Bioceres (NASDAQ: BIOX) takes $179M foreclosure loss and flags going-concern risk
Rhea-AI Filing Summary
Bioceres Crop Solutions reported unaudited results showing severe financial stress for the six months ended December 31, 2025. Revenue from continuing operations was
The loss was driven mainly by a
Total assets fell to
Positive
- None.
Negative
- Foreclosure-related impairment and discontinued operations: Assets subject to foreclosure generated a
$179.0M loss, turning net assets of$194.0M into a heavily discounted$15.0M consideration and driving the six‑month net loss to$189.9M . - Going-concern and refinancing risk: All
$104.4M of Secured notes and a$20M Rabobank facility are classified as current after covenant breaches, and management cites “material uncertainty” that raises substantial doubt about the Group’s ability to continue as a going concern.
Insights
Large foreclosure loss, covenant breaches and tight liquidity materially weaken Bioceres’ balance sheet.
Bioceres Crop Solutions shows a sharp deterioration in solvency. A foreclosure-driven impairment of
Net assets subject to foreclosure were
Management discloses breaches under both the Secured notes and the
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Report of Foreign Private Issuer
Pursuant to Rules 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the month of
Commission File Number: 001-38836
(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 ☒ | 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): ☐
EXPLANATORY NOTE
This Form 6-K is incorporated by reference into the Company’s registration statement on Form F-3 (Registration No. 333-268144), Form S-8 (Registration Nos. 333-255635 and 333-266333), and the following exhibits are filed as part of this Form 6-K:
Exhibit List
Exhibit No. | | Description |
99.1 | Bioceres Crop Solutions Corp. unaudited interim condensed consolidated financial statements as of December 31, 2025 and June 30, 2025, and for the three-and six-month periods ended December 31, 2025 and 2024. |
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. | |
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| (Registrant) | |
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Dated: March 13, 2026 | By: | /s/ Federico Trucco | |
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| Name: | Federico Trucco |
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| Title: | Chief Executive Officer |
Table of Contents
Exhibit 99.1
BIOCERES CROP SOLUTIONS CORP.
Unaudited interim condensed consolidated financial statements
as of December 31, 2025 and June 30, 2025, and for the three-
and six- month period ended December 31, 2025 and 2024.
Table of Contents
INDEX
Unaudited interim condensed consolidated financial statements as of December 31, 2025 and June 30, 2025, and for the three- and six-month period ended December 31, 2025 and 2024. | |
Unaudited interim condensed consolidated statements of financial position as of December 31, 2025 and June 30, 2025 | F-3 |
Unaudited interim condensed consolidated statements of comprehensive income for the three- and six-month period ended December 31, 2025 and 2024 | F-5 |
Unaudited interim condensed consolidated statements of changes in equity for the six-month period ended December 31, 2025 and 2024 | F-7 |
Unaudited interim condensed consolidated statements of cash flows for the six-month period ended December 31, 2025 and 2024 | F-8 |
Notes to the unaudited interim condensed consolidated financial statements | F-10 |
F-2
Table of Contents
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As of December 31, 2025, and June 30, 2025
(Amounts in US$)
| Notes | | 12/31/2025 | | 06/30/2025 | |
ASSETS |
| |
| |
| |
CURRENT ASSETS |
| |
| |
| |
Cash and cash equivalents |
| 5.1 |
| |
| |
Other financial assets |
| 5.2 |
| |
| |
Trade receivables |
| 5.3 |
| |
| |
Other receivables |
| 5.4 |
| |
| |
Recoverable income tax |
| |
| | ||
Inventories |
| 5.5 |
| |
| |
Biological assets | | | ||||
Assets subject to foreclosure | 4 | | — | |||
Total current assets |
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NON-CURRENT ASSETS |
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Other financial assets |
| 5.2 |
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Trade receivables | 5.3 | | | |||
Other receivables | 5.4 | | | |||
Recoverable income tax |
|
| |
| | |
Deferred tax assets | 7 |
| |
| | |
Investments in joint ventures and associates | 11 |
| |
| | |
Investment properties |
|
| — |
| | |
Property, plant and equipment |
| 5.6 |
| |
| |
Intangible assets |
| 5.7 |
| |
| |
Goodwill |
| 5.8 |
| |
| |
Right of use asset | 14 | | | |||
Total non-current assets |
| |
| |
| |
Total assets |
| |
| |
| |
The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.
F-3
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UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As of December 31, 2025, and June 30, 2025
(Amounts in US$)
| Notes | | 12/31/2025 | | 06/30/2025 | |
LIABILITIES |
| |
| |
| |
CURRENT LIABILITIES |
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|
| |||
Trade and other payables |
| 5.9 |
| | | |
Borrowings |
| 5.10 |
| | | |
Employee benefits and social security |
| 5.13 |
| | | |
Deferred revenue and advances from customers | 5.14 |
| | | ||
Income tax payable |
|
| | | ||
Consideration for acquisition | 5.12 | | | |||
Secured notes | 5.11 | | | |||
Lease liabilities | 14 |
| | | ||
Liabilities subject to foreclosure | 4 | | — | |||
Total current liabilities | | | ||||
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| |||
NON-CURRENT LIABILITIES | ||||||
Trade and other payables | 5.9 | | | |||
Borrowings | 5.10 | | | |||
Deferred revenue and advances from customers | 5.14 | | | |||
Joint ventures and associates | 11 |
| | | ||
Deferred tax liabilities |
| 7 |
| | | |
Provisions |
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Consideration for acquisition | | | ||||
Lease liabilities | 14 | | | |||
Total non-current liabilities |
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Total liabilities |
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EQUITY |
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Equity attributable to owners of the parent |
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Non-controlling interest |
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Total equity |
| |
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Total equity and liabilities |
| |
| | |
The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.
F-4
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UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the three- and six-month period ended of December 31, 2025, and 2024
(Amounts in US$)
Three-month period ended | Six-month period ended | |||||||||
| Notes | | 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 | |
Revenues from contracts with customers | 6.1 | | | | | |||||
Initial recognition and changes in the fair value of biological assets at the point of harvest | | ( | | | ||||||
Cost of sales | 6.2 | ( | ( | ( | ( | |||||
Changes in the net realizable value of agricultural products after harvest | | ( | ( | ( | ||||||
Research and development expenses | 6.3 | ( | ( | ( | ( | |||||
Selling, general and administrative expenses | 6.4 | ( | ( | ( | ( | |||||
Share of profit or loss of joint ventures and associates | 11 | | | | ( | |||||
Other income or expenses, net | 6.5 | | | ( | | |||||
Operating profit | | | | | ||||||
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Financial cost | 6.6 | ( | ( | ( | ( | |||||
Other financial results | 6.6 | ( | ( | ( | ( | |||||
(Loss) / Profit before income tax | ( | | ( | | ||||||
Income tax | 7 | ( | ( | ( | | |||||
(Loss) / Profit of the period from continuing operations | ( | | ( | | ||||||
Profit / (Loss) of the period from discontinued operations | 4 |
| | ( | ( | ( | ||||
Loss related to foreclosure | 4 |
| ( | — | ( | — | ||||
Loss of the period from discontinued operations |
| ( | ( | ( | ( | |||||
(Loss) / Profit of the period |
| ( | | ( | ( | |||||
(Loss) / Profit from continuing operations attributable to: | ||||||||||
Equity holders of the parent | ( | | ( | | ||||||
Non-controlling interests | | | | | ||||||
( | | ( | | |||||||
Loss from discontinued operations attributable to: | ||||||||||
Equity holders of the parent |
| ( | ( | ( | ( | |||||
Non-controlling interests |
| — | — | — | — | |||||
|
| ( | ( | ( | ( | |||||
The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.
