalent Dollars |
|
|
Rabobank / Itaú BBA / Santander / Itaú Unibanco / Bradesco / HSBC (Finem ANG) (1) |
March 2008 |
R$ 151 |
62.8 |
23.6 |
34.7 |
April 2018 |
Partially Long-Term Interest Rate (TJLP), as disclosed by the Brazilian Central Bank + 4.05% and partially Interest Rate Resolution 635/87 (average BNDES external funding rate) + 4.05% |
Banco Do Brasil (2) |
July 2010 |
R$ 70 |
48.1 |
18.1 |
24.6 |
July 2020 |
10% with 15% of bonus performance |
BTG Pactual / HSBC / Votorantim / Rabobank (3) |
May 2012 |
R$ 230 |
76.7 |
28.9 |
65.4 |
December 2015 |
CDI + 3.6% |
Bradesco (4) |
May 2012 |
US$ 11.7 |
- |
7.8 |
11.7 |
December 2016 |
7.20% |
Banco Do Brasil (5) |
October 2012 |
R$ 130 |
130.0 |
48.9 |
55.5 |
November 2022 |
2.94% per annum with 15% of bonus performance |
Itau BBA (6) |
December 2012 |
R$ 45.9 |
41.7 |
15.7 |
19.0 |
December 2022 |
2.50% |
Itau BBA (7) |
March 2013 |
R$ 75 |
36.3 |
13.7 |
32.0 |
March 2019 |
CDI + 3.2% |
ING / ABN /Bladex Loan (8) |
July 2013 |
US$ 70 |
- |
28.0 |
70.0 |
December 2016 |
LIBOR 6M plus 4.5% |
Rabobank / Bradesco / HSBC / PGGM / Hinduja Bank (9) |
September 2013 |
US$ 90 |
- |
72.0 |
90.0 |
July 2017 |
LIBOR 3M plus 4.75% |
Banco do Brasil / Itaul BBA Finem Loan (10) |
September 2013 |
R$ 273 |
253.6 |
95.5 |
58.9 |
January 2023 |
5.69% |
BNDES Finem Loan (11) |
November 2013 |
R$ 215 |
208.0 |
78.3 |
25.6 |
January 2023 |
3.23% |
ING / Bradesco / HSBC / BES / ICBC / Hinduja Bank / Monte Dei Paschi / Banco da China / Bladex (12) |
March 2014 |
US$ 100 |
- |
100.0 |
- |
December 2017 |
LIBOR 3M plus 4.20% |
| (1) | Collateralized by (i) a first degree mortgage of the Takuare farm; (ii) a pledge on the capital
stock (“quotas”) of Adecoagro Brasil Participações S/A; and (iii) liens over the Angélica mill
and equipment, all of which are property of Adecoagro Vale do Ivinhema. |
| (2) | Collateralized by (i) a first degree mortgage of the Sapálio farm, (ii) liens over the Angélica
mill and equipment, all of which are property of Adecoagro Vale do Ivinhema. |
| (3) | Collateralized by (i) a first-degree mortgage of the Dom Fabrício and Nossa Senhora Aparecida
farms, (ii) pledge of sugarcane and (iii) sales contracts. |
| (4) | Collateralized by (i) liens over the Monte Alegre mill and equipment, all of which are property
of Usina Monte Alegre |
| (5) | Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm, (ii) a second degree
mortgage of the Sapálio farm, (iii) liens over the Ivinhema mill and equipment. |
| (6) | Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm, (ii) a second degree
mortgage of the Takuare farm, (iii) a second degree mortgage of the Sapálio farm and (iv) liens over the Ivinhema mill and
equipment. |
| (7) | Collateralized by power sales contract. |
| (8) | Collateralized by (i) pledge of sugarcane and (ii) sales contracts |
| (9) | Collateralized by (i) pledge of sugarcane and (ii) sales contracts. |
| (10) | Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm, (ii) a second degree
mortgage of the Takuare farm, (iii) a second degree mortgage of the Sapálio farm and (iv) liens over the Ivinhema mill and
equipment. |
| (11) | Collateralized by (i) liens over the Ivinhema mill and equipment, all of which are property of
Adecoagro Vale do Ivinhema and (ii) power sales contracts. |
| (12) | Collateralized by (i) pledge of sugarcane and (ii) sales contracts. |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 21. | Borrowings (continued) |
The abovementioned
loans contain certain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among
other restrictions, as well as restrictions on the payment of dividends. These financial ratios are measured considering the statutory
financial statements of the Brazilian Subsidiaries.
During 2014 and 2013 the Group was in
compliance with all financial covenants.
Argentinian Subsidiaries
The amended IDB Facility
is divided into a seven-year US$ 20 million tranche (“Tranche A”) and a five-year US$ 60 million tranche (“Tranche
B”) with a final maturity in November 2018 and 2016, respectively. Tranche A bore interest at fixed rate of 6.11% per annum.
Tranche B bears interest at 180-day LIBOR plus 4.45% per annum. The Group entered into a floating to fix interest rate forward
swap, fixing LIBOR at 1.25%, effective May 2012.
