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Bioceres Crop Solutions Corp. Regulatory Filings 2019

Dec 3, 2019

34253_prs_2019-12-03_0fd07bea-bb31-4d2d-9cbd-2dc112ac8fb8.zip

Regulatory Filings

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424B3 1 a19-24110_2424b3.htm 424B3

PROSPECTUS SUPPLEMENT NO. 1 TO PROSPECTUS DATED OCTOBER 25, 2019 FILED PURSUANT TO RULE 424(b)(3) REGISTRATION STATEMENT NO. 333-231883

*Bioceres Crop Solutions Corp.*

*119,443 Ordinary Shares Offered by Selling Shareholders*

*24,200,000 Ordinary Shares Offered by Holders of Warrants Assuming Exercise of Such Warrants*

This Prospectus Supplement No. 1 supplements our Prospectus dated October 25, 2019 (the “Prospectus”) that forms a part of our Registration Statement on Form F-1 (Securities and Exchange Commission File No. 333-231883). This Prospectus Supplement No. 1 is being filed to update and supplement certain information contained in the Prospectus with the information contained in our Current Report on Form 6-K for the quarterly period ended September 30, 2019, filed with the Securities and Exchange Commission on December 2, 2019 (the “Current Report”). Accordingly, we have attached the Current Report to this Prospectus Supplement. This Prospectus Supplement No. 1 should be read in conjunction with the Prospectus, which is required to be delivered with this Prospectus Supplement. If there is any inconsistency between the information in the Prospectus and this Prospectus Supplement, you should rely on the information in this Prospectus Supplement.

*These securities involve a high degree of risk. You should carefully consider the risks identified under the caption “Risk Factors” beginning on Page 21 of the Prospectus and under similar headings in any amendments or supplements to the Prospectus.*

*Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of any of these securities or passed upon the adequacy or accuracy of the Prospectus or this Prospectus Supplement. Any representation to the contrary is a criminal offense.*

The date of this Prospectus Supplement is December 3, 2019.

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INDEX TO FILINGS

Attachment
Current Report on Form 6-K for the quarterly period ended September 30, 2019 A

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*UNITED STATES*

*SECURITIES AND EXCHANGE COMMISSION*

*Washington, D.C. 20549*

*Form 6-K*

*Report of Foreign Private Issuer*

*Pursuant to Rules 13a-16 or 15d-16 under*

*the Securities Exchange Act of 1934*

*Dated December 2, 2019*

*Commission File Number: 001-38405*

*BIOCERES CROP SOLUTIONS CORP.*

(Translation of registrant’s name into English)

*Ocampo 210 bis, Predio CCT, Rosario*

*Province of Santa Fe, Argentina*

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F x Form 40-F o

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): o

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): o

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*EXPLANATORY NOTE*

The following exhibit is filed as part of this Form 6-K:

*Exhibit List*

Exhibit No. Description
99.1 Bioceres Crop Solutions Corp. consolidated financial statements as of September 30, 2019 and June 30, 2019, and for the three-month periods ended September 30, 2019 and 2018.

2

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*SIGNATURES*

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BIOCERES CROP SOLUTIONS CORP.
(Registrant)
Dated: December 2, 2019 By: /s/ Federico Trucco
Name: Federico Trucco
Title: Chief Executive Officer

3

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*Exhibit 99.1*

*BIOCERES CROP SOLUTIONS CORP.*

*Unaudited interim condensed consolidated financial statements as of September 30, 2019, June 30, 2019 and for the three-month periods ended September 30, 2019 and 2018.*

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*BIOCERES CROP SOLUTIONS CORP.*

*INDEX*

Unaudited interim condensed consolidated financial statements as of September 30, 2019, June 30, 2019 and for the three-month periods ended September 30, 2019 and 2018.
Unaudited interim condensed consolidated statements of financial position as of September 30, 2019 and June 30, 2019 F-3
Unaudited interim condensed consolidated statements of comprehensive income for the three-month periods ended September 30, 2019 and 2018 F-5
Unaudited interim condensed consolidated statements of changes in equity for the three-month periods ended September 30, 2019 and 2018 F-6
Unaudited interim condensed consolidated statements of cash flows for the three-month periods ended September 30, 2019 and 2018 F-8
Notes to the unaudited interim condensed consolidated financial statements F-10

F- 2

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*BIOCERES CROP SOLUTIONS CORP.*

*UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION*

*As of September 30, 2019 and June 30, 2019*

*(Amounts in US Dollars)*

Notes 09/30/2019 06/30/2019
ASSETS
CURRENT ASSETS
Cash and cash equivalents 5.1 5,496,780 3,450,873
Other financial assets 5.2 4,856,182 4,683,508
Trade receivables 5.3 57,647,983 59,236,377
Other receivables 5.4 3,375,944 1,981,829
Income and minimum presumed income taxes recoverable 1,328,722 1,263,795
Inventories 5.5 35,252,373 27,592,582
Total current assets 107,957,984 98,208,964
NON-CURRENT ASSETS
Other financial assets 5.2 311,734 376,413
Other receivables 5.4 1,347,627 1,560,310
Income and minimum presumed income taxes recoverable 5,246 1,184
Deferred tax assets 1,625,368 3,743,709
Investments in joint ventures and associates 10 21,881,857 25,321,028
Property, plant and equipment 5.6 40,833,366 43,834,548
Intangible assets 5.7 33,561,832 39,616,426
Goodwill 5.8 24,594,582 29,804,715
Right-of-use leased asset 5.9 951,342 —
Total non-current assets 125,112,954 144,258,333
Total assets 233,070,938 242,467,297

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 13.

F- 3

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*BIOCERES CROP SOLUTIONS CORP.*

*UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION*

*As of September 30, 2019 and June 30, 2019*

*(Amounts in US Dollars)*

Notes 09/30/2019 06/30/2019
LIABILITIES
CURRENT LIABILITIES
Trade and other payables 5.10 54,650,172 40,578,494
Borrowings 5.11 64,849,130 66,477,209
Employee benefits and social security 5.12 5,558,797 5,357,218
Deferred revenue and advances from customers 5.13 7,123,328 1,074,463
Income and minimum presumed income taxes payable 514,552 142,028
Government grants 777 2,110
Financed payment - Acquisition of business 5.14 2,925,593 2,826,611
Lease liability 5.15 729,356 —
Total current liabilities 136,351,705 116,458,133
NON-CURRENT LIABILITIES
Trade and other payables 5.10 452,654 452,654
Borrowings 5.11 32,552,464 37,079,521
Employee benefits and social security 5.12 133,561 —
Government grants 5,967 8,098
Due to joint ventures and associates 10 2,247,634 1,970,903
Deferred tax liabilities 14,376,494 21,101,871
Provisions 5.16 307,394 439,740
Private warrants 5.17 4,592,031 2,861,511
Lease liability 5.15 536,854 —
Total non-current liabilities 55,205,053 63,914,298
Total liabilities 191,556,758 180,372,431
EQUITY
Equity attributable to owners of the parent 29,386,177 47,301,863
Non-controlling interests 12,128,003 14,793,003
Total equity 41,514,180 62,094,866
Total equity and liabilities 233,070,938 242,467,297

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 13.