F-5
Table of Contents
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the three- and six-month period ended of December 31, 2025, and 2024
(Amounts in US$)
Three-month period ended | Six-month period ended | |||||||||
| Notes | | 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 | |
(Loss) / Profit of the period | ( | | ( | ( | ||||||
Other comprehensive loss from continuing operations | | | ( | | ||||||
Items that may be subsequently reclassified to loss |
|
| | | ( | | ||||
Foreign exchange differences on translation of foreign operations | | | ( | | ||||||
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Other comprehensive (loss) / profit from discontinued operations | — | — | — | — | ||||||
Total comprehensive (loss) / profit | ( | | ( | ( | ||||||
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Total comprehensive (loss)/ profit from continuing operations attributable to: |
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Equity holders of the parent |
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| ( | | ( | | ||||
Non-controlling interests |
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| ( | | ( | | ||||
Total comprehensive loss from discontinued operations attributable to: |
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Equity holders of the parent | ( | ( | ( | ( | ||||||
Non-controlling interests |
|
| — | — | — | — | ||||
| ( | ( | ( | ( | ||||||
(Loss)/Profit per share | ||||||||||
From continuing operations | ||||||||||
Basic (loss)/profit attributable to ordinary equity holders of the parent |
| 8 |
| ( | | ( | | |||
Diluted (loss)/profit attributable to ordinary equity holders of the parent |
| 8 |
| ( | | ( | | |||
From discontinued operations | ||||||||||
Basic loss attributable to ordinary equity holders of the parent | 8 | ( | ( | ( | ( | |||||
Diluted loss attributable to ordinary equity holders of the parent | 8 | ( | ( | ( | ( | |||||
| ||||||||||
From continuing and discontinued operations | ||||||||||
Basic (loss)/profit attributable to ordinary equity holders of the parent | 8 | ( | | ( | ( | |||||
Diluted (loss)/profit attributable to ordinary equity holders of the parent | 8 | ( | | ( | ( | |||||
The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.
F-6
Table of Contents
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the six-month period ended of December 31, 2025, and 2024
(Amounts in US$)
Attributable to the equity holders of the parent | ||||||||||||||||||||||||||
Equity / | ||||||||||||||||||||||||||
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| Stock |
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| Revaluation | (deficit) | |||||||||||||||||
Changes | Own |
| options |
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| Foreign | of PP&E | attributable | ||||||||||||||||||
in non- | shares |
| and share |
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| currency | and effect | to owners | Non- | |||||||||||||||||
Issued | Share | controlling | trading | based | Convertible |
| Cost of own | Retained | translation | of tax rate | of the | controlling | Total | |||||||||||||
Description | | capital | | premium | | interests | | premium | | incentives | | instruments | | shares held | | deficit | | reserve | | change | | parent | | Interests | equity | |
06/30/2024 | | | ( | ( | | | ( | ( | | ( | | | | | ||||||||||||
Share-based incentives | — | | — | — | | — | — | — | — | — | | — | | |||||||||||||
Purchase of own shares | — | — | — | — | — | — | ( | — | — | — | ( | — | ( | |||||||||||||
Distribution of dividends by subsidiary | — | — | — | — | — | — | — | — | — | — | — | ( | ( | |||||||||||||
(Loss)/Profit for the period | — | — | — | — | — | — | — | ( | — | — | ( | | ( | |||||||||||||
Other comprehensive (loss)/profit | — | — | — | — | — | — | — | — | | — | | ( | | |||||||||||||
12/31/2024 | | | ( | ( | | | ( | ( | | ( | | | | |||||||||||||
06/30/2025 | | | | ( | | | ( | ( | | ( | | | | |||||||||||||
Share-based incentives | — | — | — | — | | — | — | — | — | — | | — | | |||||||||||||
Contingent consideration payment (Note 5.12) | — | | — | ( | — | — | | — | — | — | | — | | |||||||||||||
Sale of own shares | — | — | — | ( | — | — | | — | — | — | | — | | |||||||||||||
(Loss)/Profit for the period | — | — | — | — | — | — | — | ( | — | — | ( | | ( | |||||||||||||
Other comprehensive loss | | | | | | | | | ( | | ( | ( | ( | |||||||||||||
12/31/2025 |
| |
| |
| |
| ( |
| |
| |
| ( |
| ( | |
| ( | | | | ||||
The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.
F-7
Table of Contents
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six-month period ended of December 31, 2025, and 2024
(Amounts in US$)
| Notes | | 12/31/2025 | | 12/31/2024 | |
OPERATING ACTIVITIES |
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|
Loss of the period |
|
| ( | ( | ||
Loss of the period from discontinued operations |
|
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| | | |
| ||||||
Adjustments to reconcile profit to net cash flows |
|
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| |||
Income tax |
| 6 |
| | ( | |
Financial results |
|
| | | ||
Depreciation of property, plant and equipment |
| 5.6 |
| | | |
Amortization of intangible assets |
| 5.7 |
| | | |
Depreciation of leased assets |
| 14 |
| | | |
Restructuring and transactional expenses | | — | ||||
Share-based incentive and stock options |
|
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| — | | |
Share of profit or loss of joint ventures and associates |
| 11 |
| ( | | |
Provisions for contingencies |
|
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| | | |
Allowance for impairment of trade debtors | | | ||||
Allowance for obsolescence |
| | | |||
Initial recognition and changes in the fair value of biological assets |
|
|
| ( | ( | |
Changes in the net realizable value of agricultural products after harvest |
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| | | |
Gain on sale of equipment and intangible assets |
|
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| ( | ( | |
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Working capital adjustments |
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Trade receivables |
| ( | ( | |||
Other receivables |
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| ( | | |
Income and minimum presumed income taxes |
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| ( | ( | |
Inventories and biological assets |
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Trade and other payables |
|
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| | ( | |
Employee benefits and social security |
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| ( | | |
Deferred revenue and advances from customers |
|
| ( | ( | ||
Interest collected | | | ||||
Inflation effects on working capital adjustments |
|
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| | | |
Net cash flows generated by operating activities from continuing operations |
|
|
| | ( | |
Net cash flows used in operating activities from discontinued operations |
|
|
| ( | | |
Net cash flows generated by (used in) operating activities |
|
|
| | ( |
The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.
F-8
Table of Contents
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six-month period ended of December 31, 2025, and 2024
(Amounts in US$)
| Notes | | 12/31/2025 | | 12/31/2024 | |
INVESTMENT ACTIVITIES |
| |
| |
| |
Proceeds from sale of property, plant and equipment |
| | | |||
Proceeds from financial assets | | | ||||
Investment in financial assets | ( | ( | ||||
Purchase of property, plant and equipment |
| 5.6 |
| ( | ( | |
Capitalized development expenditures |
| 5.7 |
| ( | ( | |
Purchase of intangible assets |
| 5.7 |
| ( | ( | |
Net cash flows used in investing activities from continuing operations |
| ( | ( | |||
Net cash flows used in investing activities from discontinued operations | ( | ( | ||||
Net cash flows used in investing activities | ( | ( | ||||
FINANCING ACTIVITIES |
| |||||
Proceeds from borrowings |
| | | |||
Repayment of borrowings and financed payments |
| ( | ( | |||
Interest payments |
| ( | ( | |||
Other financial payments | ( | ( | ||||
Purchase of own shares |
| — | ( | |||
Sales of own shares | | — | ||||
Leased assets payments | 14 | ( | ( | |||
Cash dividend distributed by subsidiary | — | ( | ||||
Net cash flows used in financing activities from continuing operations | ( | ( | ||||
Net cash flows (used in) generated by financing activities from discontinued operations | ( | | ||||
Net cash flows used in financing activities | ( | ( | ||||
| ||||||
Net decrease in cash and cash equivalents from continuing operations | ( | ( | ||||
Net (decrease) / increase in cash and cash equivalents from discontinued operations | ( | | ||||
Net decrease in cash and cash equivalents |
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| ( | ( | ||
| ||||||
Inflation effects on cash and cash equivalents |
| ( | | |||
| ||||||
Cash and cash equivalents as of beginning of the period |
| 5.1 |
| | | |
Effect of exchange rate changes on cash and equivalents | ( | | ||||
Cash reclassified to assets subject to foreclosure | 4 |
| ( | ( | ||
Cash and cash equivalents as of the end of the period |
| 5.1 |
| | |
The accompanying Notes are an integral part of these unaudited interim condensed consolidated financial statements. Related parties’ balances and transactions are disclosed in Note 15.