Payment of principal
plus interest of both tranches are made on a bi-annual basis. The IDB Facility is collateralized by property, plant and equipment
with a net book value of US$ 24.77 million, by a mortgage over (i) Carmen and La Rosa farms which are property of Adeco Agropecuaria
S.A.; and (ii) El Meridiano farm which is the property of Pilagá S.A.
Defaults by either
Adeco Agropecuaria S.A. or Pilagá S.A. on any indebtedness with an aggregate principal amount over US$ 3.0 million can result
in acceleration of the full outstanding loan amount due to the IDB. The IDB Facility also contains certain customary financial
covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions, as well as restrictions
on the payment of dividends. The financial covenants are measured in accordance with generally accepted accounting principles in
Argentina.
In addition, the
IDB Facility contains a change of control provision requiring acceleration of amounts due under the facility.
During 2014 and 2013 the Group was in compliance with
all financial covenants.
The carrying amounts
of the Group’s borrowings are denominated in the following currencies (expressed in US dollars):
| |
2014 | |
2013 |
Currency | |
| | | |
| | |
US Dollar | |
| 320,638 | | |
| 257,283 | |
Brazilian Reais | |
| 362,733 | | |
| 372,058 | |
Argentine Peso | |
| 15,135 | | |
| 30,775 | |
Uruguayan Peso | |
| — | | |
| 15 | |
| |
| 698,506 | | |
| 660,131 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
Adecoagro is subject
to the applicable general tax regulations in Luxembourg.
The Group’s income
tax has been calculated on the estimated assessable taxable profit 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:
| |
2014 | |
2013 | |
2012 |
Current income tax | |
| (124 | ) | |
| (979 | ) | |
| (1,377 | ) |
Deferred income tax | |
| (5,982 | ) | |
| 10,256 | | |
| 6,813 | |
Income tax (expense) / benefit | |
| (6,106 | ) | |
| 9,277 | | |
| 5,436 | |
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 | % |
| |
| | |
Argentine income tax
law includes a 10% withholding tax on dividend distributions made by Argentine companies to individuals and foreign beneficiaries.
As of December 31, 2014, the Company did not record any liability on retained earnings at their Argentine subsidiaries due to its
dividend policy which defines that the Company intends to retain any future earnings to finance operations and the expansion of
their business and does not intend to distribute or pay any cash dividends on the Group’s common shares in the foreseeable
future.
Deferred income tax liabilities
of US$ 1.00 million have not been recognized for the withholding tax and other taxes that would be payable on the unremitted earnings
of certain subsidiaries. Such amounts are permanently reinvested. Unremitted earnings totaled US$ 9.96 million at December 31,
2014.
Deferred tax assets and
liabilities of the Group as of December 31, 2014 and 2013, without taking into consideration the offsetting of balances within
the same tax jurisdiction, will be recovered or settled as follows:
| |
2014 | |
2013 |
Deferred income tax asset to be recovered after more than 12 months | |
| 75,635 | | |
| 75,668 | |
Deferred income tax asset to be recovered within 12 months | |
| 10,110 | | |
| 17,692 | |
Deferred income tax assets | |
| 85,745 | | |
| 93,360 | |
Deferred income tax liability to be settled after more than 12 months
| |
| (77,305 | ) | |
| (97,509 | ) |
Deferred income tax liability to be settled within 12 months | |
| (2,478 | ) | |
| (5,106 | ) |
Deferred income tax liability | |
| (79,783 | ) | |
| (102,615 | ) |
Deferred income tax assets / (liabilities), net | |
| 5,962 | | |
| (9,255 | ) |
The gross movement on the deferred income
tax account is as follows:
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| |
2014 | |
2013 | |
2012 |
Beginning of year | |
| (9,255 | ) | |
| (39,997 | ) | |
| (55,908 | ) |
Exchange differences | |
| 7,050 | | |
| 12,259 | | |
| 8,741 | |
Disposal of subsidiary (Note 16) | |
| — | | |
| 201 | | |
| 357 | |
Tax charge relating to cash flow hedge (i) | |
| 14,149 | | |
| 8,026 | | |
| — | |
Income tax (expense) / benefit | |
| (5,982 | ) | |
| 10,256 | | |
| 6,813 | |
End of year | |
| 5,962 | | |
| (9,255 | ) | |
| (39,997 | ) |
(i) | | Relates to the gain or loss before income tax of cash flow hedge recognized in other
comprehensive income amounting to US$ 53,584 for the year ended December 31, 2014. |
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 | |
Biological
assets | |
Others | |
Total |
At January 1, 2012 | |
| 96,051 | | |
| 16,486 | | |
| 1,483 | | |
| 114,020 | |
Charged/(credited) to the statement of income | |
| (601 | ) | |
| 3,951 | | |
| 13,277 | | |
| 16,627 | |
Acquisition of subsidiary | |
| (357 | ) | |
| — | | |
| — | | |
| (357 | ) |
Exchange differences | |
| (11,684 | ) | |
| (1,644 | ) | |
| (407 | ) | |
| (13,735 | ) |
At December 31, 2012 | |
| 83,409 | | |
| 18,793 | | |
| 14,353 | | |
| 116,555 | |
(Credited)/charged to the statement of income | |
| 12,590 | | |
| (4,394 | ) | |
| 2,864 | | |
| 11,060 | |
Disposal of subsidiary | |
| (622 | ) | |
| — | | |
| — | | |
| (622 | ) |
Exchange differences | |
| (18,339 | ) | |
| (3,247 | ) | |
| (2,792 | ) | |
| (24,378 | ) |
At December 31, 2013 | |
| 77,038 | | |
| 11,152 | | |
| 14,425 | | |
| 102,615 | |