F- 4

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*BIOCERES CROP SOLUTIONS CORP.*

*UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME*

*For the three-month periods ended September 30, 2019 and 2018*

*(Amounts in US Dollars)*

Revenues Notes — 6.1 09/30/2019 — 36,229,820 09/30/2018 — 29,605,745
Government grants 21,838 6,479
Total revenues 36,251,658 29,612,224
Cost of sales 6.2 (20,345,074 ) (14,499,010 )
Research and development expenses 6.3 (1,203,739 ) (1,048,492 )
Selling, general and administrative expenses 6.4 (8,684,911 ) (6,080,485 )
Share of profit or loss of joint ventures and associates 10 57,547 80,156
Other incomes or expenses, net 104,968 101,611
Operating profit 6,180,449 8,166,004
Finance results 6.5 (16,397,047 ) (13,735,654 )
Loss before income tax (10,216,598 ) (5,569,650 )
Income tax benefit 2,238,853 1,970,393
Loss of the period (7,977,745 ) (3,599,257 )
Other comprehensive loss (13,400,646 ) (16,395,253 )
Items that may be subsequently reclassified to profit and loss (17,706,445 ) (19,211,348 )
Exchange differences on translation of foreign operations from joint ventures (4,335,170 ) (5,734,527 )
Exchange differences on translation of foreign operations (13,371,275 ) (13,476,821 )
Items that will not be subsequently reclassified to loss and profit 4,305,799 2,816,095
Revaluation of property, plant and equipment, net of tax, of JV and associates (1) 561,721 562,268
Revaluation of property, plant and equipment, net of tax (2) 3,744,078 2,253,827
Total comprehensive loss (21,378,391 ) (19,994,510 )
Loss for the period attributable to:
Equity holders of the parent (7,050,377 ) (2,618,445 )
Non-controlling interests (927,368 ) (980,812 )
(7,977,745 ) (3,599,257 )
Total comprehensive loss attributable to:
Equity holders of the parent (18,713,391 ) (14,247,185 )
Non-controlling interests (2,665,000 ) (5,747,325 )
(21,378,391 ) (19,994,510 )
Loss per share
Basic and diluted loss attributable to ordinary equity holders of the parent (3) 7 (0.20 ) (0.07 )
Weighted average number of shares
Basic (3) 7 36,120,517 36,120,517

(1) The tax effect of the revaluation of property, plant and equipment of JV and associates was $187,240 and $32,903 for the three-months periods ended September 30, 2019 and 2018, respectively.

(2) The tax effect of the revaluation of property, plant and equipment was $1,248,027 and $757,136 for the three-months periods ended September 30, 2019 and 2018, respectively.

(3) For the three-months periods ended September 30, 2019 and 2018, diluted EPS was the same as basic EPS as the effect of potential ordinary shares would be antidilutive.

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related party balances and transactions are disclosed in Note 13.

F- 5

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COMMAND=ROTATED_TABLE WIDTH="150%"

*BIOCERES CROP SOLUTIONS CORP.*

*UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY*

*For the three-month periods ended September 30, 2019 and 2018*

*(Amounts in US Dollars)*

Description Attributable to the equity holders of the parent — Issued capital Share premium Share-based incentives Retained deficit Foreign currency translation reserve Revaluation of PP&E and effect of tax rate change Equity / (deficit) attributable to owners of the parent Non- controlling Interests Total equity
06/30/2019 3,613 96,486,865 — (21,972,287 ) (31,479,583 ) 4,263,255 47,301,863 14,793,003 62,094,866
Share-based incentives — — 797,705 — — — 797,705 — 797,705
Loss of the period — — — (7,050,377 ) — — (7,050,377 ) (927,368 ) (7,977,745 )
Other comprehensive income or loss (15,107,653 ) 3,444,639 (11,663,014 ) (1,737,632 ) (13,400,646 )
09/30/2019 3,613 96,486,865 797,705 (29,022,664 ) (46,587,236 ) 7,707,894 29,386,177 12,128,003 41,514,180

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 13.

F- 6

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*BIOCERES CROP SOLUTIONS CORP.*

*UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY*

*For the three-month periods ended September 30, 2019 and 2018*

*(Amounts in US Dollars)*

Description Attributable to the equity holders of the parent — Issued capital Share premium Stock options Retained deficit Foreign currency translation reserve Revaluation of PP&E and effect of tax rate change Equity / (deficit) attributable to owners of the parent Non-controlling Interests Total equity
06/30/2018 2,810 68,023,449 102,827 (26,149,583 ) (36,612,070 ) 8,346,051 13,713,484 19,420,172 33,133,656
Adjustment of opening balance for the application of IAS 29 — — — 19,560,024 — — 19,560,024 7,797,295 27,357,319
Parent company investment — (7,913,165 ) — — — — (7,913,165 ) — (7,913,165 )
Stock options — — 3,804 — — — 3,804 — 3,804
Loss for the period — — — (2,618,445 ) — — (2,618,445 ) (980,812 ) (3,599,257 )
Other comprehensive income — — — — (15,571,273 ) 3,942,533 (11,628,740 ) (4,766,513 ) (16,395,253 )
09/30/2018 2,810 60,110,284 106,631 (9,208,004 ) (52,183,343 ) 12,288,584 11,116,962 21,470,142 32,587,104

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 13.

F- 7

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*BIOCERES CROP SOLUTIONS CORP.*

*UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS*

*For the three-month periods ended September 30, 2019 and 2018*

*(Amounts in US Dollars)*

Notes 09/30/2019 09/30/2018
OPERATING ACTIVITIES
Loss of the period (7,977,745 ) (3,599,257 )
Adjustments to reconcile loss to net cash flows
Income tax (2,238,853 ) (1,970,393 )
Finance results 16,397,047 13,735,654
Depreciation of property, plant and equipment 5.6 520,406 404,284
Amortization of intangible assets 5.7 512,649 417,871
Depreciation of leased assets 16 123,066 —
Share-based incentive and stock options 797,705 3,804
Share of profit or loss of joint ventures and associates 10 (57,547 ) (80,156 )
Loss of control of subsidiaries — (10,591 )
Provisions for contingencies (4,568 ) (5,047 )
Allowance for impairment of trade debtors 247,027 (9,067 )
Allowance for obsolescence 212,499 213,534
Gain or loss on sale of equipment and intangible assets 30,891 12,552
Working capital adjustments
Trade receivables 23,018,580 16,306,002
Other receivables (494,361 ) (528,283 )
Income and minimum presumed income taxes 314,391 279,194
Inventories (7,590,725 ) (3,969,880 )
Trade and other payables (14,436,561 ) (6,308,477 )
Employee benefits and social security 347,127 (134,453 )
Deferred revenue and advances from customers 6,265,212 2,428,747
Government grants (3,464 ) (16,099 )
Interest collected 354,463 69,439
Inflation effects on working capital adjustments (5,691,964 ) (4,524,188 )
Net cash flows generated by operating activities 10,645,275 12,715,190

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 13.

F- 8

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*BIOCERES CROP SOLUTIONS CORP.*

*UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS*

*For the three-month periods ended September 30, 2019 and 2018*

*(Amounts in US Dollars)*

Notes 09/30/2019 09/30/2018
INVESTMENT ACTIVITIES
Proceeds from sale of property, plant and equipment 10,324 —
Investment in joint ventures and associates and associates 10 — (116,230 )
Purchase of property, plant and equipment 5.6 (619,678 ) (114,063 )
Capitalized development expenditures 5.7 (284,063 ) (283,752 )
Purchase of intangible assets 5.7 (14,247 ) —
Net cash flows used in investing activities (907,664 ) (514,045 )
FINANCING ACTIVITIES
Proceeds from borrowings 25,711,005 7,007,029
Repayment of borrowings and interest payments (34,550,950 ) (16,494,997 )
Increase (decrease) in bank overdraft and other short-term borrowings 228,818 (1,535,992 )
Other financial proceeds or payments, net (156,859 ) (918,167 )
Net cash flows used in financing activities (8,767,986 ) (11,942,127 )
Net increase in cash and cash equivalents 969,625 259,018
Inflation effects on cash and cash equivalents (100,889 ) (39,135 )
Cash and cash equivalents as of beginning of the period 5.1 3,450,873 2,215,103
Effect of exchange rate changes on cash and equivalents 1,177,171 820,995
Cash and cash equivalents as of the end of the period 5.1 5,496,780 3,255,981

The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 13.