F-9
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
Index
1. | General information. |
2. | Accounting standards and basis of preparation. |
3. | New standards, amendments and interpretations issued by the IASB. |
4. | Assets subject to foreclosure and discontinued operations. |
5. | Information about components of unaudited interim condensed consolidated statement of financial position. |
6. | Information about components of unaudited interim condensed consolidated statement of comprehensive income. |
7. | Taxation. |
8. | Earnings per share. |
9. | Equity information. |
10. | Cash flow information. |
11. | Joint ventures and associates. |
12. | Segment information. |
13. | Financial instruments – Risk management. |
14. | Leases. |
15. | Shareholders and other related parties’ balances and transactions. |
16. | Key management personnel compensation. |
17. | Contingencies, commitments and restrictions on the distribution of profits. |
18. | Events occurring after the reporting period. |
F-10
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
1. GENERAL INFORMATION
Bioceres Crop Solutions Corp. (NASDAQ:BIOX) is a leader in the development and commercialization of productivity solutions designed to regenerate agricultural ecosystems while making crops more resilient to climate change. To do this, Bioceres’ products create economic incentives for farmers and other stakeholders to adopt environmentally friendly production practices. Bioceres has a unique biotech platform with high impact, patented technologies for seeds and microbial ag inputs, as well as next generation crop nutrition and protection solutions.
Bioceres is a global company with an extensive geographic footprint. The Group’s agricultural inputs are marketed across more than
Unless the context otherwise requires, “we”, “us”, “our”, “BIOX”, “the Group”, and “Bioceres Crop Solutions” will refer to Bioceres Crop Solutions Corp. and its subsidiaries.
2. ACCOUNTING STANDARDS AND BASIS OF PREPARATION
Statement of compliance with IFRS as issued by IASB
These unaudited interim condensed consolidated financial statements for the three- and six-month period ended December 31, 2025, have been prepared in accordance with Accounting Standard IAS 34 Interim Financial Reporting.
These unaudited interim condensed consolidated financial statements do not include all 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 for the fiscal year ended June 30, 2025.
Authorization for the issue of the consolidated financial statements
These unaudited interim condensed consolidated financial statements of the Group as of December 31, 2025, and June 30, 2025 and for the three- and six-month period ended December 31, 2025 and 2024 were authorized by the Board of Directors of Bioceres Crop Solutions Corp. on March 13, 2026.
Basis of measurement
The consolidated financial statements of the Group have been prepared using:
During previous fiscal year, the Group has experienced a setback due to challenges in the Argentine market—most notably, the deterioration in farmer economics driven by declining commodity prices and weak yield forecasts. These external pressures significantly impacted per-hectare income for Argentine farmers, leading to reduced investment in key inputs such as fertilizers and crop protection products. This reduction in demand, combined with a well-supplied ag-inputs market resulting from aggressive purchasing in prior years, has led to increased price pressure and lower adoption of high-value technologies like ours in last fiscal year.
F-11
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
Additionally, in June 2025, Bioceres S.A.—a wholly owned subsidiary of Bioceres Group Limited, formerly our ultimate controlling parent—defaulted on a portion of its financial debt. This created a context of uncertainty in our financial partnership with local banks in Argentina. As a result, by the end of August 2025, these banks suspended access to previously available credit lines, forcing us to increasingly rely on cash generated from operating activities to meet our financial obligations.
Due to these adverse market conditions, our performance metrics were negatively impacted, leading to a breach of the ratio thresholds stipulated in the Secured notes. On November 10, 2025, we received a Declaration of Acceleration, and on November 11, 2025, the noteholders initiated legal proceedings against the Group seeking full payment of the amounts due. In this context, the intervening court issued a precautionary measure prohibiting us from transferring, assigning, encumbering or liquidating any collateral or security interest. On January 20, 2026, a judicial foreclosure sale of the granted collateral took place (see Note 4).
We are actively pursuing several alternatives to address this financial situation. While discussions remain open regarding a new long-term facility or assets disposal, we are also engaging with local Argentine finance institutions to refinance current debt and restore confidence in our business. However, there is no guarantee that financing will become available on acceptable terms or at all.
In parallel, we have made substantial progress in optimizing our working capital and realigning our cost structure to reflect current market conditions. Despite the adverse impact of financial difficulties faced by agricultural producers, we were able to maintain our market share in key product families and the outlook for upcoming campaigns remains positive in Argentina. This optimism is grounded in expectations of a more favorable macroeconomic environment in the country and the normalization of climatic conditions affecting the agricultural sector, even though the market remains challenging.
The generation of cash flow over the next twelve months depends on the success of these initiatives, which cannot be guaranteed as they rely on factors not entirely within the Group’s control. The uncertainty surrounding our ability to secure additional financing contributes to material uncertainty that raises substantial doubt regarding the Group’s ability to continue as a going concern.
The accompanying consolidated financial statements do not include any adjustments that may be required to address potential impacts on the recoverability and classification of assets, or on the amounts and classifications of liabilities, should the Group be unable to continue as a going concern.
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”).
Presentation currency
The consolidated financial statements of the Group are presented in US dollars.
F-12
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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
b) | 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 from 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 from the retranslation of the foreign operation. Upon the disposal of a foreign operation, the cumulative exchange differences recognized in the foreign 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 gain or loss recognized upon such disposal.
Changes in accounting policies
The accounting policies adopted in the preparation of these unaudited interim condensed consolidated financial statements are consistent with those adopted for the preparation of the consolidated financial statements as of June 30, 2025.
3. NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS ISSUED BY THE IASB
a)The following new standards, amendments and interpretations became applicable for the current reporting period and adopted by the Group.
| - | Amendments to IAS 21- Lack of Exchangeability. |
These new standards and amendments did not have any material impact on the Group.
b)The following new standards are not yet adopted by the Group.
| - | Amendment to IFRS 9 and IFRS 7 – Classification and measurement of financial instruments. The amendments are effective for annual periods beginning on or after January 1, 2026. |
| - | IFRS 19 - Subsidiaries without Public Accountability: Disclosures- The amendments are effective for annual periods beginning on or after January 1, 2027. |
| - | Annual Improvements to IFRS Accounting Standards—Volume 11. The amendments are effective for annual periods beginning on or after January 1, 2026. |
| - | Amendments to IFRS 9 and IFRS 7 – Contracts Referencing Nature-dependent Electricity. The amendments are effective for annual periods beginning on or after January 1, 2026. |
| - | Amendment to IAS 21 – Translation into a Hyperinflationary Presentation Currency. The amendments are effective for annual periods beginning on or after January 1, 2027. |
The above amendments are not expected to have material impact on the Group.
| - | IFRS 18 – Presentation and Disclosure in Financial Statements. This standard introduces new requirements for the presentation and disclosure of income and expenses in the statement of profit or loss, including the introduction of new defined subtotals such as Operating Profit and enhanced disaggregation requirements. The standard also includes additional guidance on aggregation principles and requires disclosures about management-defined performance measures (MPMs) used in public communications outside the financial statements. It is effective for annual periods beginning on or after January 1, 2027. |
The Group is analyzing the potential impact of this standard on our financial statements, which is expected to mainly affect the presentation and structure of the primary financial statements and related disclosures, but not the recognition or measurement of transactions.
F-13
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
4. ASSETS SUBJECT TO FORECLOSURE AND DISCONTINUED OPERATIONS
As discussed in Note 2, the noteholders of the Secured Notes initiated legal proceedings seeking payment in full of the outstanding amounts and enforcement of the collateral pledged pursuant to such agreements. On December 18, 2025, the competent court issued a precautionary ruling prohibiting the Company from transferring, assigning, encumbering, or otherwise disposing of the collateral assets pledged in connection with the notes. On January 20, 2026, subsequent to the reporting date, a judicial foreclosure auction was held with respect to such collateral, resulting in the transfer of certain assets to entities affiliated with the noteholders with a consideration offered of $
The consideration offered so far by the noteholders for the collateral assets is not sufficient to fully settle the outstanding amounts under the Secured notes. In addition to the assets pledged and subject to judicial foreclosure, the Secured notes are further guaranteed by BCS Holding Inc., Bioceres Crops do Brasil Ltda., Bioceres Crops S.A., Bioceres Semillas S.A.U., Verdeca LLC, Rasa Holding LLC, Rizobacter Argentina S.A., Rizobacter del Paraguay S.A., Rizobacter do Brasil Ltda., Rizobacter South Africa, Rizobacter Uruguay, Rizobacter USA, LLC, Pro Farm Group, Inc., Pro Farm Michigan Manufacturing LLC, Pro Farm, Inc., Pro Farm Technologies Comércio de Insumos Agrícolas do Brasil Ltda., Glinatur S.A. and Pro Farm OU.
The Company disputes the alleged defaults, the acceleration of the notes, and the commercial reasonableness of the foreclosure process, has demanded a jury trial, and has initiated a counterclaim against the directors who were appointed to represent the noteholders. The Company has reserved all rights and remedies in this respect.