(Credited) /charged to the statement of income | |
| (6,446 | ) | |
| (960 | ) | |
| 6,014 | | |
| (1,392 | ) |
Exchange differences | |
| (16,367 | ) | |
| (2,137 | ) | |
| (2,936 | ) | |
| (21,440 | ) |
At December 31, 2014 | |
| 54,225 | | |
| 8,055 | | |
| 17,503 | | |
| 79,783 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
Deferred income
tax assets | |
Provisions | |
Tax
loss carryforwards | |
Equity-settled
share-based compensation | |
Biological
Assets | |
Others | |
Total |
At January 1, 2012 | |
| 5,068 | | |
| 40,645 | | |
| 5,959 | | |
| 3,039 | | |
| 3,401 | | |
| 58,112 | |
Charged/(credited) to the statement of income | |
| 1,033 | | |
| 21,652 | | |
| 757 | | |
| (302 | ) | |
| 300 | | |
| 23,440 | |
Exchange differences | |
| (530 | ) | |
| (3,880 | ) | |
| — | | |
| (236 | ) | |
| (348 | ) | |
| (4,994 | ) |
At December 31, 2012 | |
| 5,571 | | |
| 58,417 | | |
| 6,716 | | |
| 2,501 | | |
| 3,353 | | |
| 76,558 | |
Charged/(credited) to the statement of income | |
| 1,161 | | |
| 13,200 | | |
| (299 | ) | |
| 2,922 | | |
| 4,332 | | |
| 21,316 | |
Disposal of subsidiary | |
| — | | |
| (421 | ) | |
| — | | |
| — | | |
| — | | |
| (421 | ) |
Tax charge relating to cash flow hedge | |
| — | | |
| 8,347 | | |
| — | | |
| — | | |
| — | | |
| 8,347 | |
Exchange differences | |
| (905 | ) | |
| (9,923 | ) | |
| — | | |
| (549 | ) | |
| (1,063 | ) | |
| (12,440 | ) |
At December 31, 2013 | |
| 5,827 | | |
| 69,620 | | |
| 6,417 | | |
| 4,874 | | |
| 6,622 | | |
| 93,360 | |
Charged/(credited) to the statement of income | |
| (3,745 | ) | |
| (2,636 | ) | |
| (522 | ) | |
| (1,568 | ) | |
| 1,097 | | |
| (7,374 | ) |
Tax charge relating to cash flow hedge | |
| — | | |
| 14,149 | | |
| — | | |
| — | | |
| — | | |
| 14,149 | |
Exchange differences | |
| (313 | ) | |
| (12,780 | ) | |
| — | | |
| (397 | ) | |
| (900 | ) | |
| (14,390 | ) |
At December 31, 2014 | |
| 1,769 | | |
| 68,353 | | |
| 5,895 | | |
| 2,909 | | |
| 6,819 | | |
| 85,745 | |
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 losses up to a maximum of 30%.
In order to fully realize
the deferred tax asset, the Group will need to generate future taxable income in the countries where the tax loss carry forward
were incurred. Based upon the level of historical taxable income and projections for future taxable income over the periods in
which the deferred tax assets are deductible, management believes that as at December 31, 2014, it is probable that the Group will
realize all of the deferred tax assets in Argentina and some portion of the deferred tax assets in Brazil.
As of December 31, 2014,
the Group’s tax loss carry forwards and their corresponding jurisdictions are as follows:
Jurisdiction | |
Tax
loss carry forward | |
Expiration
Period |
| Argentina | | |
| 28,035 | | |
5 years |
| Uruguay | | |
| 2,098 | | |
5 years |
| Brazil | | |
| 194,621 | | |
No expiration date |
Deferred income tax assets
are recognized for tax loss carry-forwards to the extent that the realization of the related tax benefit through future taxable
profits is probable. The Group did not recognize deferred income tax assets of US$ 3.8 million in respect of losses amounting to
US$ 11.2 that can be carried forward against future taxable income. These losses do not expire.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
The tax on the Group’s
profit before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits
of the consolidated entities as follows:
| |
2014 | |
2013 | |
2012 |
Tax calculated at the tax rates applicable to profits in the respective countries | |
| (3,374 | ) | |
| 13,094 | | |
| (959 | ) |
Non-deductible items | |
| (441 | ) | |
| (2,398 | ) | |
| (1,978 | ) |
Utilization of tax losses | |
| — | | |
| — | | |
| 2,845 | |
Tax losses where no deferred tax asset was recognized | |
| (2,383 | ) | |
| (3,811 | ) | |
| — | |
Non-taxable income | |
| 199 | | |
| 2,319 | | |
| 5,744 | |
Others | |
| (107 | ) | |
| 73 | | |
| (216 | ) |
Income tax (expense) / benefit | |
| (6,106 | ) | |
| 9,277 | | |
| 5,436 | |
| 23. | Payroll and social security liabilities |
| |
2014 | |
2013 |
Non-current | |
| |
|
Social security payable | |
| 1,278 | | |
| 1,458 | |
| |
| 1,278 | | |
| 1,458 | |
Current | |
| | | |
| | |
Salaries payable | |
| 6,322 | | |
| 5,782 | |
Social security payable | |
| 3,898 | | |
| 3,849 | |
Provision for vacations | |
| 12,364 | | |
| 11,481 | |
Provision for bonuses | |
| 4,731 | | |
| 5,027 | |
| |
| 27,315 | | |
| 26,139 | |
Total payroll and social security liabilities | |
| 28,593 | | |
| 27,597 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
24. | | Provisions for other liabilities |
The Group is subject
to several laws, regulations and business practices of the countries where it operates. In the ordinary course of business, the
Group is subject to certain contingent liabilities with respect to existing or potential claims, lawsuits and other proceedings,
including those involving tax, labor and social security, administrative and civil and other matters. The Group accrues liabilities
when it is probable that future costs will be incurred and it can reasonably estimate them. The Group bases its accruals on up-to-date
developments, estimates of the outcomes of the matters and legal counsel experience in contesting, litigating and settling matters.