F- 9

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*Index*

1. General information
2. Accounting standards and basis of preparation
2.1. Statement of compliance with IFRS as issued by IASB
2.2. Authorization for the issue of the unaudited interim condensed consolidated financial Statements
2.3. Basis of measurement
2.4. Functional currency and presentation currency
2.5. Changes in accounting policies
2.6. Changes in accounting estimates and judgements
3. New standards, amendments and interpretations issued by the IASB
4. Seasonality
5. Information about components of unaudited interim condensed consolidated statements of financial position
5.1. Cash and cash equivalents
5.2. Other financial assets
5.3. Trade receivables
5.4. Other receivables
5.5. Inventories
5.6. Property, plant and equipment
5.7. Intangible assets
5.8. Goodwill
5.9. Right-of-use leased assets
5.10. Trade and other payables
5.11. Borrowings
5.12. Employee benefits and social security
5.13. Deferred revenue and advances from customers
5.14. Financed payment - Acquisition of business
5.15. Leased liabilities
5.16. Provisions
5.17. Private warrants
6. Information about components of unaudited interim condensed consolidated statement of comprehensive income
6.1. Revenues
6.2. Cost of sales
6.3. R&D classified by nature
6.4. Expenses classified by nature and function

F- 10

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

6.5. Finance results
7. Loss per share
8. Information about unaudited interim condensed consolidated components of equity
8.1. Parent company investment
8.2. Share capital
8.3. Shares summary
8.4. Non-controlling interest
9. Cash flow information
10. Joint ventures and associates
11. Segment information
12. Financial instruments- risk management
13. Shareholders and other related parties’ balances and transactions
14. Key management personnel compensation
15. Share-based payments
16. Leases
17. Contingencies, commitments and restrictions on the distribution of profits
18. Events occurring after the reporting period

F- 11

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*1. GENERAL INFORMATION*

Bioceres Crop Solutions Corp (“the Company”), together with its subsidiaries (“the Group”) is a fully integrated provider of crop productivity technologies designed to enable the transition of agriculture towards carbon neutrality. The Group has a unique biotech platform with high-impact, patented technologies for seeds and microbial agricultural inputs, as well as next generation crop nutrition and protection solutions.

The Group’s headquarters and primary operations are based in Argentina, which is its key end-market, but its footprint exceeds country edges, with agricultural inputs across more than 25 countries, including Argentina, Brazil, Paraguay, India, United States, Uruguay, Germany, South Africa among others.

*Financial and economic situation*

On October 15, 2019, the Company entered into a loan agreement with Arvesa Corp. and Bioceres LLC, its controlling shareholder, as lenders. The facility is for an amount of up to US$20 million, of which US$15 million has been drawdown as of the date of this report. Drawdown capital and capitalized interest are due after 24 months of the date of the loan agreement. Cash interest will be paid quarterly at a 15% rate. The portion of the loan funded by Arvesa is guaranteed by Bioceres S.A. and Bioceres LLC.

To meet short-term debts, the Group could, if necessary, issue new corporate bonds up to US$40 million. This program was already authorized by the regulatory authorities of Argentina and could be allocated to the Group’s needs. In addition, the Group has revolving credit facilities up to an amount of approx. $30 million with financial institutions that jointly with the generation of resources from the business operations, allows the Group to meet its current financial obligations.

*2. ACCOUNTING STANDARDS AND BASIS OF PREPARATION*

*2.1. Statement of compliance with IFRS as issued by IASB*

These unaudited interim condensed consolidated financial statements for the three-month period ended September 30, 2019 has been prepared in accordance with Accounting Standard IAS 34 Interim Financial Reporting.

These unaudited interim condensed consolidated financial statements do not include all the notes of the type normally included in an annual financial statement. Accordingly, these unaudited interim condensed consolidated financial statements are to be read in conjunction with the Consolidated financial statements as of June 30, 2019.

*2.2. Authorization for the issue of the unaudited interim condensed consolidated financial statements*

These unaudited interim condensed consolidated financial statements of the Group as of September 30, 2019, June 30, 2019 and for the three-month period ended September 30, 2019 and 2018 have been authorized by the Board of Directors of Bioceres Crop Solution Corp on November 29, 2019.

*2.3. Basis of measurement*

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

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

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

F- 12

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*2.4. Functional currency and presentation currency*

*a) Functional currency*

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

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

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

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

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

The index as of September 30, and June 30, 2018 were 165.2383 and 144.8053, respectively.

The index as of September 30, and June 30, 2019 were 253.7102 and 225.5370, respectively.

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

*b) Presentation currency*

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

*c) Foreign currency*

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

F- 13

SEQ.=1,FOLIO='F-13',FILE='C:\JMS\111375\19-24110-1\task9550874\24110-1-mm-09.htm',USER='111375',CD='Dec 2 21:48 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

exchange reserve relating to such operation up to the date of disposal are transferred to the consolidated statement of profit or loss and other comprehensive income as part of the profit or loss taking place upon such disposal.

*2.5. Changes in accounting policies*

The accounting policies adopted in the preparation of this unaudited interim condensed consolidated financial statements are consistent with those adopted for the preparation of the Consolidated financial statements as of June 30, 2019.

*2.6. Changes in accounting estimates and judgments*

· Fair value of Bioceres S.A. shares granted to Rizobacter’s management.

For equity-settled share-based payment transactions, the Group measures the goods or services received, and the corresponding increase in equity, directly, at their fair value unless it cannot be estimated reliably. If the Group cannot estimate reliably the fair value of the goods or services received, it measures their value, and the corresponding increase in equity, indirectly, by reference to the fair value of the equity instruments granted. See Note 15.

There were no other significant changes in accounting estimates and judgments with respect to the Consolidated financial statements as of June 30, 2019.

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

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

*IFRS 16 - Leases*

IFRS 16 was issued in January 2016. It results in almost all leases being recognized on the balance sheet, as the distinction between operating and finance leases is removed. Under the new standard, an asset (the right to use the leased item) and a financial liability to pay rentals are recognized. The only exceptions are short-term and low-value leases.

The new standard is effective for financial years commencing on or after January 1, 2019. See Note 16.

*IFRIC 23 - Uncertainty over income tax treatments*

In October 2017, the IASB issued IFRC 23. When there is uncertainty about income tax treatments, this interpretation addresses: (i) whether uncertain tax treatments should be considered separately or not; (ii) the assumptions made about the analysis of tax treatments by the tax authorities (it should be considered whether the tax authority is likely to accept an uncertain tax treatment assuming that said tax authority will examine such uncertain tax treatment); (iii) how an entity determines fiscal gain (tax loss), tax bases, unused taxes, unused tax credits and tax rates (probability of occurrence analysis); and (iv) how changes in the relevant facts and circumstances are considered.

The new standard is effective for years beginning on January 1, 2019. This standard does not have a material impact in the Group.

*Amendments to IFRS 9 - Pre-payment features with negative compensation*

The narrow-scope amendments made to IFRS 9 Financial Instruments in October 2017 enable entities to measure certain pre-payable financial assets with negative compensation at amortized cost. These assets, which include some loan and debt securities, would otherwise have to be measured at fair value through profit or loss. To qualify for amortized cost measurement, the negative compensation must be “reasonable compensation for early termination of the contract” and the asset must be held within a “held to collect” business model.

F- 14

SEQ.=1,FOLIO='F-14',FILE='C:\JMS\111375\19-24110-1\task9550874\24110-1-mm-09.htm',USER='111375',CD='Dec 2 21:48 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

The new standard is effective for years beginning on January 1, 2019 and early adoption was allowed. These amendments do not have a material impact in the Group.

*Amendments to IAS 28 - Long-term interests in associates and joint ventures*

The amendments clarify the accounting for long-term interests in an associate or joint venture, which in substance form a part of the net investment in the associate or joint venture, but to which equity accounting is not applied. Entities must account for such interests under IFRS 9 Financial Instruments before applying the loss allocation and impairment requirements in IAS 28 Investments in Associates and Joint Ventures.

The new standard is effective for years beginning on January 1, 2019 and early adoption was allowed. These amendments do not have a material impact in the Group.

*Annual improvements to IFRS standards 2015-2017 cycle*

The following improvements were finalized in December 2017:

IFRS 3 Business Combinations clarified that obtaining control of a business that is a joint operation is a business combination achieved in stages. IFRS 11 Joint Arrangements clarified that the party obtaining joint control of a business that is a joint operation should not remeasure its previously held interest in the joint operation. IAS 12 Disclosure of Interests in Other Entities clarified that the income tax consequences of dividends on financial instruments classified as equity should be recognized according to where the past transactions or events that generated distributable profits were recognized. IAS 23 Borrowing Costs clarified that, if a specific borrowing remains outstanding after the related qualifying asset is ready for its intended use or sale, it becomes part of general borrowings.

The new standard is effective for years beginning on January 1, 2019 and early adoption was allowed. This standard does not have material impact in the Group.