Due to the situation above, as of December 31, 2025, the collateral assets subject to the court-mandated disposal process met the criteria set forth in IFRS 5 Non-current Assets Held for Sale and Discontinued Operations to be classified as non-current assets held for sale (“assets and liabilities subject to foreclosure”, as:
| ● | the assets were available for immediate sale in their present condition; |
| ● | the sale was highly probable and imposed by a binding judicial ruling; |
| ● | an active and irreversible process to dispose of the assets had been initiated; and |
| ● | the sale was expected to be completed within twelve months of the reporting date. |
In accordance with IFRS 5, the assets classified as subject to foreclosure were measured at the lower of their carrying amount and fair value less costs to sell. Based on the expected proceeds from the foreclosure auction, we recognized an impairment loss to reflect this measurement.
The cumulative loss recognized due to the measurement in connection with the net assets subject to foreclosure amounted to $
Net assets reclassified as subject to foreclosure | | |
Consideration offered from noteholders |
| ( |
Net loss from foreclosure |
| |
The disposal group classified subject to foreclosure represents a separate major geographical area of operations, primarily related to the Group’s activities, mainly in the United States and Europe, and constitutes a significant component of the Group’s consolidated assets and revenues.
As a result, the disposal qualifies as a discontinued operation in accordance with IFRS 5. Consequently,
| ● | the results of the discontinued operation have been presented separately from continuing operations in the consolidated statements of profit or loss and other comprehensive income; |
F-14
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
| ● | the assets and liabilities related to the discontinued operation have been presented separately in the consolidated statement of financial position; |
| ● | cash flow attributable to the discontinued operation have been presented separately from those of continuing operations in the consolidated statement of cash flows, disclosing operating, investing and financing cash flows; and |
| ● | comparative information has been recast to reflect the discontinued operation presentation. |
Net assets classified as subject to foreclosure
The carrying amount of the net assets subject to foreclosure was estimated based on the best information available on the reporting date as the transition process remained ongoing and had not been formally finalized.
| 12/31/2025 | |
Current assets |
| |
Cash and cash equivalents |
| |
Trade receivables |
| |
Other receivables |
| |
Inventories |
| |
Non-current assets |
| |
Investment properties |
| |
Property, plant and equipment |
| |
Intangible assets |
| |
Goodwill |
| |
Right of use asset |
| |
Total assets subject to foreclosure |
| |
Current liabilities |
| |
Trade and other payables |
| |
Borrowings |
| |
Employee benefits and social security |
| |
Consideration for acquisition |
| |
Lease liabilities |
| |
Non-current liabilities |
| |
Borrowings |
| |
Deferred revenue and advances from customers |
| |
Lease liabilities |
| |
Total liabilities subject to foreclosure |
| |
Net assets subject to foreclosure |
| |
Total assets subject to foreclosure amounting to $
F-15
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
Net income from discontinued operations
Three-month period ended | Six-month period ended | |||||||
12/31/2025 | 12/31/2024 | 12/31/2025 | 12/31/2024 | |||||
Revenues from contracts with customers | | | | | | | | |
Cost of sales |
| ( |
| ( |
| ( |
| ( |
Research and development expenses |
| ( |
| ( |
| ( |
| ( |
Selling, general and administrative expenses |
| ( |
| ( |
| ( |
| ( |
Other income or expenses, net |
| |
| ( |
| |
| ( |
Operating profit (loss) |
| |
| ( |
| |
| ( |
Financial cost |
| ( |
| ( |
| ( |
| ( |
Other financial results |
| ( |
| |
| |
| |
Income (Loss) before income tax |
| |
| ( |
| ( |
| ( |
Income tax |
| ( |
| |
| ( |
| |
(Loss)/ Profit for the period from discontinued operations |
| |
| ( |
| ( |
| ( |
5. INFORMATION ABOUT COMPONENTS OF CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
5.1. Cash and cash equivalents
| 12/31/2025 | | 06/30/2025 | |
Cash at bank and on hand | | | ||
Mutual funds | | | ||
| | |
5.2. Other financial assets
| 12/31/2025 | | 06/30/2025 | |
Current |
|
| | |
Mutual funds | — | | ||
Trusts | | | ||
Shares of Moolec Science S.A. | | | ||
Other investments |
| | | |
| | | ||
| 12/31/2025 | | 06/30/2025 | |
Non-current |
| |
| |
Other investments |
| | | |
| | |
F-16
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
5.3. Trade receivables
| 12/31/2025 | | 06/30/2025 | |
Current | ||||
Trade debtors | | | ||
Allowance for impairment of trade debtors |
| ( | ( | |
Shareholders and other related parties (Note 15) |
| — | | |
Allowance for credit notes to be issued |
| ( | ( | |
Trade debtors - Joint ventures and associates (Note 15) |
| | | |
Deferred checks |
| | | |
| | |||
12/31/2025 | 06/30/2025 | |||
Non-current | ||||
Trade debtors | | | ||
Allowance for impairment of trade debtors | ( | ( | ||
Shareholders and other related parties (Note 15) | | | ||
Trade debtors - Joint ventures and associates (Note 15) | | | ||
| |
The book value is reasonably approximate to the fair value given its short-term nature.
5.4. Other receivables
| 12/31/2025 | | 06/30/2025 | |
Current |
| |
| |
Taxes |
| |
| |
Shareholders and other related parties (Note 15) | | | ||
Other receivables – Joint ventures and associates (Note 15) |
| |
| |
Prepayments to suppliers |
| |
| |
Prepaid expenses and other receivables |
| | | |
Miscellaneous |
| | | |
| | | ||
| 12/31/2025 | | 06/30/2025 | |
Non-current |
|
| ||
Taxes |
| | | |
Shareholders and other related parties (Note 15) | | | ||
Other receivables – Joint ventures and associates (Note 15) | | | ||
Reimbursements over exports |
| | | |
Loans receivables |
| | | |
Miscellaneous |
| — | | |
| | |
F-17
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
5.5. Inventories
| 12/31/2025 | | 06/30/2025 | |
Seeds |
| | | |
Resale products |
| | | |
Manufactured products |
| | | |
Goods in transit |
| | | |
Supplies |
| | | |
Agricultural products |
| | | |
Allowance for obsolescence |
| ( | ( | |
| | |||
Net of agricultural products |
| | |
5.6. Property, plant and equipment
Property, plant and equipment as of December 31, 2025 and 2024 included the following:
Net carrying | Subjects to | Depreciation | Foreign | Net carrying | ||||||||||||
amount | foreclosure | of the period | currency | amount | ||||||||||||
Class | | 06/30/2025 | | Additions | | Transfers | | Disposals | | (Note 4) | | (1) | | translation | | 12/31/2025 |
Office equipment | | | — | — | — | ( | ( | | ||||||||
Vehicles | | — | — | ( | — | ( | ( | | ||||||||
Equipment and computer software | | | — | ( | — | ( | ( | | ||||||||
Fixtures and fittings | | — | | — | ( | ( | | | ||||||||
Machinery and equipment |
| | |
| |
| — |
| ( | ( |
| ( |
| | ||
Land and buildings |
| | |
| — |
| — |
| ( | ( |
| ( |
| | ||
Buildings in progress |
| | |
| ( |
| — |
| ( | — |
| ( |
| | ||
Total |
| | |
| — |
| ( |
| ( | ( |
| ( |
| |
Net carrying | Depreciation | Foreign | Net carrying | |||||||||||
amount | of the period | currency | amount | |||||||||||
Class | | 06/30/2024 | | Additions | | Transfers | | Disposals | | (1) | | translation | | 12/31/2024 |
Office equipment | | | — | — | ( | ( | | |||||||
Vehicles | | | — | ( | ( | ( | | |||||||
Equipment and computer software | | | — | — | ( | ( | | |||||||
Fixtures and fittings | | | — | — | ( | | | |||||||
Machinery and equipment |
| |
| | |
| — |
| ( |
| ( |
| | |
Land and buildings |
| |
| — | |
| — |
| ( |
| ( |
| | |
Buildings in progress | | | ( | — | — | ( | | |||||||
Total |
| |
| | — |
| ( |
| ( |
| ( |
| |
(1) | For the periods ended December 31, 2025 and December 31, 2024, depreciation expense of $ |
The depreciation charge is included in Notes 6.3 and 6.4. The Group has no commitments to purchase property, plant and equipment items.