As the scope of the liabilities becomes better defined or more information is available, the Group may be required to change its
estimates of future costs, which could have a material effect on its results of operations and financial condition or liquidity.
The table below shows
the movements in the Group's provisions for other liabilities categorized by type of provision:
| |
Labor,
legal and other claims | |
Tax
and social security | |
Onerous
contracts | |
Total |
At January 1, 2013 | |
| 2,634 | | |
| 54 | | |
| 44 | | |
| 2,732 | |
Additions | |
| 1,811 | | |
| 62 | | |
| 2,766 | | |
| 4,639 | |
Used during year | |
| (1,123 | ) | |
| (114 | ) | |
| (2,683 | ) | |
| (3,920 | ) |
Exchange differences | |
| (490 | ) | |
| (2 | ) | |
| (9 | ) | |
| (501 | ) |
At December 31, 2013 | |
| 2,832 | | |
| — | | |
| 118 | | |
| 2,950 | |
Additions | |
| 1,283 | | |
| — | | |
| 3,779 | | |
| 5,062 | |
Used during year | |
| (899 | ) | |
| — | | |
| (3,841 | ) | |
| (4,740 | ) |
Exchange differences | |
| (487 | ) | |
| — | | |
| (48 | ) | |
| (535 | ) |
At December 31, 2014 | |
| 2,729 | | |
| — | | |
| 8 | | |
| 2,737 | |
Analysis of total provisions:
| |
2014 | |
2013 |
Non current | |
| 2,013 | | |
| 2,293 | |
Current | |
| 724 | | |
| 657 | |
| |
| 2,737 | | |
| 2,950 | |
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$ 24.07 million and US$ 19.11 as of December 31, 2014 and 2013, respectively.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| |
2014 | |
2013 | |
2012 |
Sales of manufactured products and services rendered: | |
| | | |
| | | |
| | |
Rice | |
| 99,339 | | |
| 101,906 | | |
| 89,062 | |
Ethanol | |
| 165,870 | | |
| 150,382 | | |
| 121,544 | |
Sugar | |
| 174,459 | | |
| 133,597 | | |
| 134,766 | |
Energy | |
| 66,800 | | |
| 32,463 | | |
| 25,649 | |
Powder milk | |
| 2,948 | | |
| — | | |
| — | |
Services | |
| 2,093 | | |
| 2,929 | | |
| 3,575 | |
Operating Leases | |
| 1,593 | | |
| 3,446 | | |
| 4,780 | |
Others | |
| 25 | | |
| 584 | | |
| 150 | |
| |
| 513,127 | | |
| 425,307 | | |
| 379,526 | |
Sales of agricultural produce and biological assets: | |
| | | |
| | | |
| | |
Soybean | |
| 79,515 | | |
| 68,850 | | |
| 66,721 | |
Cattle for dairy | |
| 2,553 | | |
| 2,244 | | |
| 1,634 | |
Other cattle | |
| — | | |
| 616 | | |
| 623 | |
Corn | |
| 69,636 | | |
| 79,277 | | |
| 67,915 | |
Cotton | |
| 9,081 | | |
| 6,119 | | |
| 16,489 | |
Milk | |
| 27,467 | | |
| 28,417 | | |
| 17,234 | |
Wheat | |
| 7,669 | | |
| 20,379 | | |
| 30,611 | |
Coffee | |
| — | | |
| 439 | | |
| 8,363 | |
Sunflower | |
| 10,016 | | |
| 8,030 | | |
| 7,887 | |
Sorghum | |
| 84 | | |
| 146 | | |
| 875 | |
Rice | |
| 1,117 | | |
| — | | |
| — | |
Barley | |
| 1,150 | | |
| 1,419 | | |
| 4,220 | |
Seeds | |
| 1,244 | | |
| 2,617 | | |
| 2,294 | |
Others | |
| 307 | | |
| 764 | | |
| 308 | |
| |
| 209,839 | | |
| 219,317 | | |
| 225,174 | |
Total sales | |
| 722,966 | | |
| 644,624 | | |
| 604,700 | |
Commitments to
sell commodities at a future date
The Group entered into
contracts to sell non-financial instruments, mainly, sugar, soybean and corn through sales forward contracts. Those contracts are
held for purposes of delivery the non-financial instrument in accordance with the Group’s expected sales. Accordingly, as
the own use exception criteria are met, those contracts are not recorded as derivatives.
