Adecoagro S.A. | CIK:0001499505 | 3

  • Filed: 4/27/2018
  • Entity registrant name: Adecoagro S.A. (CIK: 0001499505)
  • Generator: Workiva (WebFilings)
  • SEC filing page: http://www.sec.gov/Archives/edgar/data/1499505/000162828018005268/0001628280-18-005268-index.htm
  • XBRL Instance: http://www.sec.gov/Archives/edgar/data/1499505/000162828018005268/agro-20171231.xml
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    • ifrs-full:DisclosureOfBorrowingsExplanatory

    Borrowings
     
    2017
     
    2016
    Non-current
     

     
     

    Senior Notes
    495,707

     
    —

    Bank borrowings
    167,315

     
    430,202

    Obligations under finance leases
    38

     
    102

     
    663,060

     
    430,304

    Current
     

     
     

    Senior Notes
    8,250

     
    —

    Bank overdrafts
    6,214

     
    90

    Bank borrowings
    140,367

     
    204,923

    Obligations under finance leases
    67

     
    79

     
    154,898

     
    205,092

    Total borrowings
    817,958

     
    635,396


     
    As of December 31, 2017, total bank borrowings include collateralized liabilities of US$ 637,306 (2016: US$ 525,663). These loans are mainly collateralized by property, plant and equipment, sugarcane plantations, sugar export contracts and shares of certain subsidiaries of the Group.

    Notes 2027

    On September 21, 2017, the Company issued senior notes (the “Notes”) for US$ 500 million, at an annual nominal rate of 6%. The Notes will mature on September 21, 2027. Interest on the Notes are payable semi-annually in arrears on March 21 and September 21 of each year, beginning on March 21, 2018. The total proceeds nets of expenses was US$ 495.7 million.

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

    The Notes contain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions. The Group was in compliance with the related covenants.
     
    The maturity of the Group's borrowings (excluding obligations under finance leases) and the Group's exposure to fixed and variable interest rates is as follows:
     
    2017
     
    2016
    Fixed rate:
     

     
     

    Less than 1 year
    132,998

     
    67,682

    Between 1 and 2 years
    35,762

     
    43,630

    Between 2 and 3 years
    20,097

     
    40,047

    Between 3 and 4 years
    20,130

     
    21,857

    Between 4 and 5 years
    16,310

     
    21,116

    More than 5 years
    495,754

     
    20,239

     
    721,051

     
    214,571

    Variable rate:
     

     
     

    Less than 1 year
    21,833

     
    137,331

    Between 1 and 2 years
    22,871

     
    150,517

    Between 2 and 3 years
    17,945

     
    81,947

    Between 3 and 4 years
    18,215

     
    18,457

    Between 4 and 5 years
    11,164

     
    18,309

    More than 5 years
    4,774

     
    14,083

     
    96,802

     
    420,644

     
    817,853

     
    635,215


     
    Borrowings incurred by the Group’s subsidiaries in Brazil are repayable at various dates between January 2018 and September 2024 and bear either fixed interest rates ranging from 2.5% to 9.0% per annum or variable rates based on LIBOR or other specific base-rates plus spreads ranging from 4.13% to 17.52% per annum. At December 31, 2017 LIBOR (six months) was 1,84% (2016: 1.32%).
     
    Borrowings incurred by the Group´s subsidiaries in Argentina are repayable at various dates between January 2018 and September 2024 and bear either fixed interest rates ranging from 6.11% and 7.00% per annum for those borrowings denominated in US dollar, and a fixed interest rate ranging from 9.90% and 28.75% per annum for those borrowings denominated in Argentine pesos.























    Brazilian Subsidiaries
     
    The main loans of the Group’s Brazilian Subsidiaries are:
    Bank
    Grant date
    Nominal 
    amount
    Capital outstanding as of December 31
    Maturity date
    Annual interest rate
    2017
    2016
    (In millions)
    Millions of
    Reais
    Millions of 
    equivalent
    Dollars
    Millions of
    equivalent
    Dollars
    Banco Do Brasil (1)
    October 2012
    R$
    130.0

    R$
    91.3

    27.6

    33.7

    November 2022
    2.94% with 15% of bonus performance
    Itau BBA FINAME Loan (2)
    December 2012
    R$
    45.9

    R$
    25.2

    7.6

    9.3

    December 2022
    2.50%
    Itau BBA
    March 2013
    R$
    75.0

    R$
    -

    -

    5.8

    -
    CDI + 3.20%
    Banco do Brasil / Itaú BBA Finem Loan (3)
    September 2013
    R$
    273.0

    R$
    176.5

    53.4

    67.3

    January 2023
    6.77%
    BNDES Finem Loan (4)
    November 2013
    R$
    215.0

    R$
    136.9

    41.4

    50.3

    January 2023
    3.75%
    ING / Rabobank / ABN / HSBC / Credit Agricole / Caixa Geral / Galena (7)
    January 2015
    US$
    160.0