F-18
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
5.7. Intangible assets
Intangible assets as of December 31, 2025 and 2024 included the following:
Net carrying | Subjects to | Amortization | Foreign | Net carrying | ||||||||||
amount | Transfers/ | foreclosure | of the period | currency | amount | |||||||||
Class | | 06/30/2025 | | Additions | | Disposals | | (Note 4) | | (1) | | translation | | 12/31/2025 |
Seed and integrated products | ||||||||||||||
HB4 technology and breeding program | | | — | — | ( | | | |||||||
Integrated seed products | | — | — | — | ( | | | |||||||
Crop nutrition | ||||||||||||||
Microbiological products |
| |
| — | — | ( | ( | |
| | ||||
Microbiological products in progress |
| | | ( | ( | — | | | ||||||
Other intangible assets |
|
| ||||||||||||
Trademarks and patents |
| |
| | — | ( | ( | |
| | ||||
Trademarks and patents with indefinite useful lives | | — | — | — | — | | | |||||||
Software | | — | | — | ( | | | |||||||
Software in progress |
| |
| | ( | — | — | |
| | ||||
Customer loyalty | | — | — | ( | ( | | | |||||||
RG/RS/OX Wheat in progress | | — | — | — | ( | | | |||||||
Total |
| |
| | ( | ( | ( | |
| |
Net carrying | Amortization | Foreign | Net carrying | |||||||||
amount | Transfers/ | of the period | currency | amount | ||||||||
Class | | 06/30/2024 | | Additions | | Disposals | | (1) | | translation | | 12/31/2024 |
Seed and integrated products | | | | | ||||||||
HB4 technology and breeding program | | | — | ( | — | | ||||||
Integrated seed products | | — | — | ( | | | ||||||
Crop nutrition |
| |||||||||||
Microbiological products | | — | — | ( | — | | ||||||
Microbiological products in progress | | | — | — | ( | | ||||||
Other intangible assets |
|
| ||||||||||
Trademarks and patents | | | — | ( | — | | ||||||
Trademarks and patents with indefinite useful lives | | — | — | — | ( | | ||||||
Software | | — | | ( | ( | | ||||||
Software in progress | | | ( | — | — | | ||||||
Customer loyalty |
| | — | — |
| ( | — |
| | |||
RG/RS/OX Wheat in progress |
| | — | — |
| — | — |
| | |||
Total |
| | | — |
| ( | |
| |
(1) | For the periods ended December 31, 2025 and December 31, 2024, amortization expense of $ |
The amortization charge is included in Notes 6.3 and 6.4.
F-19
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
5.8. Goodwill
| 12/31/2025 | | 06/30/2025 | |
Rizobacter Argentina S.A. |
| |
| |
Bioceres Crops S.A. |
| |
| |
Pro farm Group, Inc. (Note 4) |
| — |
| |
Insumos Agroquímicos S.A. |
| |
| |
| |
| |
5.9. Trade and other payables
| 12/31/2025 | | 06/30/2025 | |
Current | ||||
Trade creditors |
| | | |
Shareholders and other related parties (Note 15) |
| | | |
Trade creditors - Parent company (Note 15) |
| — | | |
Trade creditors - Joint ventures and associates (Note 15) |
| | | |
Taxes |
| | | |
Miscellaneous |
| | | |
| | | ||
Non-current | ||||
Trade creditors | — | | ||
Trade creditors - Joint ventures and associates (Note 15) | | | ||
| |
5.10. Borrowings
| 12/31/2025 | | 06/30/2025 | |
Current | ||||
Bank borrowings |
| | | |
Corporate bonds |
| | | |
Trust debt securities | — | | ||
|
| | | |
Non-current |
|
| ||
Bank borrowings |
| | | |
Corporate bonds |
| | | |
|
F-20
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
The carrying value of some borrowings as of December 31, 2025 are measured at amortized cost and 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.
12/31/2025 | 06/30/2025 | |||||||
| Amortized cost | | Fair value | | Amortized cost | | Fair value | |
Current | ||||||||
Bank borrowings |
| |
| |
| |
| |
Corporate Bonds |
| |
| |
| |
| |
Non-current |
|
|
|
| ||||
Bank borrowings |
| |
| |
| |
| |
Corporate Bonds |
| |
| |
| |
| |
Cooperatieve Rabobank U.A.
In January 2025, we completed a $
As a result of market conditions described in Note 2, our performance indicators were affected, leading us to exceed the thresholds established in Rabobank’s agreement for both the Net Financial Debt to EBITDA ratio and the Current Liquidity ratio. However, on September 5, 2025, we reached a waiver and amendment agreement under which Rabobank agreed to waive the breach of these ratios for the fiscal year ended June 30, 2025. Nevertheless, since the waiver was granted after the closing date of these financial statements, we were unable to demonstrate, as of June 30, 2025, an unconditional right to defer settlement of the liability for at least twelve months. Accordingly, we reclassified the loan as a current liability.
In addition to the waiver, the amendment sets forth the following key financial provisions that our subsidiary, Rizobacter, is required to comply with: (i) new progressive limits for the Net Financial Debt to EBITDA ratio, starting at
Notwithstanding these amendments, as of December 31, 2025, Pro Farm Technologies Oy breached one of the financial covenants stipulated in the agreement. As a result, and due to the joint liability assumed by the Group, the full outstanding balance of the facility of $
Corporate bonds
On February 26, 2026, Rizobacter Argentina S.A. obtained the consent of holders representing at least
F-21
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
As part of the transaction, Rizobacter committed to pursue a broader refinancing of Series IX and Series X, with outstanding capital of $
5.11. Secured notes
For the reasons outlined in Notes 2 and 4, since June 30, 2025, the Group has been unable to demonstrate an unconditional right to defer settlement of the liability for at least twelve months. Accordingly, the liability was reclassified as current as of that date. As of December 31, 2025, a total of $
5.12. Consideration for acquisition
| 12/31/2025 | | 06/30/2025 | |
Current |
| |
| |
Consideration for acquisition of assets |
| |
| |
| |
| | |
Non-current |
| |
| |
Consideration for acquisition of assets |
| |
| |
| |
| |
In July 2025, we partially settled the contingent consideration related to the Pro Farm acquisition, assumed as part of the business combination with Pro Farm Inc. (formerly Marrone Bio Innovations, Inc.), through the delivery of
5.13. Employee benefits and social security
| 12/31/2025 | | 06/30/2025 | |
Salaries, accrued incentives, vacations and social security |
| | | |
Key management personnel (Note 16) | | | ||
| |
5.14. Deferred revenue and advances from customers
| 12/31/2025 | | 06/30/2025 | |
Current |
| |
| |
Advances from customers |
| | | |
| | | ||
Non-current |
|
| ||
Deferred revenue |
| | | |
| | |
F-22
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
6. INFORMATION ABOUT COMPONENTS OF CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
6.1. Revenue from contracts with customers
Three-month period ended | Six-month period ended | |||||||
| 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 | |
Sale of goods and services |
| | |
| |
| | |
Royalties |
| | |
| |
| | |
| | | | | ||||
Transactions of sales of goods and services with joint ventures and with shareholders and other related parties are reported in Note 15.