The notional amount of
these contracts is US$ 31.5 million as of December 31, 2014 (2013: US$ 49.7 million; 2012: US$ 75 million) comprised primarily
of 801 tons of sugar (US$ 0.7 million), 14,952 m3 of ethanol (US$ 8.1 million), 40,577 tons of soybean (U$S 11.8 million), 270
tons of cotton (US$ 0.3 million), 5,171 tons of wheat (US$ 1.2 million), 32,851 tons of corn (US$ 4.6 million) and 12,600 tons
of sunflower (US$ 4.8) which expire between January 2015 and July 2015.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
The Group presented the
statement of income under the function of expense method. Under this method, expenses are classified according to their function
as part of the line items “cost of manufactured products sold and services rendered”, “cost of agricultural produce
sold and direct agricultural selling expenses”, “general and administrative expenses” and “selling expenses”.
The following table provides
the additional disclosure required on the nature of expenses and their relationship to the function within the Group:
| |
2014 | |
2013 | |
2012 |
Cost of agricultural produce and biological assets sold | |
| 185,378 | | |
| 191,213 | | |
| 194,107 | |
Raw materials and consumables used in manufacturing activities | |
| 191,827 | | |
| 158,352 | | |
| 159,968 | |
Services | |
| 14,046 | | |
| 14,201 | | |
| 18,670 | |
Salaries and social security expenses (Note 27) | |
| 66,775 | | |
| 61,019 | | |
| 63,089 | |
Depreciation and amortization | |
| 89,656 | | |
| 68,432 | | |
| 54,468 | |
Taxes (*) | |
| 3,689 | | |
| 4,836 | | |
| 2,102 | |
Maintenance and repairs | |
| 12,722 | | |
| 10,085 | | |
| 10,815 | |
Freights | |
| 46,499 | | |
| 37,909 | | |
| 35,470 | |
Export taxes / selling taxes | |
| 34,550 | | |
| 34,410 | | |
| 32,683 | |
Fuel and lubricants | |
| 10,225 | | |
| 8,603 | | |
| 7,625 | |
Lease expense and similar arrangements (**) | |
| 2,473 | | |
| 2,610 | | |
| 3,200 | |
Others | |
| 19,000 | | |
| 21,329 | | |
| 23,248 | |
Total expenses by nature | |
| 676,840 | | |
| 612,999 | | |
| 605,445 | |
(*) Excludes export taxes and selling
taxes.
(**) Relates to various cancellable operating
lease agreements for office and machinery equipment.
For the year ended December
31, 2014, an amount of US$ 335,442 is included as “cost of manufactured products sold and services rendered” (2013:
US$ 272,261; 2012: US$ 263,978); an amount of US$ 209,839 is included as “cost of agricultural produce sold and direct agricultural
selling expenses” (2013: US$219,317; 2012: US$ 225,174); an amount of US$ 52,695 is included in “general and administrative
expenses” (2013: US$ 53,352; 2012: US$ 57,691); and an amount of US$ 78,864 is included in “selling expenses”
as described above (2013: US$68,069; 2012: US$ 58,602).
27. | | Salaries and social security expenses |
| |
2014 | |
2013 | |
2012 |
Wages and salaries | |
| 48,287 | | |
| 42,291 | | |
| 43,519 | |
Social security costs | |
| 14,621 | | |
| 14,925 | | |
| 15,432 | |
Equity-settled share-based compensation | |
| 3,867 | | |
| 3,803 | | |
| 4,138 | |
| |
| 66,775 | | |
| 61,019 | | |
| 63,089 | |
Number of employees | |
| 8,109 | | |
| 7,494 | | |
| 7,051 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
28. | | Other operating income, net |
| |
2014 | |
2013 | |
2012 |
Gain from the sale of subsidiaries (Note 16) | |
| — | | |
| 779 | | |
| 27,513 | |
Gain from disposal of farmland and other assets (Note 16) | |
| — | | |
| 26,434 | | |
| — | |
Gain from commodity derivative financial instruments | |
| 9,937 | | |
| 19,586 | | |
| 1,821 | |
Loss from onerous contracts – forwards | |
| (157 | ) | |
| (292 | ) | |
| (2,302 | ) |
Gain from disposal of other property items | |
| 985 | | |
| 670 | | |
| 882 | |
Gain from disposal of financial assets(Note 16) | |
| — | | |
| 1,188 | | |
| — | |
Others | |
| 1,212 | | |
| 1,285 | | |
| 3,183 | |
| |
| 11,977 | | |
| 49,650 | | |
| 31,097 | |
29. | | Financial results, net |
| |
2014 | |
2013 | |
2012 |
Finance income: | |
| | | |
| | | |
| | |
- Interest income | |
| 7,068 | | |
| 6,882 | | |
| 11,249 | |
- Other income | |
| 223 | | |
| 352 | | |
| 289 | |
Finance income | |
| 7,291 | | |
| 7,234 | | |
| 11,538 | |
| |
| | | |
| | | |
| | |
Finance costs: | |
| | | |
| | | |
| | |
- Interest expense | |
| (54,915 | ) | |
| (49,249 | ) | |
| (27,672 | ) |
- Cash flow hedge – transfer from equity | |
| (12,031 | ) | |
| (2,560 | ) | |
| — | |
- Foreign exchange losses, net | |
| (9,246 | ) | |
| (21,087 | ) | |
| (26,080 | ) |
- Taxes | |
| (3,731 | ) | |
| (3,815 | ) | |
| (4,265 | ) |
- Loss from interest rate/foreign exchange rate derivative financial instruments | |
| (3,232 | ) | |
| (19,028 | ) | |
| (5,823 | ) |
- Other expenses | |
| (3,317 | ) | |
| (3,177 | ) | |
| (2,814 | ) |
Finance costs | |
| (86,472 | ) | |
| (98,916 | ) | |
| (66,654 | ) |
Total financial results, net | |
| (79,181 | ) | |
| (91,682 | ) | |
| (55,116 | ) |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
(a)
Basic
Basic earnings per share is calculated by
dividing the profit attributable to equity holders of the Group by the weighted average number of shares in issue during the period
excluding ordinary shares held as treasury shares (Note 16).