     
    -

    -

    98.0

    -
    LIBOR 3M plus 4.40%
    ING / Rabobank / Bladex / Credit Agricole / Votorantim / ABN (7)
    August 2015
    US$
    110.0

     
    -

    -

    110.0

    -
    LIBOR 3M plus 4.65%
    Rabobank (7)
    February 2016
    US$
    40.0

     
    -

    -

    40.0

    -
    LIBOR 3M plus 3.50%
    Tokyo-Mitsubishi (5)
    August 2016
    US$
    30.0

     
    -

    30.0

    30.0

    August 2019
    6.35%
    Bradesco (7)
    July 2016
    R$
    90.0

     
    -

    -

    27.6

    -
    CDI + 2.10%
    Votorantim (6)
    July 2016
    US$
    15.0

     
    -

    10.0

    15.0

    June 2019
    LIBOR 3M plus 4.60%
     
    (1)
    Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm; (ii) a first degree mortgage of the Sapálio farm; (iii) a first degree mortgage of the Takuare farm; and (iv) liens over the Ivinhema mill and equipment.
    (2)
    Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm; (ii) a first degree mortgage of the Sapálio farm; (iii) a first degree mortgage of the Takuare farm; and (iv) liens over the Ivinhema mill and equipment.
    (3)
    Collateralized by (i) a first degree mortgage of the Carmen (Santa Agua) farm; (ii) a first degree mortgage of the Sapálio farm; (iii) a first degree mortgage of the Takuare farm; (iv) liens over the Ivinhema mill and equipment; and (v) power sales contract.
    (4)
    Collateralized by (i) liens over the Ivinhema mill and equipment; and (ii) power sales contracts.
    (5)
    Collateralized by sales contracts.
    (6)
    Collateralized by (i) power sales contract and (ii) sales contracts.
    (7)
    These loans were prepaid in 2017, with the proceeds of the Notes 2027.
     
    The above mentioned loans contain certain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions, as well as restrictions on the payment of dividends. These financial ratios are measured considering the statutory financial statements of the Brazilian Subsidiaries.
     
    During 2017 and 2016 the Group was in compliance with all financial covenants.
     
    Argentinian Subsidiaries
     
    The main loans of the Group’s Argentinian Subsidiaries are:
     
    Bank
    Grant date
    Nominal
    amount
    Capital outstanding as of
    December 31
    Maturity date
    Annual interest rate
    2017
    2016
    (In millions)
    (In millions)
    (In millions)
    IDB Tranche A (1)
    Feb-09
    USD 20
    US$3.1
    US$6.2
    Nov-18
    6.11% per annum
    IFC Tranche A (2)
    Dec-16
    USD 25
    US$24.67
    US$25.00
    Sep-21
    4.3% plus LIBOR
    IFC Tranche B (2)
    Dec-16
    USD 25
    US$24.93
    US$25.00
    Sep-23
    4% plus LIBOR
     
    (1): Collateralized by property, plant and equipment with a net book value of US$ 24.77 million, by a mortgage over (i) Carmen and La Rosa farms which are property of Adeco Agropecuaria S.A. and (ii) El Meridiano farm which is the property of Pilagá S.A.
     
    (2): Collateralized by a US$ 75 million mortgage over Carmen farm, which is property of Adeco Agropecuaria S.A.
     
    The Group entered into a floating to fix interest rate forward swap, fixing LIBOR at 1.25%, effective May 2012.
     
    The above mentioned loans contain certain customary financial covenants and restrictions which require us to meet pre-defined financial ratios, among other restrictions, as well as restrictions on the payment of dividends. These financial ratios are measured considering the statutory financial statements of the Argentinian Subsidiaries.
     
    During 2017 and 2016 the Group was in compliance with all financial covenants.

    The carrying amount of short-term borrowings is approximate its fair value due to the short-term maturity. Long term borrowings subject to variable rate approximate their fair value.The fair value of long-term borrowings, including the notes, subject to fix rate do not significant differ from their fair value.
     
    The breakdown of the Group´s borrowing by currency is included in Note 2 - Interest rate risk.

    Evolution of the Group's borrowings as December 31, 2017 and 2016 is as follow:

     
    2017
     
    2016
    Amount at the beginning of the year
    635,396

     
    723,339

    Issuance of senior notes
    495,678

     
    —

    Proceeds from long term loans
    232,433

     
    167,385

    Payments of long term loans
    (602,700
    )
     
    (277,913
    )
    Proceeds from short term loans
    106,730

     
    257,395

    Payments of short term loans
    (64,787
    )
     
    (272,033
    )
    Payments of interest
    (39,118
    )
     
    (45,473
    )
    Accrued interest
    51,005

     
    46,470

    Exchange differences and translation, net
    (4,588
    )
     
    32,583

    Others
    7,909

     
    3,643

    Amount at the end of the year
    817,958

     
    635,396