*Amendments to IAS 19 - Plan amendment, curtailment or settlement*

The amendments to IAS 19 Employee Benefits clarify the accounting for defined benefit plan amendments, curtailments and settlements. They confirm that entities must (i) calculate the current service cost and net interest for the remainder of the reporting period after a plan amendment, curtailment or settlement by using the updated assumptions from the date of the change; (ii) recognize any reduction in a surplus immediately in profit or loss, either as part of past service cost or as a gain or loss on settlement. In other words, a reduction in a surplus must be recognized in profit or loss even if that surplus was not previously recognized because of the impact of the asset ceiling; and (iii) separately recognize any changes in the asset ceiling through other comprehensive income.

The new standard is effective for years beginning on January 1, 2019 and early adoption was allowed. These amendments do not have a material impact in the Group.

*Amendments to IAS 1 and IAS 8 - Definition of material*

The IASB has made amendments to IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors which use a consistent definition of materiality throughout International Financial Reporting Standards and the Conceptual Framework for Financial Reporting, clarify when information is material and incorporate some of the guidance in IAS 1 about immaterial information. In particular, the amendments clarify (i) that the reference to obscuring information addresses situations in which the effect is similar to omitting or misstating that information, and that an entity assesses materiality in the context of the financial statements as a whole, and (ii) the meaning of “primary users of general-purpose financial statements” to whom those financial statements are directed, by defining them as “existing and potential investors, lenders and other creditors” that must rely on general purpose financial statements for much of the financial information they need.

The new standard is effective for years beginning on January 1, 2019 and early adoption was allowed. These amendments do not have a material impact in the Group.

F- 15

SEQ.=1,FOLIO='F-15',FILE='C:\JMS\111375\19-24110-1\task9550874\24110-1-mm-09.htm',USER='111375',CD='Dec 2 21:48 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*Amendments to IFRS 3 - Definition of business*

The amended definition of a business requires an acquisition to include an input and a substantive process that together significantly contribute to the ability to create outputs. The definition of the term “outputs” is amended to focus on goods and services provided to customers, generating investment income and other income, and it excludes return in the form of lower costs and other economic benefits. The amendments will likely result in more acquisitions being accounted for as asset acquisitions.

The new standard is effective for years beginning on January 1, 2019 and early adoption was allowed. These amendments do not have a material impact in the Group.

*Amendments to IFRS 10 and IAS 28 — Sale or contribution of assets between an investor and its associate or joint venture.*

The IASB has made limited scope amendments to IFRS 10 Consolidated financial statements and IAS 28 Investments in associates and joint ventures. The amendments clarify the accounting treatment for sales or contribution of assets between an investor and its associates or joint ventures. They confirm that the accounting treatment depends on whether the non-monetary assets sold or contributed to an associate or joint venture constitute a business (as defined in IFRS 3 Business Combinations).

Where the non-monetary assets constitute a business, the investor will recognize the full gain or loss on the sale or contribution of assets. If the assets do not meet the definition of a business, the gain or loss is recognized by the investor only to the extent of the other investor´s is interests in the associate or joint venture. The amendments apply prospectively.

*4. SEASONALITY*

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

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

*5.1. Cash and cash equivalents*

09/30/2019 06/30/2019
Cash and banks 5,496,780 3,450,873
5,496,780 3,450,873

F- 16

SEQ.=1,FOLIO='F-16',FILE='C:\JMS\111375\19-24110-1\task9550874\24110-1-mm-09.htm',USER='111375',CD='Dec 2 21:48 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*5.2. Other financial assets*

09/30/2019 06/30/2019
Current
Restricted short-term deposit 4,334,890 4,327,275
Other investments 515,017 347,718
Other marketable securities 6,275 8,515
4,856,182 4,683,508
09/30/2019 06/30/2019
Non-current
Shares of Bioceres S.A. 310,460 374,685
Other marketable securities 1,274 1,728
311,734 376,413

*5.3. Trade receivables*

Trade debtors 09/30/2019 — 50,170,441 06/30/2019 — 48,910,484
Allowance for impairment of trade debtors (3,127,333 ) (3,360,224 )
Shareholders and other related parties (Note 13) 497,062 467,743
Allowance for impairment of shareholders and other related parties (Note 13) (31,036 ) (75,596 )
Allowance for return of goods (591,155 ) (800,606 )
Trade debtors - Parent company (Note 13) 439,219 440,268
Trade debtors - Joint ventures and associates (Note 13) 685,579 2,369
Discounted and deferred checks 9,605,206 13,651,939
57,647,983 59,236,377

*5.4. Other receivables*

09/30/2019 06/30/2019
Current
Taxes 2,033,618 584,641
Other receivables - Other related parties (Note 13) 2,617 10,971
Other receivables - Joint ventures and associates (Note 13) 251,061 250,783
Prepayments to suppliers 413,013 496,001
Reimbursements over exports 314,645 366,594
Prepaid expenses and other receivables 228,634 213,597
Miscellaneous 132,356 59,242
3,375,944 1,981,829

F- 17

SEQ.=1,FOLIO='F-17',FILE='C:\JMS\111375\19-24110-1\task9550874\24110-1-mm-09.htm',USER='111375',CD='Dec 2 21:48 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

09/30/2019 06/30/2019
Non-current
Taxes 668,186 681,168
Reimbursements over exports 676,626 878,470
Miscellaneous 2,815 672
1,347,627 1,560,310

*5.5. Inventories*

Agrochemicals 09/30/2019 — 52,537 06/30/2019 — 22,137
Seeds and grains 421,972 207,519
Microbiological resale products 18,908,110 13,894,018
Microbiological products produced 8,913,861 8,370,583
Goods in transit 1,708,517 751,737
Supplies 5,565,058 4,482,827
Allowance for obsolescence (524,554 ) (406,818 )
Agricultural product 206,872 270,579
35,252,373 27,592,582

*5.6. Property, plant and equipment*

Property, plant and equipment as of September 30, 2019 and June 30, 2019 included the following:

Gross carrying amount 09/30/2019 — 51,672,596 06/30/2019 — 57,059,972
Accumulated depreciation (10,839,230 ) (13,225,424 )
Net carrying amount 40,833,366 43,834,548
  1. Net carrying amount for each class of assets is as follows:
Class Net carrying amount 09/30/2019 Net carrying amount 06/30/2019
Office equipment 181,951 213,437
Vehicles 1,227,356 1,785,701
Equipment and computer software 39,829 123,472
Fixtures and fittings 3,670,131 4,737,396
Machinery and equipment 5,162,835 6,336,691
Land and buildings 29,751,445 29,969,237
Buildings in progress 799,819 668,614
Total 40,833,366 43,834,548

F- 18

SEQ.=1,FOLIO='F-18',FILE='C:\JMS\111375\19-24110-1\task9550874\24110-1-mm-09.htm',USER='111375',CD='Dec 2 21:48 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

  1. Gross carrying amount as of September 30, 2019 is as follows:
Class Gross carrying amount — As of the beginning of year Additions Transfers Disposals Foreign currency translation Revaluation As of the end of period
Office equipment 629,119 10,609 — — (103,437 ) — 536,291
Vehicles 3,604,537 — (447,132 ) (75,781 ) (472,735 ) — 2,608,889
Equipment and computer software 955,657 — (363,173 ) — (164,232 ) — 428,252
Fixtures and fittings 6,438,430 1,237 (384,766 ) — (1,099,340 ) — 4,955,561
Machinery and equipment 10,233,501 355,096 — — (1,976,892 ) — 8,611,705
Land and buildings 34,530,114 3,145 — — (5,782,697 ) 4,981,517 33,732,079
Buildings in progress 668,614 249,591 — — (118,386 ) — 799,819
Total 57,059,972 619,678 (1,195,071 ) (75,781 ) (9,717,719 ) 4,981,517 51,672,596
  1. Accumulated depreciation as of September 30, 2019 is as follows:
Class Depreciation — Accumulated as of the beginning of year Disposals/ Transfers Of the period Foreign currency translation Revaluation Accumulated as of the end of period
Office equipment 415,682 — 8,231 (69,573 ) — 354,340
Vehicles 1,818,836 (238,516 ) 56,779 (255,566 ) — 1,381,533
Equipment and computer software 832,185 (312,192 ) 4,835 (136,405 ) — 388,423
Fixtures and fittings 1,701,034 (202,002 ) 73,338 (286,940 ) — 1,285,430
Machinery and equipment 3,896,810 — 221,154 (669,094 ) — 3,448,870
Land and buildings 4,560,877 — 156,069 (725,724 ) (10,588 ) 3,980,634
Total 13,225,424 (752,710 ) 520,406 (2,143,302 ) (10,588 ) 10,839,230