| |
2014 | |
2013 | |
2012 |
| |
| | | |
| | | |
| | |
Profit / (Loss) from continuing operations attributable to equity holders of the Group | |
| 2,518 | | |
| (27,597 | ) | |
| 13,488 | |
Profit/(Loss) from discontinued operations attributable to equity holders of the Group | |
| — | | |
| 1,767 | | |
| (40,91 | ) |
Weighted average number of shares in issue (thousands) | |
| 120,562 | | |
| 122,302 | | |
| 121,365 | |
Basic earnings / (loss) per share from continuing operations | |
| 0.021 | | |
| (0.226 | ) | |
| 0.111 | |
Basic earnings / (loss) per share from discontinued operations | |
| — | | |
| 0.014 | | |
| (0.034 | ) |
(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 one category of dilutive potential shares: equity-settled share options. For these instruments, a calculation
is done to determine the number of shares that could have been acquired at fair value, based on the monetary value of the subscription
rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that
would have been issued assuming the exercise of the equity-settled share options. As of December 31, 2014, there were 1,729 thousands
(2013: 2,431 thousands; 2012: 2,528 thousands) share options outstanding that could potentially have a dilutive impact in the future
but were antidilutive for the periods presented.
| |
2014 | |
2013 | |
2012 |
| |
| | | |
| | | |
| | |
Profit / (Loss) from continuing operations attributable to equity holders of the Group | |
| 2,518 | | |
| (27,597 | ) | |
| 13,488 | |
Profit /(Loss) from discontinued operations attributable to equity holders of the Group | |
| — | | |
| 1,767 | | |
| (40,91 | ) |
Weighted average number of shares in issue (thousands) | |
| 120,562 | | |
| 122,302 | | |
| 121,365 | |
Adjustments for: | |
| | | |
| | | |
| | |
- Employee share options and restricted units (thousands) | |
| 1,055 | | |
| 807 | | |
| 1,104 | |
Weighted average number of shares for diluted earnings per share (thousands) | |
| 121,617 | | |
| 123,109 | | |
| 122,469 | |
Diluted earnings / (loss) per share from continuing operations | |
| 0.021 | | |
| (0.226 | ) | |
| 0.111 | |
Diluted earnings / (loss) per share from discontinued operations | |
| — | | |
| 0.014 | | |
| (0.034 | ) |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
31. | | Disclosure of leases and similar arrangements |
The
Group as lessee
Operating
leases:
The Group leases various
offices and machinery under cancellable operating lease agreements which involve no significant amount.
The Group leases land
for crop cultivation in Argentina. The leases have an average term of a crop year and are renewable at the option of the lessee
for additional periods. Under the lease agreements, rent accrues generally at the time of harvest. Rent is payable at several times
during the crop year. Lease expense was US$ 12.82 million for the year ended December 31, 2014 (2013: US$ 17.85 million; 2012:
US$ 17.60 million). Lease expense is capitalized as part of biological assets, affecting the periodically re-measurement of the
biological assets at fair value. Based on this accounting policy, the line item ‘Initial recognition and changes in fair
value of biological assets and agricultural produce’ in the consolidated income statement is directly affected by the lease
expense that has been capitalized.
The future aggregate
minimum lease payments under cancellable operating leases are as follows:
| |
2014 | |
2013 |
No later than 1 year | |
| 5,180 | | |
| 10,313 | |
Later than 1 year and no later than 5 years | |
| 105 | | |
| 6,090 | |
Thereafter | |
| — | | |
| — | |
| |
| 5,285 | | |
| 16,403 | |
Agriculture “partnerships”
(parceria by its exact term in Portuguese):
The Group enters
into contracts with landowners to cultivate sugarcane on their land. These contracts have an average term of 5 years.