6.2. Cost of sales
Three-month period ended | Six-month period ended | |||||||
Item | | 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 |
Inventories as of the beginning of the period |
| |
| |
| |
| |
Subject to foreclosure (Note 4) | ( | — | ( | — | ||||
Purchases of the period |
| |
| |
| |
| |
Production costs (1) |
| |
| |
| |
| |
Foreign currency translation |
| ( |
| ( |
| ( |
| ( |
Subtotal |
| |
| |
| |
| |
Inventories as of the end of the period (2) |
| ( |
| ( |
| ( |
| ( |
Cost of sales (3) | | | | |||||
(1) | For the six-month periods ended December 31, 2025 and 2024, production costs amounting to $ |
(2) | Net of agricultural products. |
(3) | For the six- and three-month periods ended December 31, 2024, cost of sales amounting to $ |
F-23
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
6.3. R&D classified by nature
Three-month period ended | Six-month period ended | |||||||
| Research and | | Research and | | Research and | | Research and | |
development | development | development | development | |||||
| expenses |
| expenses |
| expenses |
| expenses | |
Item |
| 12/31/2025 | | 12/31/2024 |
| 12/31/2025 |
| 12/31/2024 |
Amortization of intangible assets |
| |
| |
| |
| |
Commissions and royalties | — | | — | | ||||
Depreciation of property, plant and equipment | | | | | ||||
Freight and haulage |
| — |
| |
| — |
| |
Employee benefits and social securities |
| |
| |
| |
| |
Maintenance | | | | | ||||
Energy and fuel |
| |
| |
| |
| |
Supplies and materials |
| |
| |
| |
| |
Mobility and travel |
| |
| |
| |
| |
Share-based incentives |
| — |
| |
| — |
| |
Professional fees and outsourced services |
| |
| |
| |
| |
Professional fees related parties |
| — |
| — |
| — |
| |
Office supplies |
| |
| ( |
| |
| |
Information technology expenses | | ( | | | ||||
Insurance |
| |
| |
| |
| |
Depreciation of leased assets | — | | — | | ||||
Miscellaneous |
| — |
| |
| |
| |
Total |
| |
| |
| |
| |
| 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 |
| |
R&D capitalized (Note 5.7) | | | | | |
| | ||
R&D profit and loss |
| |
| | |
| | ||
Total |
| |
| | |
| |
F-24
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
6.4. Expenses classified by nature and function
Three-month period ended | Six-month period ended | |||||||||||
| | Selling, | | | | Selling, | | |||||
general and |
| general and | ||||||||||
Production | administrative | Total | Production | administrative | Total | |||||||
Item | | costs | | expenses | | 12/31/2025 | | costs | expenses | 12/31/2025 | ||
Amortization of intangible assets | | | |
| | | | |||||
Commissions and royalties | | | |
| | | | |||||
Import and export expenses | — | | |
| — | | | |||||
Depreciation of property, plant and equipment | | | |
| | | | |||||
Depreciation of leased assets | | | | | | | ||||||
Impairment of receivables | — | | |
| — | | | |||||
Freight and haulage | | | |
| | | | |||||
Employee benefits and social securities | | | |
| | | | |||||
Maintenance | | | |
| | | | |||||
Energy and fuel | | | |
| | | | |||||
Supplies and materials | | | |
| | | | |||||
Mobility and travel | | | |
| | | | |||||
Publicity and advertising | — | | |
| — | | | |||||
Contingencies | | | |
| | | | |||||
Professional fees and outsourced services | | | |
| | | | |||||
Office supplies and registrations fees | | | |
| | | | |||||
Insurance | | | |
| | | | |||||
Information technology expenses | | | |
| | | | |||||
Obsolescence | | — | |
| | — | | |||||
Taxes | | | |
| | | | |||||
Miscellaneous | | | |
| | | | |||||
Total | | | |
| | | | |||||
F-25
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
Three-month period ended | Six-month period ended | |||||||||||
| | Selling, | | | | Selling, | | |||||
general and |
| general and | ||||||||||
Production | administrative | Total | Production | administrative | Total | |||||||
Item | | costs | | expenses | 12/31/2024 | | costs | expenses | 12/31/2024 | |||
Amortization of intangible assets | | | |
| | | | |||||
Analysis and storage | — | | |
| — | | | |||||
Commissions and royalties | | | |
| | | | |||||
Import and export expenses | ( | | |
| — | | | |||||
Depreciation of property, plant and equipment | | | |
| | | | |||||
Depreciation of leased assets | | | | | | | ||||||
Impairment of receivables | — | | |
| — | | | |||||
Freight and haulage | | | |
| | | | |||||
Employee benefits and social securities | | | |
| | | | |||||
Maintenance | | | |
| | | | |||||
Energy and fuel | | | |
| | | | |||||
Supplies and materials | | | |
| | | | |||||
Mobility and travel | | | |
| | | | |||||
Publicity and advertising | — | | |
| — | | | |||||
Contingencies | | ( | ( |
| | | | |||||
Share-based incentives | | | | | | | ||||||
Professional fees and outsourced services | | | |
| | | | |||||
Professional fees related parties | — | | |
| — | | | |||||
Office supplies and registrations fees | | | |
| | | | |||||
Insurance | | | |
| | | | |||||
Information technology expenses | | | |
| | | | |||||
Obsolescence | ( | | ( |
| | | | |||||
Taxes | | | |
| | | | |||||
Miscellaneous | ( | | |
| | | | |||||
Total | | | |
| | | | |||||
F-26
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
6.5. Other income or expenses, net
| 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 | |
Net result from commercialization of agricultural products |
| ( | ( | ( | ( | |||
Expenses recovery |
| ( | | ( | | |||
Result of intangible sales | | — | | — | ||||
Others |
| | | | | |||
| | | ( | |
6.6. Finance results
| 12/31/2025 | | 12/31/2024 |
| 12/31/2025 |
| 12/31/2024 | |
Financial costs | ||||||||
Interest expenses |
| ( | ( | ( | ( | |||
Financial commissions |
| ( | ( | ( | ( | |||
| ( | ( | ( | ( | ||||
Other financial results | | | | |||||
Exchange differences generated by assets |
| ( | ( | ( | ( | |||
Exchange differences generated by liabilities | | ( | | | ||||
Changes in fair value of financial assets or liabilities and other financial results | ( | ( | ( | ( | ||||
Prepayment premium fee (Note 5.11) | — | — | ( | — | ||||
Net gain of inflation effect on monetary items | | | | | ||||
( | ( | ( | ( |
7. TAXATION
Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.
Three-month period ended | Six-month period ended | |||||||
| 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 | |
Current tax expense |
| ( | ( | ( | ( | |||
Deferred tax |
| | | | | |||
Total | ( | ( | ( | | ||||
| 12/31/2025 | | 12/31/2024 | |
Beginning of the period deferred tax |
| ( | ( | |
Charge for the period(1) |
| | | |
Conversion difference | ( | ( | ||
Total net deferred tax |
| ( | ( |
(1) | For the period ended December 31, 2024, the charge of the period includes $ |
F-27
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except 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 follow:
Three-month period ended | Six-month period ended | |||||||
| 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 | |
Earning before income tax-rate |
| ( | | ( | | |||
Income tax expense by applying tax rate in force in the respective countries |
| ( | ( | ( | | |||
Share of profit or loss of subsidiaries, joint ventures and associates |
| | | | ( | |||
Stock options charge |
| — | ( | — | ( | |||
Non-deductible expenses |
| | | ( | | |||
Tax inflation adjustment | ( | | ( | | ||||
Result of inflation effect on monetary items and other finance results |
| | ( | ( | ( | |||
Derecognition of tax loss carryforwards | ( | — | ( | — | ||||
Others |
| — | | — | | |||
Income tax expenses |
| ( | ( | ( | | |||
The income tax expense was calculated by applying the tax rate in force in the respective countries, as follows.
Three-month period ended | ||||||||||||
12/31/2025 | 12/31/2024 | |||||||||||
Earning | Weight | Earning | Weight | |||||||||
before | average | before | average | |||||||||
income | applicable | income | applicable | |||||||||
Tax jurisdiction | | tax-rate | | tax rate | | Income tax | | tax-rate | | tax rate | | Income tax |
Low or null taxation jurisdictions | ( | | % | — |
| | | % | — | |||
Profit-making entities | | | % | ( |
| | | % | ( | |||
Loss-making entities | ( | | % | |
| ( | | % | | |||
| ( |
| ( | |
| ( | ||||||
Six-month period ended | ||||||||||||
12/31/2025 | 12/31/2024 | |||||||||||
Earning | Weight | Earning | Weight | |||||||||
before | average | before | average | |||||||||
income | applicable | income | applicable | |||||||||
Tax jurisdiction | | tax-rate | | tax rate | | Income tax | | tax-rate | | tax rate | | Income tax |
Low or null taxation jurisdictions | ( | | % | — |
| | | % | — | |||
Profit-making entities | | | % | ( |
| | | % | ( | |||
Loss-making entities |
| ( |
| | % | | ( |
| | % | | |
| ( |
| ( | |
| | ||||||
F-28
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
8. EARNING PER SHARE
The numerators and denominators used in the calculation of basic EPS and diluted EPS are presented below:
Three-month period ended | Six-month period ended | |||||||
| 12/31/2025 | | 12/31/2024 | | 12/31/2025 | | 12/31/2024 | |
Numerator |
| |||||||
Loss for the period from continuing operations attributable to equity holders of the parent |
| ( | | ( | | |||
Loss for the period from discontinued operations attributable to equity holders of the parent | ( | ( | ( | ( | ||||
Loss for the period attributable to equity holders attributable to equity holders of the parent |
| ( | | ( | ( | |||
Denominator |
| |||||||
Weighted average number of shares (basic EPS) |
| | | | | |||
Weighted average number of shares (diluted EPS) |
| | | | | |||
(Loss)/Profit per share from continuing operations | ||||||||
Basic loss attributable to ordinary equity holders of the parent | ( | | ( | | ||||
Diluted loss attributable to ordinary equity holders of the parent | ( | | ( | | ||||
Loss per share from discontinued operations |
| |||||||
Basic loss attributable to ordinary equity holders of the parent | ( | ( | ( | ( | ||||
Diluted loss attributable to ordinary equity holders of the parent | ( | ( | ( | ( | ||||
(Loss)/Profit per share for the period attributable to equity holders |
| |||||||
Basic loss attributable to ordinary equity holders of the parent | ( | | ( | ( | ||||
Diluted loss attributable to ordinary equity holders of the parent |
| ( | | ( | ( | |||
For the three- and six-month period ended December 31, 2025 and for the six-month period ended December 31, 2024, diluted EPS was the same as basic EPS, as the effect of potential ordinary shares would be antidilutive.