F- 19

SEQ.=1,FOLIO='F-19',FILE='C:\JMS\120455\19-24110-1\task9550989\24110-1-mm-11.htm',USER='120455',CD='Dec 2 23:46 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

  1. Gross carrying amount as of September 30, 2018 is as follows:
Class Gross carrying amount — As of the beginning of period Adjustments of opening net book amount for application of IAS 29 Additions Disposals Foreign currency translation Revaluation As of the end of period
Office equipment 243,948 194,944 11,713 (6,605 ) (162,867 ) — 281,133
Vehicles 1,660,294 623,032 20,893 — (556,330 ) — 1,747,889
Equipment and computer software 419,638 299,670 7,692 — (238,075 ) — 488,925
Fixtures and fittings 3,826,665 1,777,746 — — (1,513,426 ) — 4,090,985
Machinery and equipment 5,404,029 3,303,509 33,146 (18,643 ) (2,333,061 ) — 6,388,980
Land and buildings 33,026,981 3,356,144 — — (10,199,207 ) 3,414,075 29,597,993
Buildings in progress 182,839 96,409 40,619 — (81,663 ) — 238,204
Total 44,764,394 9,651,454 114,063 (25,248 ) (15,084,629 ) 3,414,075 42,834,109
  1. Accumulated depreciation as of September 30, 2018 is as follows:
Class Depreciation — Accumulated as of the beginning of period Adjustments of opening net book amount for application of IAS 29 Disposals Of the period Foreign currency translation Revaluation Accumulated as of the end of period
Office equipment 49,129 155,774 (3,116 ) 6,630 (101,875 ) — 106,542
Vehicles 560,691 293,553 — 83,682 (243,120 ) — 694,806
Equipment and computer software 207,402 300,560 — 11,391 (175,064 ) — 344,289
Fixtures and fittings 318,582 506,331 — 68,107 (275,299 ) — 617,721
Machinery and equipment 937,736 1,178,567 (9,580 ) 125,981 (829,110 ) — 1,403,594
Land and buildings 2,513,708 392,419 — 108,493 (1,192,222 ) 403,112 2,225,510
Total 4,587,248 2,827,204 (12,696 ) 404,284 (2,816,690 ) 403,112 5,392,462

The depreciation charge is included in Notes 6.3 and 6.4.

*Revaluation of property, plant and equipment*

At a minimum, the Group updates their assessment of the fair value of its land and buildings at the end of each reporting year (after the revaluation policy was adopted), considering the most recent independent valuations and market data. As of September 30, 2019, the Group reviewed the valuations in order to determine the variations between the fair values and their book value taking into consideration the valuations made in June 2019. Valuations used to determine FV are expressed in US dollars which is the currency mainly used for this matter. Accordingly, since Rizobacter’s functional currency is Argentine peso the Group accounted a revaluation increase in the three-month period ended September 30, 2019 that was compensated with foreign currency translation. Management determined the property, plant and equipment’s value within a range of reasonable fair value estimates.

F- 20

SEQ.=1,FOLIO='F-20',FILE='C:\JMS\120455\19-24110-1\task9550989\24110-1-mm-11.htm',USER='120455',CD='Dec 2 23:46 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

All resulting fair value estimates for land and buildings are classified as level 3 and are consistent with the methodology disclosed in the annual financial statements.

*5.7. Intangible assets*

Intangible assets as of September 30, 2019 and June 30, 2019 included the following:

Gross carrying amount 09/30/2019 — 39,222,358 06/30/2019 — 45,848,737
Accumulated amortization (5,660,526 ) (6,232,311 )
Net carrying amount 33,561,832 39,616,426
  1. Net carrying amount of each class of intangible assets is as follows:
Class Net carrying amount 09/30/2019 Net carrying amount 06/30/2019
Seed and integrated products
Soybean HB4 6,367,616 6,120,336
Ecoseed integrated products 2,215,150 2,627,946
Crop nutrition
Microbiological products 1,607,433 2,208,117
Other intangible assets
Trademarks and patents 6,550,050 8,063,648
Software 747,645 994,723
Customer loyalty 16,073,938 19,601,656
Total 33,561,832 39,616,426
  1. Gross carrying amount as of September 30, 2019 is as follows:
Class Gross carrying amount — As of the beginning of year Additions Foreign currency translation As of the end of period
Seed and integrated products
Soybean HB4 6,120,336 247,280 — 6,367,616
Ecoseed integrated products 2,627,946 36,783 (449,579 ) 2,215,150
Crop nutrition
Microbiological products 3,267,200 — (690,248 ) 2,576,952
Other intangible assets
Trademarks and patents 9,810,822 — (1,678,399 ) 8,132,423
Software 2,149,340 14,247 (364,494 ) 1,799,093
Customer loyalty 21,873,093 — (3,741,969 ) 18,131,124
Total 45,848,737 298,310 (6,924,689 ) 39,222,358

F- 21

SEQ.=1,FOLIO='F-21',FILE='C:\JMS\120455\19-24110-1\task9550989\24110-1-mm-11.htm',USER='120455',CD='Dec 2 23:46 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

  1. Accumulated amortization as of September 30, 2019 is as follows:
Class Amortization — Accumulated as of beginning of year Of the period Foreign currency translation Accumulated as of the end of period
Crop nutrition
Microbiological products 1,059,083 110,246 (199,810 ) 969,519
Other intangible assets
Trademarks and patents 1,747,174 134,099 (298,900 ) 1,582,373
Software 1,154,617 93,966 (197,135 ) 1,051,448
Customer loyalty 2,271,437 174,338 (388,589 ) 2,057,186
Total 6,232,311 512,649 (1,084,434 ) 5,660,526
  1. Gross carrying amount as of September 30, 2018 is as follows:
Class Gross carrying amount — As of the beginning of period Adjustments of opening net book amount for application of IAS 29 Additions Foreign currency translation As of the end of period
Seed and integrated products
Soybean HB4 4,927,853 — 230,852 — 5,158,705
Crop nutrition
Microbiological products 2,505,864 192,658 52,900 (668,350 ) 2,083,072
Other intangible assets
Trademarks and patents 6,278,706 3,005,387 — (1,884,375 ) 7,399,718
Software 1,444,603 1,484,407 — (832,444 ) 2,096,566
Customer loyalty 13,998,289 6,700,470 — (4,201,187 ) 16,497,572
Total 29,155,315 11,382,922 283,752 (7,586,356 ) 33,235,633

F- 22

SEQ.=1,FOLIO='F-22',FILE='C:\JMS\120455\19-24110-1\task9550989\24110-1-mm-11.htm',USER='120455',CD='Dec 2 23:46 2019'

*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

  1. Accumulated amortization as of September 30, 2018 is as follows:
Class Amortization — Accumulated as of beginning of period Adjustments of opening net book amount for application of IAS 29 Of the period Foreign currency translation Accumulated as of the end of period
Crop nutrition
Microbiological products 383,380 245,725 64,518 (160,958 ) 532,665
Other intangible assets
Trademarks and patents 704,024 336,989 122,018 (211,292 ) 951,739
Software 495,293 278,679 72,705 (206,370 ) 640,307
Customer loyalty 915,273 438,107 158,630 (274,691 ) 1,237,319
Total 2,497,970 1,299,500 417,871 (853,311 ) 3,362,030

The amortization charge is included in Notes 6.3 and 6.4.

*5.8. Goodwill*

The variations in goodwill occurred during the period corresponds to the result of inflation adjustment and conversion to presentation currency. There have not been goodwill impairment indicators.