Under these contracts,
the Group makes payments based on the market value of sugarcane per hectare (in tons) used by the Group in each harvest, with the
market value based on the price of sugarcane published by CONSECANA and a fixed amount of total recoverable sugar per ton. Lease
expense was US$ 65 million for the year ended December 31, 2014 (2013: US$ 150 million; 2012: US$ 30.4 million). Lease expense
is included in “Initial recognition and changes in fair value of biological assets and agricultural produce” in the
statement of income.
Finance leases:
Most of the leased assets
carried in the consolidated statement of financial position as part of a finance lease relate to long-term rental and lease agreements
for vehicles, machinery and equipment.
Obligations under finance leases
Lease liabilities are
effectively secured as the rights to the leased asset revert to the lessor in the event of default.
Gross finance lease liabilities – minimum
lease payments:
| |
2014 | |
2013 |
Not later than one year | |
| 287 | | |
| 328 | |
Later than one year and not later than five years | |
| 293 | | |
| 411 | |
| |
| 580 | | |
| 739 | |
Future finance charges on finance leases | |
| — | | |
| — | |
Present value of finance lease liabilities | |
| 580 | | |
| 739 | |
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
31. | | Disclosure of leases and similar arrangements (continued) |
The present value of finance lease liabilities
is as follows:
| |
2014 | |
2013 |
Not later than one year | |
| 287 | | |
| 328 | |
Later than one year and not later than five years | |
| 293 | | |
| 411 | |
| |
| 580 | | |
| 739 | |
Under the terms of the
lease agreements, no contingent rents are payable. The interest rate inherent in these finance leases is fixed at the contract
date for all of the lease term. The average interest rate on finance lease payables at December 31, 2014 was 8.77% (2013: 13.23%).
The Group as lessor
Operating leases:
The Group acts as
a lessor in connection with an operating lease related to leased farmland. The lease payments received are recognized in profit
or loss. The lease has a term of ten years.
The following amounts have been recognized
in the statement of income in the line “Sales of manufactured products and services rendered”:
| |
2014 | |
2013 | |
2012 |
Rental income | |
| 1,523 | | |
| 3,446 | | |
| 4,735 | |
The future minimum rental
payments receivable under cancellable leases are as follows:
| |
2014 | |
2013 |
No later than 1 year | |
| 1,486 | | |
| 1,458 | |
Later than 1 year and no later than 5 years | |
| 2,626 | | |
| 3,417 | |
Thereafter | |
| — | | |
| 553 | |
| |
| 4,112 | | |
| 5,428 | |
In
September 2013, Marfrig Argentina S.A., (“Marfrig Argentina”), an argentine subsidiary of Marfrig Alimentos S.A. (“Marfrig
Alimentos") a Brazilian Company, notified the Group of their intention to early terminate the lease agreement entered into
with the Group on December 2009 for grazing land. The termination of the lease agreement was effective in the fourth quarter of
2013. The Group filed an arbitration proceeding against Marfrig Argentina and Marfrig Alimentos in 2014 claiming unpaid invoices
and indemnification for early termination for US$ 23,000,000.
Finance leases:
The Group does not act as a lessor in
connection with finance leases.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
The following table details the subsidiaries
that comprised the Group as of December 31, 2014 and 2013:
| |
| |
| |
2014 | |
2013 |
| |
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 | |
| 99.84 | % | |
| 99.84 | % |
Cavok S.A. | |
| (a) | | |
Argentina | |
| — | | |
| — | |
Establecimientos El Orden S.A. | |
| (a) | | |
Argentina | |
| — | | |
| — | |
Bañado del Salado S.A. | |
| (a) | | |
Argentina | |
| — | | |
| — | |
Agrícola Ganadera San José S.A. | |
| (a) | | |
Argentina | |
| (i) | | |
| (i) | |
Santa Regina S.A. | |
| (a) | | |
Argentina | |
| (iii) | | |
| (iii) | |
Agro Invest S.A. | |
| (a) | | |
Argentina | |
| — | | |
| — | |
Forsalta S.A. | |
| (a) | | |
Argentina | |
| — | | |
| — | |
Dinaluca S.A. | |
| (a) | | |
Argentina | |
| — | | |
| — | |
Simoneta S.A. | |
| (a) | | |
Argentina | |
| — | | |
| — | |
Compañía Agroforestal S.M.S.A. | |
| (a) | | |
Argentina | |
| — | | |
| — | |
Adeco Agropecuaria Brasil Ltda. | |
| (b) | | |
Brazil | |
| — | | |
| — | |
Adecoagro Vale do Ivinhema Ltda. | |
| (b) | | |
Brazil | |
| — | | |
| — | |
Adecoagro Commodities Ltda. | |
| (b) | | |
Brazil | |
| — | | |
| — | |
Usina Monte Alegre Ltda. | |
| (b) | | |
Brazil | |
| — | | |
| — | |
Fazenda Mimoso Ltda. | |
| (c) | | |
Brazil | |
| (ii) | | |
| (ii) | |
Kelizer S.A. | |
| (a) | | |
Uruguay | |
| — | | |
| — | |
Agroglobal S.A. (f.k.a. Adecoagro Uruguay S.A.) | |
| (a) | | |
Uruguay | |
| — | | |
| — | |
Holdings companies: | |
| | | |
| |
| | | |
| | |
Adeco Brasil Participações S.A. | |
| — | | |
Brazil | |
| — | | |
| — | |
International Farmland Holdings LP | |
| — | | |
United States | |
| — | | |
| — | |
Adecoagro LP | |
| — | | |
United States | |
| — | | |
| — | |
Ladelux S.C.A. | |
| — | | |
Uruguay | |
| — | | |
| — | |
Spain Holding Companies (d) | |
| — | | |
Spain | |
| — | | |
| — | |
Global Anceo S.L.U. (Note 16) | |
| — | | |
Spain | |
| 51 | % | |
| — | |
Global Hisingen S.L.U. (Note 16) | |
| — | | |
Spain | |
| 51 | % | |
| — | |
Ona Ltd. | |
| — | | |
Malta | |
| — | | |
| — | |
Toba Ltd. | |
| — | | |
Malta | |
| — | | |
| — | |
(a) Mainly crops, rice, cattle
and others
(b) Mainly sugarcane, ethanol and energy
(c) Mainly coffee
(d) Comprised by: Kadesh España S.L.U.; Leterton España
S.L.U.; Global Calidon S.L.U.; Global Mirabilis S.L.U.; Global Asterion S.L.U.; Global Acasto S.L.U.; Global Laertes S.L.U.; Global
Seward S.L.U.; Global Acamante S.L.U.; Global Carelio S.L.U.; Global Pindaro S.L.U.; Global Pileo S.L.U.; Peak Tezas S.L.U.; Peak
City S.L.U.
