Adecoagro (NYSE: AGRO) files Profertil IFRS financials for probable acquisition

Rhea-AI Filing Summary

Adecoagro S.A. filed a Form 6-K to provide investors with detailed financial information on Profertil S.A., which it describes as a significant probable acquisition. The filing submits Profertil’s audited financial statements as of December 31, 2024 and 2023, including results for each of the two years ended December 31, 2024, prepared under IFRS Accounting Standards issued by the IASB. It also includes unaudited condensed interim financial statements for the nine-month periods ended September 30, 2025 and 2024, presented in U.S. dollars and prepared under IAS 34. This additional disclosure helps investors evaluate the scale and financial profile of Profertil ahead of a potential transaction.

Insights

Cross-border M&A and reporting analyst

Adecoagro releases IFRS financials for a significant probable acquisition.

Adecoagro is supplying full-year audited and interim unaudited financial statements for Profertil S.A., which it characterizes as a significant probable acquisition. The information spans the fiscal years ended December 31, 2024 and 2023 and the nine-month periods ended September 30, 2025 and 2024, aligning with IFRS and IAS 34 disclosure standards.

This type of release is often required when a potential acquisition meets “significance” thresholds, so investors can assess the target’s standalone performance and accounting framework. The use of IFRS Accounting Standards issued by the IASB and U.S. dollar presentation provides comparability for global investors.

The actual impact will depend on whether Adecoagro completes the Profertil transaction and on future terms, which are not detailed here. Subsequent company communications and filings would typically outline structure, consideration, and integration plans if the acquisition proceeds.

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 December 2025

Commission File Number: 001-35052 

Adecoagro S.A.

(Translation of registrant’s name into English)

28, Boulevard F.W. Raiffeisen,

L-2411, Luxembourg

Grand Duchy of Luxembourg

(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

EXPLANATORY NOTE

AUDITED FINANCIAL STATEMENTS FOR THE YEARS DECEMBER 31, 2024 AND 2023 AND UNAUDITED CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE NINE-MONTH PERIODS ENDED SEPTEMBER 30, 2025 AND 2024 OF A SIGNIFICANT PROBABLE ACQUISITION

This report of foreign private issuer on Form 6-K (“Form 6-K”) is being filed by Adecoagro S.A. with the Securities and Exchange Commission. The Company is filing this report on Form 6-K for the purpose of filing a copy of the Profertil S.A.’s (a significant probable acquisition) audited financial statements as of December 31, 2024 and 2023 and for each of the years in the two-year period ended December 31, 2024, as Exhibit 99.1, and the Profertil S.A.’s unaudited condensed interim financial statements for the nine-month periods ended September 30, 2025 and 2024, as Exhibit 99.2. The audited financial statements of Profertil S.A. for the years ended December 31, 2024 and 2023 have been prepared in accordance with IFRS Accounting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The unaudited financial statements of Profertil S.A. are presented in U.S. Dollars and prepared in accordance with IAS 34, “Interim Financial Reporting”.

TABLE OF CONTENTS

ITEM
99.1			Audited financial statements of Profertil S.A. as of December 31, 2024 and 2023 and for each of the years in the two-year period ended December 31, 2024, including the Report of Independent Auditors.
99.2			Unaudited condensed interim financial statements as of September 30, 2025 and for the nine months ended September 30, 2025 and 2024

SIGNATURE

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

Adecoagro S.A.

By:

/s/ Emilio Federico Gnecco

Name:

Emilio Federico Gnecco

Title:

Chief Financial Officer

Date: December 1, 2025

FAQ

What did Adecoagro (AGRO) announce in this Form 6-K?

Adecoagro filed a Form 6-K to provide Profertil S.A.’s audited financial statements for the years ended December 31, 2024 and 2023 and unaudited condensed interim financial statements for the nine-month periods ended September 30, 2025 and 2024, related to a significant probable acquisition.

Why are Profertil S.A.’s financial statements important for Adecoagro (AGRO) investors?

Profertil S.A. is described as a significant probable acquisition, so its audited and interim financial statements help investors understand the target’s size, performance, and accounting framework before any potential transaction is finalized.

Which accounting standards are used in Profertil S.A.’s financial statements filed by Adecoagro (AGRO)?

The audited financial statements are prepared in accordance with IFRS Accounting Standards as issued by the IASB, and the unaudited interim financial statements are prepared in accordance with IAS 34, “Interim Financial Reporting,” and are presented in U.S. dollars.

What periods do Profertil S.A.’s audited financial statements cover in Adecoagro’s (AGRO) 6-K?

The audited financial statements cover Profertil S.A. as of December 31, 2024 and 2023 and for each of the years in the two-year period ended December 31, 2024.

What interim periods are included for Profertil S.A. in the Adecoagro (AGRO) filing?

The unaudited condensed interim financial statements cover Profertil S.A. as of September 30, 2025 and for the nine-month periods ended September 30, 2025 and 2024.

Does this Adecoagro (AGRO) Form 6-K confirm completion of the Profertil acquisition?

No. Profertil S.A. is described as a significant probable acquisition, and this filing provides its financial statements; it does not state that a transaction has been completed.

Who signed Adecoagro’s (AGRO) Form 6-K related to Profertil S.A.?

The Form 6-K was signed on behalf of Adecoagro S.A. by Emilio Federico Gnecco, the company’s Chief Financial Officer.