For the three-month period ended December 31, 2024, diluted EPS was calculated by adjusting the weighted average number of shares outstanding to assume conversion of all dilutive potential shares. The Group had
The stock options were included in the diluted EPS calculation for the three-month period ended December 31, 2024, only for the tranches in which the average market price of ordinary shares during the periods was higher than the assumed proceeds per option.
Convertible notes outstanding were not included in the diluted EPS calculations for the three-month period ended December 31, 2024, because the interest (net of tax and other changes in income or expense) per ordinary share obtainable on conversion exceeds basic earnings per share.
F-29
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
9. EQUITY INFORMATION
Capital issued
As of December 31, 2025, we had (i)
Holders of ordinary shares are entitled to
10. CASH FLOW INFORMATION
Significant non-cash transactions related to investing and financing activities are as follows:
| 12/31/2025 | | 12/31/2024 | |
Investment activities | ||||
Investment in-kind in other related parties (Note 15) | | | ||
Capitalization of interest on buildings in progress | | | ||
| | |||
12/31/2025 | 12/31/2024 | |||
Financing activities | ||||
Contingent consideration payment with own shares (Note 5.12) | ( | — | ||
Financial liabilities with related parties | ( | — | ||
( | — |
11. JOINT VENTURES AND ASSOCIATES
| 12/31/2025 | | 06/30/2025 | |
Assets |
| |
| |
Synertech Industrias S.A. |
| | | |
Alfalfa Technologies S.R.L. |
| | | |
| | |
| 12/31/2025 | | 06/30/2025 | |
Liabilities |
| |||
Trigall Genetics S.A. | | | | |
| | |
Changes in joint ventures investments and affiliates:
| 12/31/2025 | | 12/31/2024 | |
As of the beginning of the period |
| | | |
Share of profit or loss |
| | ( | |
As of the end of the period |
| | |
F-30
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
Share of profit or loss of joint ventures and affiliates:
| Three-month period ended | | Six-month period ended | |||||
| 12/31/2025 | | 12/31/2024 | 12/31/2025 | 12/31/2024 | |||
Trigall Genetics S.A. |
| | | | ( | |||
Synertech Industrias S.A. | | | | | ||||
| | | ( | |||||
12. SEGMENT INFORMATION
As a result of the circumstances described in Note 4, discontinued operations have been excluded from segment information for the current period, and comparative figures have been recast accordingly.
The tables present information with respect to the Group´s reporting segments:
| Seed and | | | |
| ||||
| integrated |
| Crop |
| Crop | ||||
Six-month period ended December 31, 2025 |
| products | protection | nutrition | Consolidated | ||||
Revenues from contracts with customers | |||||||||
Sale of goods and services |
| |
| |
| |
| | |
Royalties |
| |
| — |
| — |
| | |
Others | |||||||||
Initial recognition and changes in the fair value of biological assets at the point of harvest |
| |
| — |
| — |
| | |
Total |
| |
| |
| |
| | |
Cost of sales |
| ( |
| ( |
| ( |
| ( | |
Gross profit per segment |
| | |
| |
| | ||
% Gross margin | | % | | % | | % | | % |
| Seed and | | | |
| ||||
| integrated |
| Crop |
| Crop | ||||
Six-month period ended December 31, 2024 |
| products | protection | nutrition | Consolidated | ||||
Revenues from contracts with customers | |||||||||
Sale of goods and services |
| |
| |
| |
| | |
Royalties |
| |
| — |
| — |
| | |
Others |
| ||||||||
Initial recognition and changes in the fair value of biological assets at the point of harvest | |
| — |
| — |
| | ||
Total |
| |
| |
| |
| | |
Cost of sales |
| ( |
| ( |
| ( |
| ( | |
Gross profit per segment |
| |
| |
| |
| | |
% Gross margin | | % | | % | | % | | % |
F-31
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NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
| Seed and | | | |
| ||||
integrated | Crop | Crop |
| ||||||
Three-month period ended December 31, 2025 | products | protection | nutrition | Consolidated |
| ||||
Revenues from contracts with customers |
| |
| |
| |
| | |
Sale of goods and services |
| |
| |
| |
| | |
Royalties |
| |
| — |
| — |
| | |
Others |
|
|
|
| |||||
Initial recognition and changes in the fair value of biological assets at the point of harvest |
| |
| — |
| — |
| | |
Total |
| |
| |
| |
| | |
Cost of sales |
| ( |
| ( |
| ( |
| ( | |
Gross profit per segment |
| |
| |
| |
| | |
% Gross margin |
| | % | | % | | % | | % |
| Seed and | | | |
| ||||
integrated | Crop | Crop |
| ||||||
Three-month period ended December 31, 2024 | products | protection | nutrition | Consolidated |
| ||||
Revenues from contracts with customers |
| |
| |
| |
| | |
Sale of goods and services |
| |
| |
| |
| | |
Royalties |
| |
| — |
| — |
| | |
Others |
|
|
|
| |||||
Initial recognition and changes in the fair value of biological assets at the point of harvest |
| ( |
| — |
| — |
| ( | |
Total |
| |
| |
| |
| | |
Cost of sales |
| ( |
| ( |
| ( |
| ( | |
Gross profit per segment |
| |
| |
| |
| | |
% Gross margin |
| | % | | % | | % | | % |
13. FINANCIAL INSTRUMENTS – RISK MANAGEMENT
Financial instruments by category
The following tables show additional information required under IFRS 7 on the financial assets and liabilities recorded as of December 31, 2025, and June 30, 2025.
Financial assets by category
Mandatorily measured at fair | ||||||||
Amortized cost | value through profit or loss | |||||||
Financial asset | | 12/31/2025 | | 06/30/2025 | | 12/31/2025 | | 06/30/2025 |
Cash and cash equivalents |
| |
| |
| |
| |
Other financial assets |
| |
| |
| |
| |
Trade receivables |
| |
| |
| — |
| — |
Other receivables (*) |
| |
| |
| — |
| — |
Total |
| |
| |
| |
| |
(*) | Advances expenses and tax balances are not included. |
F-32
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
Financial liabilities by category
Mandatorily measured at fair | ||||||||
Amortized cost | value through profit or loss | |||||||
Financial liability | | 12/31/2025 | | 06/30/2025 | | 12/31/2025 | | 06/30/2025 |
Trade and other payables |
| |
| |
| |
| |
Borrowings |
| | |
| |
| — | |
Secured notes | | | — | — | ||||
Lease liability | | | — | — | ||||
Consideration for acquisition |
| |
| |
| |
| |
Total |
| |
| |
| |
| |
Financial instruments measured at fair value
Measurement at fair value at 12/31/2025 | | Level 1 | | Level 2 | | Level 3 |
Financial assets at fair value | ||||||
Moolec Science S.A. shares | | — | — | |||
Other investments | | — | — | |||
Financial liability at fair value |
|
|
| |||
Trade and other payables | — | | — | |||
Borrowings | | — | — | |||
Consideration for acquisition | | — | — | |||
Measurement at fair value at 06/30/2025 | | Level 1 | | Level 2 | | Level 3 |
Financial assets at fair value | ||||||
Mutual funds | | — | — | |||
Moolec Science S.A. shares | | — | — | |||
Other investments | — | — | ||||
Financial liability at fair value | ||||||
Trade and other payables |
| — |
| |
| — |
Consideration for acquisition | | — | — |
Estimation of fair value
The fair value of marketable securities, mutual funds and US Treasury Bills 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 Group’s policy is to recognize transfers between different categories of 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.