Carrying amount of goodwill as of September 30, 2019 and June 30, 2019 is as follows:

09/30/2019 06/30/2019
Rizobacter 19,355,824 23,484,761
Semya 5,238,758 6,319,954
24,594,582 29,804,715

*5.9. Right-of-use leased assets*

09/30/2019 06/30/2019
Right-of-use leased asset 951,342 —
951,342 —

F- 23

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*5.10. Trade and other payables*

09/30/2019 06/30/2019
Current
Trade creditors 40,107,786 30,489,072
Shareholders and other related parties (Note 13) 2,259,471 1,796,932
Trade creditors - Parent company (Note 13) 57,427 1,568,036
Trade creditors - Joint ventures and associates (Note 13) 10,297,315 4,805,149
Taxes 1,267,554 1,475,410
Consideration payment Semya acquisition (Note 13) 122,950 122,950
Miscellaneous 537,669 320,945
54,650,172 40,578,494
09/30/2019 06/30/2019
Non-current
Consideration payment Semya acquisition (Note 13) 452,654 452,654
452,654 452,654

*5.11. Borrowings*

09/30/2019 06/30/2019
Current
Bank overdrafts 2,334,394 —
Bank borrowings 43,760,825 46,467,308
Corporate bonds 8,851,185 8,416,768
Discount checks 3,701,727 5,807,303
Net loans payables-Parents companies and related parties to Parents (Note 13) 6,200,999 5,399,883
Finance lease — 385,947
64,849,130 66,477,209
Non-current
Bank borrowings 12,538,549 16,239,743
Corporate bonds 8,013,915 8,018,884
Net loans payables-Parents companies and related parties to Parents (Note 13) 12,000,000 12,358,024
Finance lease — 462,870
32,552,464 37,079,521

The carrying value of some borrowings as of September 30, 2019 measured at amortized cost differ from their fair value. The following fair values measured are based on discounted cash flows (Level 3) due to the use of unobservable inputs, including own credit risk.

F- 24

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

09/30/2019 — Amortized cost Fair value
Current
Bank borrowings 43,760,825 43,598,534
Discount checks 3,701,727 3,117,415
Corporate Bonds 8,851,185 7,831,149
Non-current
Bank borrowings 12,538,549 11,316,051
Corporate Bonds 8,013,915 7,229,229

The Group has met the capital and interest installments whose maturity was effective in the three-month period ended September 30, 2019. Covenant compliance is required to be measured annually.

On October 7, 2019, the Group made the payment of the first installment of the corporate bonds.

On October 15, 2019, the Company entered into a loan agreement with Arvesa Corp. and Bioceres LLC, its controlling shareholder, as lenders. The facility is for an amount of up to US$20 million, of which US$15 million has been drawdown as of the date of this report. Drawdown capital and capitalized interest are due after 24 months of the date of the loan agreement. Cash interest will be paid quarterly at a 15% rate. The portion of the loan funded by Arvesa is guaranteed by Bioceres S.A. and Bioceres LLC.

**Net loans payables-Parents companies and related parties to Parents****

Financial assets (other receivables from the controlling entities (“Parents”) and related parties to Parents) and liabilities (loans payable to Parents companies) are offset and the net amount is reported in the Statement of Financial Position where the Company currently has 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.

The following table presents the recognized financial instruments that are offset:

Parents companies and related parties to Parents — Current other receivables Gross amounts — 16,456,681 Gross amounts set off in the Statement of Financial Position — (16,456,681 ) Net amounts presented in the Statement of Financial Position — —
Total current assets 16,456,681 (16,456,681 ) —
Current borrowings (22,657,680 ) 16,456,681 (6,200,999 )
Total current liabilities (22,657,680 ) 16,456,681 (6,200,999 )
Non-current borrowings (12,000,000 ) — (12,000,000 )
Total non-current liabilities (12,000,000 ) — (12,000,000 )

F- 25

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*5.12. Employee benefits and social security*

09/30/2019 06/30/2019
Current
Salaries and social security 983,163 1,563,581
Staff incentives and vacations 2,373,080 1,481,384
Key management personnel (Note 13) 2,202,554 2,312,253
5,558,797 5,357,218
Non-current
Key management personnel (Note 13) 133,561 —
133,561 —

*5.13. Deferred revenue and advances from customers*

09/30/2019 06/30/2019
Advances from customers 7,123,328 1,074,463
7,123,328 1,074,463

*5.14. Financed payment- Acquisition of business*

09/30/2019 06/30/2019
Financed payment to sellers 2,925,593 2,826,611
2,925,593 2,826,611

In October 2019, the remaining installment was paid, thus there is not outstanding debt from financed payment to sellers of Rizobacter.

*5.15. Lease liabilities*

09/30/2019 06/30/2019
Current
Lease liability 729,356 —
729,356 —
Non-current
Lease liability 536,854 —
536,854 —

F- 26

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*5.16. Provisions*

09/30/2019 06/30/2019
Provisions for contingencies 307,394 439,740
307,394 439,740

There are not expected reimbursements related to the provisions.

*5.17. Private warrants*

09/30/2019 06/30/2019
Private warrants 4,592,031 2,861,511
4,592,031 2,861,511

As of June 30, 2019, the fair value of the private warrants using a share price of $5.30 and risk-free rate of 1.7631%, decreased to $2.8 million and the Group recognized a finance gain of $0.6 million.

As of September 30, 2019, the fair value of the private warrants using a share price of $6.45 and risk-free rate of 1.55%, increased to $4.6 million and the Group recognized a finance loss of $1.7 million.

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

*6.1. Revenues*

09/30/2019 09/30/2018
Sale of goods and services 35,315,885 29,280,109
Royalties 913,935 325,636
36,229,820 29,605,745

Transactions of sales of goods and services with joint ventures, shareholders and other related parties are reported in Note 13.

F- 27

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*6.2. Cost of sales*

Item — Inventories as of the beginning of the period 09/30/2019 — 27,592,582 09/30/2018 — 19,366,001
Adjustment of opening net book amount for the application of IAS 29 — 4,273,416
Purchases of the period 29,556,840 20,950,020
Production costs 3,205,416 2,094,206
Foreign currency translation (4,757,391 ) (7,094,698 )
Subtotal 55,597,447 39,588,945
Inventories as of the end of the period (35,252,373 ) (25,089,935 )
Cost of sales 20,345,074 14,499,010

*6.3. R&D classified by nature*

Item Research and development expenses 09/30/2019 Research and development expenses 09/30/2018
Amortization intangible assets 244,345 212,895
Import and export expenses 2,028 2,230
Depreciation property, plant and equipment 41,396 40,326
Employee benefits and social securities 320,419 387,965
Taxes 200 1,139
Maintenance 6,337 6,076
Energy and fuel 19,260 15,375
Supplies and materials 154,792 341,186
Mobility and travel 18,112 9,806
Stock options-based incentive — 3,804
Professional fees and outsourced services 5,595 16,456
Professional fees related parties 381,453 —
Office supplies 3,451 7,163
Insurance 883 1,583
Depreciation of leased assets 2,909 —
Miscellaneous 2,559 2,488
Total 1,203,739 1,048,492
09/30/2019 09/30/2018
R&D Capitalized (Note 5.7) 284,063 283,752
R&D profit and loss 1,203,739 1,048,492
Total 1,487,802 1,332,244
% of total revenue 1.84 % 4.50 %

F- 28

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*6.4. Expenses classified by nature and function*

Item Production costs Selling, general and administrative expenses Total 09/30/2019
Amortization intangible assets — 268,304 268,304
Analysis and storage 4,998 404 5,402
Commissions and royalties 484,687 141,735 626,422
Bank expenses and commissions — 4,623 4,623
Import and export expenses 47,235 290,014 337,249
Depreciation property, plant and equipment 296,024 182,986 479,010
Depreciation of leased assets 82,425 37,732 120,157
Impairment of receivables — 247,027 247,027
Freight and haulage 160,505 713,048 873,553
Employee benefits and social securities 1,267,948 3,128,384 4,396,332
Maintenance 83,000 139,664 222,664
Energy and fuel 113,685 20,397 134,082
Supplies and materials 90,416 79,230 169,646
Mobility and travel 8,652 433,134 441,786
Publicity and advertising — 336,481 336,481
Share-based incentives 66,475 731,230 797,705
Professional fees and outsourced services 229,187 490,761 719,948
Professional fees related parties — 22,022 22,022
Office supplies 16,255 83,599 99,854
Insurance 24,027 177,877 201,904
Information Technology expense — 188,496 188,496
Obsolescence 212,499 — 212,499
Taxes 11,570 914,381 925,951
Miscellaneous 5,828 53,382 59,210
Total 3,205,416 8,684,911 11,890,327