The accompanying notes are an integral part of these consolidated financial statements.
Adecoagro
S.A.
Notes to the Consolidated Financial
Statements
(All amounts in US$ thousands,
except shares and per share data and as otherwise indicated)
| 32. | Group companies (continued) |
| (i) | In June 2012, the Group completed the sale of Agricula Ganadera San José S.A. (Note 16). |
| (ii) | In May 2013, the Group completed the sale of Fazenda Mimoso Ltda. (Note 16). |
| (iii) | In June 2013, the Group completed the sale of Santa Regina S.A. (Note 16). |
The percentage voting
right for each principal subsidiary is the same as the percentage of capital stock held. Issued share capital represents only ordinary
shares/ quotas, units or their equivalent. There are no preference shares or units issued in any subsidiary undertaking.
According to the
laws of certain of the countries in which the Group operates, 5% of the profit of the year is separated to constitute legal reserves
until they reach legal capped amounts (20% of total capital). These legal reserves are not available for dividend distribution
and can only be released to absorb losses. The Group’s joint ventures have not reached the legal capped amounts.
| 33. | Related-party transactions |
The following
is a summary of the balances and transactions with related parties:
Related
party |
|
Relationship |
|
Description
of transaction |
|
Income
(loss) included in the statement of income |
|
Balance
receivable (payable)/(equity) |
|
|
|
2014 |
|
2013 |
|
2012 |
|
2014 |
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Grupo La Lácteo |
|
Joint venture |
|
Sales of goods |
|
— |
|
7,432 |
|
8,231 |
|
— |
|
— |
|
|
|
Purchases of goods |
|
— |
|
(25) |
|
53 |
|
— |
|
— |
|
|
|
|
Interest income |
|
— |
|
33 |
|
377 |
|
— |
|
— |
Mario Jorge de Lemos Vieira/ Cia Agropecuaria Monte Alegre/ Alfenas Agricola Ltda/ Marcelo Weyland Barbosa Vieira/ Paulo Albert Weyland Vieira |
|
(i) |
|
Cost of manufactured products sold and services rendered (ii) |
|
(2,854) |
|
(2,650) |
|
(4,215) |
|
— |
|
— |
|
|
|
Receivables from related parties (Note 13) |
|
— |
|
— |
|
— |
|
258 |
|
— |
|
|
|
Payables (Note 20) |
|
— |
|
— |
|
— |
|
— |
|
(667) |
Directors and senior management |
|
Employment |
|
Compensation selected employess |
|
(7,439) |
|
(7,367) |
|
(7,367) |
|
(16,876) |
|
(17,472) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CHS Agro |
|
Joint venture |
|
Purchases of goods |
|
— |
|
402 |
|
— |
|
— |
|
— |
|
|
Payables (Note 20) |
|
— |
|
— |
|
— |
|
— |
|
(402) |
|
|
Sales of goods |
|
2,824 |
|
— |
|
— |
|
— |
|
— |
|
|
Services |
|
70 |
|
— |
|
— |
|
— |
|
— |
|
|
Interest income |
|
49 |
|
— |
|
— |
|
— |
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(i) Shareholders of the Company.
(ii) Relates to agriculture partnership
agreements (“parceria”).
(iii) One-time cost related to the agreement
entered into with Ospraie to waive certain rights following the completion of initial public offering.
The accompanying notes are an integral part of these consolidated financial statements.
Exhibit 99.2
CONSENT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation
by reference in the Registration Statement on Form F-3 (No. 333-191325) of Adecoagro S.A. of our report dated March 17, 2015
relating to the consolidated financial statements for the year ended December 31, 2014, which appears in Form 6-K of Adecoagro
dated March 20, 2015.
PRICE WATERHOUSE & CO. S.R.L.
by /s/ Marcelo
de Nicola (Partner)
Marcelo de Nicola
Buenos Aires, Argentina
March 20, 2015
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