F-33
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
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, trade payables and other debts, borrowings, financed payments and convertible notes.
The carrying value of financial instruments not measured at fair value does not differ significantly from their fair value, except for borrowings (Note 5.10).
Management estimates that the carrying value of the financial instruments measured at amortized cost approximates their fair value.
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting its financial obligations when they come due.
The following table sets out the contractual maturities of financial liabilities:
Between one and | ||||||
As of December 31, 2025 | | Up to 3 months | | 3 to 12 months | | three periods |
Trade and other payables |
| | | | ||
Borrowings |
| | | | ||
Secured notes(1) |
| | — | — | ||
Leasing liabilities |
| | | | ||
Consideration for acquisition |
| — | | | ||
Total |
| | | |
Between one and | ||||||
As of June 30, 2025 | | Up to 3 months | | 3 to 12 months | | three periods |
Trade and other payables |
| |
| |
| |
Borrowings |
| |
| |
| |
Secured notes(1) |
| |
| — |
| — |
Leasing liabilities |
| |
| |
| |
Consideration for acquisition |
| — |
| |
| |
Total |
| |
| |
| |
(1)As described in Note 5.11, the Secured notes were reclassified as current liability following the acceleration event.
The generation of cash flow over the next twelve months depends on the success of the initiatives mentioned in Note 2, which cannot be guaranteed as they rely on factors not entirely within the Group’s control. The uncertainty surrounding our ability to secure additional financing contributes to material uncertainty that raises substantial doubt regarding the Group’s ability to continue as a going concern.
Currency risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rate. Currency on foreign exchange risk arises when the Group enters into transactions denominated in a currency other than its functional currency.
F-34
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
The table below sets forth our net exposure to currency risk as of December 31, 2025:
Net foreign currency position | | 12/31/2025 | | 06/30/2025 |
Amount expressed in US$ |
| ( | ( |
Considering only this net currency exposure as of December 31, 2025 if an US Dollar revaluation or depreciation in relation to other foreign currencies with the remaining variables remaining constant, would have a positive or a negative impact on comprehensive income as a result of foreign exchange gains or losses. We estimate that a devaluation or an appreciation of the US Dollar other currencies of
14. LEASES
Right-of-use leased asset | | 12/31/2025 | | 06/30/2025 |
Book value at the beginning of the period |
| | | |
Additions of the period | | | ||
Subject to foreclosure (Note 4) | ( | — | ||
Disposals | ( | ( | ||
Exchange differences | ( | | ||
Book value at the end of the period |
| | | |
Depreciation |
| 12/31/2025 | 06/30/2025 | |
Book value at the beginning of the period | | | ||
Depreciation of the period (1) | | | ||
Disposals |
| ( | ( | |
Subject to foreclosure (Note 4) | ( | — | ||
Exchange differences |
| ( | | |
Accumulated depreciation at the end of the period |
| | | |
Total |
| | |
Lease liability | | 12/31/2025 | | 06/30/2025 |
Book value at the beginning of the period |
| | | |
Additions of the period | | | ||
Subject to foreclosure (Note 4) | ( | — | ||
Interest expenses, exchange differences and inflation effects |
| | | |
Payments of the period |
| ( | ( | |
Total |
| | |
Lease Liabilities | | 12/31/2025 | | 06/30/2025 |
Non-current |
| | | |
Current |
| | | |
Total |
| | |
(1) | For the periods ended December 31, 2025 and June 30, 2025, depreciation expense of $ |
F-35
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
The incremental borrowing rate used was
The recognized right-of-use assets relate to the following types of assets:
| 12/31/2025 | | 06/30/2025 | |
Machinery and equipment |
| | | |
Vehicles |
| | | |
Equipment and computer software |
| | | |
Land and buildings |
| | | |
| | |
15. SHAREHOLDERS AND OTHER RELATED PARTIES BALANCES AND TRANSACTIONS
During the period ended December 31, 2025, and 2024, the transactions between the Group and related parties, and the related balances owed by and to them, are as follows:
Value of transactions for the period ended | ||||||
Party | | Transaction type | | 12/31/2025 | | 12/31/2024 |
Joint ventures and associates |
| Sales and services |
| |
| |
Joint ventures and associates |
| Purchases of goods and services |
| ( |
| ( |
Key management personnel |
| Salaries, social security benefits and other benefits |
| ( |
| ( |
Key management personnel | Sales and services | — | | |||
Key management personnel | Purchases of goods and services | | | |||
Shareholders and other related parties |
| Sales of goods and services |
| |
| |
Shareholders and other related parties | Purchases of goods and services | ( | ( | |||
Shareholders and other related parties | In-kind contributions | | | |||
Total |
|
| ( |
| ( | |
Amounts receivable from related parties | ||||||
Party | | Transaction type | | 12/31/2025 | | 06/30/2025 |
Shareholders and other related parties |
| Trade debtors |
| |
| |
Shareholders and other related parties |
| Other receivables |
| |
| |
Joint ventures and associates |
| Trade debtors |
| |
| |
Joint ventures and associates |
| Other receivables |
| |
| |
Total |
| |
| | ||
Amounts payable to related parties | ||||||
Party | | Transaction type | | 12/31/2025 | | 06/30/2025 |
Parent company | Trade creditors | — | ( | |||
Key management personnel |
| Salaries, social security benefits and other benefits |
| ( |
| ( |
Shareholders and other related parties | Trade and other payables | ( | ( | |||
Joint ventures and associates |
| Trade creditors |
| ( |
| ( |
Other related parties |
| Secured notes |
| — |
| ( |
Total |
|
| ( |
| ( | |
F-36
Table of Contents
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in US$, except otherwise indicated)
In accordance with the terms of the amended agreement of the Secured notes, certain members of the Board of Directors were nominated by the noteholders; accordingly, the outstanding balance of the notes was classified as related party payables as of June 30, 2025. Subsequently, those directors resigned following the receipt of a reservation of rights letter issued by Jasper Lake through its legal counsel. As a result of such resignations, the outstanding balance is no longer reported as amounts payable to related parties.
16. KEY MANAGEMENT PERSONNEL COMPENSATION
The compensation of directors and other members of key management personnel, including social contributions and other benefits, were as follows for the period ended December 31, 2025, and 2024.
| 12/31/2025 | | 12/31/2024 | |
Salaries, social security and other benefits |
| | | |
Share-based incentives | | | ||
Total |
| | |
17. CONTINGENCIES, COMMITMENTS AND RESTRICTIONS ON THE DISTRIBUTION OF PROFITS
Other than the matters outlined in Note 2 and 4, there were no other significant changes to the contingencies, commitments and restrictions on the distribution of profits from the disclosure made in the consolidated financial statement as of June 30, 2025.
18. EVENTS OCCURRING AFTER THE REPORTING PERIOD.
See Notes 4 and 5.11 for subsequent events related to the Secured notes and Borrowings.
On January 23, 2026, we entered into an amendment to the Global Commercial Collaboration Agreement with Syngenta Crop Protection AG, designed to align the contractual framework with changes in the product portfolio, market scope, and the stage of development of the collaboration, without modifying its strategic nature. The amendment primarily introduces changes related to commercial targets, distribution rights, and exclusivity provisions. In particular, it revises the scope of exclusivity by product and territory, including differentiated arrangements for certain countries and product lines, and formalizes the inclusion and removal of specific products under the agreement.
Subsequent to December 31, 2025, there have been no other situations or circumstances that may require significant adjustments or further disclosure in these consolidated financial statements that were not mentioned above.
F-37
FAQ
How did Bioceres Crop Solutions (BIOX) perform for the six months ended December 31, 2025?
What is the impact of the foreclosure process on Bioceres Crop Solutions (BIOX)?
Why did Bioceres Crop Solutions (BIOX) include a going-concern warning?
How have Bioceres Crop Solutions’ (BIOX) balance sheet and equity changed?
What is happening with Bioceres Crop Solutions’ (BIOX) Secured notes and other borrowings?
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