F- 29

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

Item Production costs Selling, general and administrative expenses Total 09/30/2018
Amortization intangible assets — 204,976 204,976
Analysis and storage 125,659 40,439 166,098
Commissions and royalties 298,478 50,462 348,940
Bank expenses and commissions — 6,444 6,444
Import and export expenses 9,566 245,859 255,425
Depreciation property, plant and equipment 245,762 118,196 363,958
Impairment of receivables — (9,067 ) (9,067 )
Freight and haulage 25,448 334,319 359,767
Employee benefits and social securities 890,475 2,741,959 3,632,434
Maintenance 78,896 60,533 139,429
Energy and fuel 74,815 117,615 192,430
Supplies and materials 56,927 49,352 106,279
Mobility and travel 7,570 281,930 289,500
Publicity and advertising — 296,226 296,226
Contingencies — (5,047 ) (5,047 )
Professional fees and outsourced services — 333,472 333,472
Professional fees related parties — 122,764 122,764
Office supplies 1,672 62,023 63,695
Insurance 14,571 95,953 110,524
Information Technology expense — 108,476 108,476
Obsolescence 213,534 — 213,534
Taxes 4,595 732,009 736,604
Miscellaneous 46,238 91,592 137,830
Total 2,094,206 6,080,485 8,174,691

*6.5. Finance results*

09/30/2019 09/30/2018
Finance income
Interest generated by assets 611,709 69,439
611,709 69,439
Finance costs
Interest generated by liabilities with the parent (775,360 ) (7,054 )
Interest generated by liabilities (4,906,728 ) (4,105,171 )
Financial commissions (251,071 ) (296,405 )
Other financial loss (5,584 ) (693,038 )
(5,938,743 ) (5,101,668 )
Other finance results
Exchange differences generated by assets 22,298,100 17,006,391
Exchange differences generated by liabilities (33,810,938 ) (30,067,855 )
Changes in fair value of financial assets or liabilities and other financial results (1,690,845 ) 71,276
Net gain of inflation effect on monetary items 2,133,670 4,286,763
(11,070,013 ) (8,703,425 )
Total net finance results (16,397,047 ) (13,735,654 )

F- 30

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*7. LOSS PER SHARE*

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

09/30/2019 09/30/2018
Numerator
Loss for the period (basic EPS) (7,050,377 ) (2,618,445 )
Loss for the period (diluted EPS) (7,050,377 ) (2,618,445 )
Denominator
Weighted average number of shares (basic EPS) 36,120,517 36,120,517
Weighted average number of shares (diluted EPS) 36,120,517 36,120,517
Basic and diluted loss attributable to ordinary equity holders of the parent (0.20 ) (0.07 )

The 27,116,174 shares issued to Bioceres LLC in exchange of its Bioceres Inc Crop Business and its equity interest in Bioceres Semillas, together with the 119,443 shared issued to exercise the Bioceres Semillas’ tag along and the 862,500 shares received by Bioceres LLC from the original founders of Union, were considered retrospectively in the EPS calculations. The denominators used in the EPS calculation assume those events have occurred at the beginning of the earliest period presented.

Warrants outstanding were not included in the EPS calculations for the three-month period ended September 30, 2019 and 2018 because they were anti-dilutive securities in those periods.

There are neither ordinary shares transactions nor potential ordinary shares transactions that have occurred after September 30, 2019 that would have changed significantly the number of ordinary shares or potential ordinary shares outstanding at the end of the reporting period.

*8. INFORMATION ABOUT UNAUDITED INTERIM CONDENSED CONSOLIDATED COMPONENTS OF EQUITY*

*8.1. Parent company investment*

The Group has recognized the contribution of assets and (liabilities) made by the shareholders into the Company, until the merger was consummated, as share premium decrease as follows:

Intangible contributed 09/30/2019 — — 09/30/2018 — 230,853
Incorporation of financial debt (*) — (8,144,018 )
— (7,913,165 )

(*) Financial debt taken by the Group in connect with Rizobacter acquisition

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*8.2. Share capital*

The 27,116,174 shares issued to Bioceres LLC in exchange of its Bioceres Inc Crop Business and its equity interest in Bioceres Semillas, together with the 119,443 shares issued to exercise the Bioceres Semillas’ tag-along and the 862,500 shares received by Bioceres LLC from the original founders of Union, were considered retrospectively in issued capital based on the assumption of those events have occurred at the beginning of the earliest period presented.

*8.3. Shares summary*

As of the date of this financial statement, we had (i) 100,000,000 ordinary shares ($0.0001 par value) authorized, (ii) 36,120,517 ordinary shares issued and outstanding, (iii) 1,000,000 preference shares ($0.0001 par value) authorized, (iv) no preference shares issued and outstanding, (v) 12,700,000 private placement warrants outstanding (5,200,000 of which were issued in connection with Union’s IPO and 7,500,000 of which were issued in connection with the merger) classified as liability (Note 5.17) and (vi) 11,500,000 public warrants outstanding. Public warrants were classified as equity and its consideration was included in the “Share Premium” column.

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

*8.4. Non-controlling interests*

There were no dividends paid to non-controlling interest in the period ended September 30, 2019 and 2018.

*9. CASH FLOW INFORMATION*

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

09/30/2019 09/30/2018
Investment activities
Investment in kind in other related parties (Note 13) 280,742 —
Right-of-use leased asset 175,563 —
Non-monetary contributions in joint ventures (Note 10) — 122,160
456,305 122,160
09/30/2019 09/30/2018
Financing activities
Parent company investment — (7,913,165 )
— (7,913,165 )

*10. JOINT VENTURES AND ASSOCIATES*

09/30/2019 06/30/2019
Liabilities
Trigall Genetics S.A. 2,247,634 1,970,903
2,247,634 1,970,903

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

09/30/2019 06/30/2019
Assets
Synertech Industrias S.A. 21,853,532 25,297,376
Indrasa Biotecnología S.A. 28,325 23,652
21,881,857 25,321,028

Changes in joint ventures and associates’ investments:

As of the beginning of the period 09/30/2019 — 23,350,125 09/30/2018 — 17,059,757
Adjustment of opening net book amount for the application of IAS 29 — 8,206,634
Monetary contributions — 116,230
Non-monetary contributions — 122,160
Loss of control of Indrasa Biotecnología S.A. — 10,591
Revaluation of property, plant and equipment 561,721 562,268
Foreign currency translation (4,335,170 ) (5,734,527 )
Share of profit or loss 57,547 80,156
As of the end of the period 19,634,223 20,423,269

Share of profit or loss of joint ventures and associates:

Trigall Genetics S.A. 09/30/2019 — (276,731 09/30/2018 — (74,079 )
Semya S.A. — (27,083 )
Synertech Industrias S.A. 325,509 174,251
Indrasa Biotecnología S.A. 8,769 7,067
57,547 80,156

*11. SEGMENT INFORMATION*

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

Period ended September 30, 2019 Seed and integrated products Crop protection Crop nutrition Consolidated
Revenues
Sale of goods and services 4,593,675 17,953,168 12,769,042 35,315,885
Royalties 913,935 — — 913,935
Others
Government grants 21,838 — — 21,838
Total revenues 5,529,448 17,953,168 12,769,042 36,251,658
Cost of sales (2,624,920 ) (10,205,476 ) (7,514,678 ) (20,345,074 )
Gross margin per segment 2,904,528 7,747,692 5,254,364 15,906,584
% 53 % 43 % 41 % 44 %

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

Period ended September 30, 2018 Seed and integrated products Crop protection Crop nutrition Combined
Revenues
Sale of goods and services 6,205,533 14,673,792 8,400,784 29,280,109
Royalties 325,636 325,636
Others
Government grants 6,479 6,479
Total revenues 6,537,648 14,673,792 8,400,784 29,612,224
Cost of sales (2,190,036 ) (7,349,496 ) (4,959,478 ) (14,499,010 )
Gross margin per segment 4,347,612 7,324,296 3,441,306 15,113,214
% 67 % 50 % 41 % 51 %

*12. FINANCIAL INSTRUMENTS — RISK MANAGEMENT*

The following tables show additional information required under IFRS 7 on the financial assets and liabilities recorded as of September 30, 2019 and June 30, 2019.

