Adecoagro Finalizes Profertil Acquisition

Adecoagro Secures Full Control of Profertil in Landmark Deal, Bolstering South American Agricultural Dominance

LUXEMBOURG – December 15, 2025 – Adecoagro S.A. (NYSE: AGRO), a prominent force in sustainable agricultural production across South America, has announced a significant strategic maneuver: YPF S.A. has agreed to Adecoagro’s offer to acquire its remaining 50% stake in Profertil S.A., the continent’s largest producer of granular urea. This development marks a pivotal moment for Adecoagro, positioning it for expanded market influence and enhanced operational capabilities.

The acquisition follows Adecoagro’s successful purchase of Nutrien’s 50% interest in Profertil on December 10th, a transaction structured through an 80-20 partnership with Asociación de Cooperativas Argentinas (ACA). Now, with YPF’s agreement, Adecoagro is set to become the controlling shareholder of Profertil, holding a substantial 90% equity stake, with ACA retaining the remaining 10%. The total investment for Adecoagro’s 50% share amounts to approximately $1.1 billion.

Financing for this ambitious acquisition was strategically managed through a combination of existing cash reserves, a long-term credit facility, and a recently concluded $300 million equity issuance. This share sale, which saw 41,379,311 common shares placed at $7.25 per share, garnered considerable interest from global investors. Notably, Tether Investments S.A. de C.V., Adecoagro’s controlling shareholder, anchored the offering with a $220 million commitment, complemented by $26 million from members of the management team and their close associates.

“This acquisition represents a transformative milestone for Adecoagro,” stated Mariano Bosch, Co-Founder and Chief Executive Officer of Adecoagro. “It significantly expands our operational scale, amplifies our production capabilities, and further diversifies our portfolio. This strengthens our resilience and ability to perform across various market cycles. Profertil’s strategic advantage lies in its position as a low-cost urea producer, effectively leveraging the vast potential of Argentina’s Vaca Muerta region. This will not only bolster Argentina’s competitive edge but also underpin sustainable, long-term growth.”

Bosch further elaborated on the projected financial impact: “Upon completion of this transaction, Adecoagro will be a company generating over $2 billion in sales. We anticipate a near doubling of our Adjusted EBITDA and more than a doubling of our net profit potential for shareholders, all while maintaining robust financial discipline and keeping our debt levels at prudent figures.”

Addressing the equity offering, Bosch highlighted its significance: “This marks our first successful engagement with the public market since our IPO in 2011. We are deeply appreciative of the confidence expressed by both new and existing investors, particularly Tether and our management team, who served as crucial anchor investors. Their commitment underscores the strategic value of this transaction and reinforces our conviction in remaining a publicly listed entity.”

Juan Sartori, Head of Special Projects at Tether and Executive Chairman of Adecoagro’s Board of Directors, echoed this sentiment: “Our support for Adecoagro has been unwavering since inception. We have consistently believed in the company, its leadership, and its strategic direction. This $220 million investment is a tangible demonstration of that confidence, providing vital backing at a pivotal moment in Adecoagro’s evolution and supporting this transformative acquisition. By integrating Profertil, Adecoagro not only deepens its exposure to sustainable, real-economy businesses but also solidifies its standing as a key player within the region.”

**About Profertil:**
Profertil is dedicated to the sustainable production of fertilizers essential for optimizing crop yields. Its primary production facility is strategically located in the port of Ingeniero White, Province of Buenos Aires, Argentina. The plant boasts an annual production capacity of 1,320,000 tons of granulated urea, a critical nitrogen fertilizer for oilseed and grain cultivation. Profertil also offers a range of other fertilizers and provides customized nutrient blends tailored to specific territories and crops. The company maintains administrative offices in Buenos Aires and operates logistic terminals in Bahía Blanca, Necochea, San Nicolás (Buenos Aires), and Puerto General San Martín (Santa Fe).

**About Adecoagro:**
Adecoagro stands as a leading sustainable production company in South America. The company manages a significant landholding of 210.4 thousand hectares of farmland and operates several industrial facilities across the most fertile regions of Argentina, Brazil, and Uruguay. Its operations yield over 3.1 million tons of agricultural products and more than 1 million MWh of renewable electricity annually.