Financial asset Amortized cost — 09/30/2019 06/30/2019 Mandatorily measured at fair value through profit or loss — 09/30/2019 06/30/2019
Cash and cash equivalents 5,496,780 3,450,873 — —
Other financial assets 4,646,624 4,703,688 521,292 356,233
Trade receivables 57,647,983 59,236,377 — —
Other receivables (*) 1,380,120 1,566,732 — —
Total 69,171,507 68,957,670 521,292 356,233

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

Financial liability Amortized cost — 09/30/2019 06/30/2019 Mandatorily measured at fair value through profit or loss — 09/30/2019 06/30/2019
Trade Payables and other payables 55,102,826 41,031,148 — —
Borrowings 97,401,594 103,556,730 — —
Employee benefits and social security 5,692,358 5,357,218 — —
Financed payment - Acquisition of business 2,925,593 2,826,611 — —
Warrants — — 4,592,031 2,861,511
Total 161,122,371 152,771,707 4,592,031 2,861,511

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*Financial instruments measured at fair value*

Measurement at fair value at 09/30/2019 Level 1 Level 2 Level 3
Financial assets at fair value
Other financial assets 521,292 — —
Financial liabilities valued at fair value
Private warrants — — 4,592,031
Measurement at fair value at 06/30/2019 Level 1 Level 2 Level 3
Financial assets at fair value
Other financial assets 356,233 — —
Financial liabilities valued at fair value
Private warrants — — 2,861,511

*Estimation of fair value*

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

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

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

The model and inputs used to value the Private warrants at its fair value is mentioned in Note 5.17. The sensitivity analysis was based on a 5% change in the volatility of instrument. These change in isolation would have increased / decreased the amount of the financial liability by $2.6 million and $0.9 million if the volatility was 37% or 27%, respectively.

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

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

*Financial instruments not measured at fair value*

The financial instruments not measured at fair value include cash and cash equivalents, trade accounts receivable, other accounts receivable, certain other financial assets, trade payables and other payables, borrowings, employee benefits and social security and financed payments.

The carrying value of financial instruments not measured at fair value does not differ significantly from their fair value, except for borrowings (Note 5.11).

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

*13. SHAREHOLDERS AND OTHER RELATED PARTIES BALANCES AND TRANSACTIONS*

During the period ended September 30, 2019 and 2018 the transactions between the Group and related parties, and the related balances owed by and to them, are as follows:

Party Transaction type Amount of the transactions of the period ended — 09/30/2019 09/30/2018
Joint ventures and associates Sales and services 1,756,979 33,304
Joint ventures and associates Purchases of goods and services (6,153,969 ) (4,075,892 )
Joint ventures and associates Equity contributions — 238,390
Joint ventures and associates Net loans granted / (cancelled) 95,882 —
Key management personnel Salaries, social security benefits and other benefits (1,270,043 ) (595,921 )
Key management personnel Interest gain 11,084 —
Shareholders and other related parties Sales of goods and services 144,210 166,551
Shareholders and other related parties Purchases of goods and services (153,693 ) (172,285 )
Shareholders and other related parties In-kind contributions 280,742 —
Parent company Interest gain/(lost) 316,928 (7,054 )
Parent company Purchases of goods and services (88 ) (22,140 )
Total (4,971,968 ) (4,435,047 )
Party Transaction type Amounts receivable from related parties — 09/30/2019 06/30/2019
Parent company Trade debtors 439,219 440,268
Shareholders and other related parties Trade receivables 497,062 467,743
Shareholders and other related parties Allowance for impairment (31,036 ) (75,596 )
Other receivables - Other related parties Other receivables 2,617 10,971
Joint ventures and associates Trade debtors 685,579 2,369
Joint ventures and associates Other receivables 251,061 250,783
Total 1,844,502 1,096,538

F- 36

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

Party Transaction type Amounts payable to related parties — 09/30/2019 06/30/2019
Parent company Trade creditors (57,427 ) (1,568,036 )
Parents companies and related parties to Parents Net loans payables (18,200,999 ) (17,757,907 )
Parent company Consideration payment Semya acquisition (575,604 ) (575,604 )
Key management personnel Salaries, social security benefits and other benefits (1,147,121 ) (2,312,253 )
Shareholders and other related parties Trade and other payables (2,259,471 ) (1,796,932 )
Joint ventures and associates Trade and other payables (10,297,315 ) (4,805,149 )
Total (32,537,937 ) (28,815,881 )

*14. KEY MANAGEMENT PERSONNEL COMPENSATION*

The compensation of directors and other members of key management personnel, including social contributions and other benefits, was as follows for the period ended September 30, 2019 and 2018.

09/30/2019 09/30/2018
Salaries, social security and other benefits 1,270,043 595,921
Total 1,270,043 595,921

*15. SHARE-BASED PAYMENTS*

On August 7, 2019, pursuant to the listing of Bioceres Crop Solutions Corp. on the NYSE American, the Board of Directors of Bioceres S.A., approved the cancellation of the stock grant incentive plan of Bioceres S.A. for Rizobacter Senior Management. At the same date, the Board of Directors of Bioceres S.A. approved the issuance of 36,000 ordinary shares to each of the members of the Rizobacter Senior Management team. An expense was recorded for the fair value of shares received.

The shares issued by Bioceres S.A. were valued at measurement date at $5.53 per share as described in Note 2.6.

*16. LEASES*

As mentioned in Note 3, the Group began applying IFRS 16 and recognized the cumulative initial effect as an adjustment to the opening equity at the date of initial application. The comparative information was not restated.

The Group recognized a right-of-use asset and a lease liability.

The right-of-use asset was initially measured at the amount of the lease liability plus initial direct costs incurred adjusted from pre-payments made related to the lease. The right-of-use asset was measured at cost less accumulated depreciation and accumulated impairment

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

The lease liability was initially measured at the present value of the lease payments payable over the lease term, discounted at the rate implicit in the lease if that can be readily determined. If that rate could not be readily determined, the Group use its incremental borrowing rate. The lease liability is subsequently remeasured to reflect changes. This remeasurements are treated as adjustments to the right-of-use asset.

In applying IFRS 16 for the first time, the Group has used the following practical expedients permitted by the standard: (i) the use of a single discount rate to a portfolio of leases with reasonably similar characteristics, (ii) reliance on previous assessments on whether leases are onerous, (iii) the accounting for operating leases with a remaining lease term of less than 12 months as at 1 July 2019 as short-term leases, (iv) the exclusion of initial direct costs for the measurement of the right-of-use asset at the date of initial application, and (v) the use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.

The information about the right of use and liabilities related with lease assets, are as follows:

Right-of-use leased asset 09/30/2019
Cost
Book value at the beginning of the period —
Additions for initial application of IFRS 16 1,767,149
Book value at the end of the period 1,767,149
Depreciation
Accumulated depreciation at the beginning of the period 692,741
Depreciation of the period 123,066
Accumulated depreciation at the end of the period 815,807
Total 951,342
Lease liability 09/30/2019
Book value at the beginning of the period —
Additions for initial application of IFRS 16 1,767,149
Interest expenses, exchange differences and inflation effects (377,446 )
Payments of the period (123,493 )
Total 1,266,210
Lease Liabilities 09/30/2019
Non-current 536,854
Current 729,356
Total 1,266,210

*17. CONTINGENCIES, COMMITMENTS AND RESTRICTIONS ON THE DISTRIBUTION OF PROFITS*

In order to guarantee the obligations assumed on the Syndicated loan (incorporated in Bank borrowings in Note 5.11), Rizobacter signed and granted a pledge of a fixed term certificate constituted on September 11, 2017, and extended on September 9, 2019 for $4.3 million disclosed as “Restricted short-term deposit” in “Other financials assets” (Note 5.2).

As of September 30, 2019, Rizobacter had $2.7 million of debt secured by checks from customers.

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*BIOCERES CROP SOLUTIONS CORP.*

*NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS*

*(Amounts in US Dollars, except otherwise indicated)*

There were no other significant changes to the contingencies, commitments and restrictions on the distribution of profits from the disclosed made in the Consolidated financial statement as of June 30, 2019.

*18. EVENTS OCCURRING AFTER THE REPORTING PERIOD*

Subsequent to September 30, 2019, there have been no other situations or circumstances that may require significant adjustments or further disclosure in these Unaudited interim condensed consolidated financial statements that were not mentioned above.

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