Bioceres Crop Solutions Reports Fiscal Third Quarter 2022 Financial and Operational Results

Key regulatory milestone obtained in China: food & feed approval of HB4 Soy enables commercial launch. Incremental EBITDA projected at $20-25 million for FY25

HB4 Wheat approved for food & feed in Colombia, Australia and New Zealand

Trigall Genetics reached preliminary understanding to acquire wheat breeding program in Australia

3Q22 Comparable Revenues up 72% to $60.1 million

ROSARIO, Argentina--(BUSINESS WIRE)--Bioceres Crop Solutions Corp. (“Bioceres”) (NASDAQ: BIOX), a fully integrated provider of crop productivity solutions designed to enable the transition of agriculture towards carbon neutrality, has reported financial results for the third quarter 2022, ended March 31, 2022. Financial results are expressed in US dollars and are presented in accordance with International Financial Reporting Standards. All comparisons in this announcement are year-over-year (“YoY”), unless otherwise noted.

FISCAL THIRD QUARTER & SUBSEQUENT FINANCIAL & BUSINESS HIGHLIGHTS

• Comparable Revenues up 72% to $60.1 million and Comparable Gross Margin at 42.3%, leading to $25.4 million in Comparable Gross Profit. Growth in all product categories of the Crop Protection segment combined with continued momentum in micro-beaded fertilizers sales lead to record-high fiscal third quarter sales.

• LTM Adjusted EBITDA for the Baseline Business, which excludes HB4 pre-launch costs, reached $61.3 million, a 30% increase compared to the previous fiscal year. LTM Adjusted EBITDA relatively flat on a sequential basis as a result of IAS29 accounting adjustments to third quarter reported gross profit and higher third quarter SG&A due to anticipated expenses and unfavorable inflation and FX effects.

• Announcement of the merger with Marrone Bio Innovations, Inc. to create a global leader in the development and commercialization of sustainable agricultural solutions. F-4 was filed with the U.S. Securities and Exchange Commission (SEC) on May 9, 2022. The transaction is expected to close in the first quarter of fiscal 2023, after MBI’s Shareholders’ Meeting.

FISCAL THIRD QUARTER & SUBSEQUENT HB4 HIGHLIGHTS

• China´s Ministry of Agriculture granted food & feed approval for HB4 Soy this past April. The approval was a necessary step for the unrestricted commercial launch of HB4 Soy in Argentina, which had been conditional on Chinese food & feed approval. Chinese approval also enables commercial launch by third-party licensees in multiple geographies. HB4 Soy is now cleared for growth and commercialization in the United States, Canada, Brazil, Argentina and Paraguay, together representing roughly 85% of the global soybean trade.

• HB4 Soy EBITDA target for fiscal year 2025 at $20-25 million. Total addressable market estimated at an aggregate of 35 million hectares for the top three soybean markets, Argentina, Brazil and the United States. Estimations based on portfolio evolution, seed multiplication processes and proprietary and non-proprietary channels sales plans.

• HB4 Soy was planted in Argentina in approximately 23,000 hectares in the second quarter of fiscal 2022. Harvesting has already begun and is currently about 52% concluded.

• On May 6, 2022, the Food Standards Australia New Zealand (FSANZ), agency in charge of providing the safety assessment in Australia’s and New Zealand’s regulatory processes, notified the HB4 Wheat Approval Report considering HB4 Wheat to be safe for food and feed. The final approval from the Food Minister’s Meeting (FMM) is expected to be received in 4Q22.

• Trigall Genetics and S&W Seed Company entered into discussions to create a new entity, Trigall Australia, to develop wheat varieties for all Australian regions and uses. Trigall Australia would acquire all of the breeding assets of S&W Seed Australia. The newly formed entity would be expected to be the platform for Bioceres Crop Solutions and Florimond Desprez, co-owners of Trigall Genetics, to develop their activities in the region. With a 13 million hectares planted and 27 million tons in exports in the past year, Australia is a priority development geography for Trigall Genetics.

• Colombia’s regulatory authority granted HB4 Wheat food & feed approval this past February 2022.

• HB4 Wheat on track and expected to generate revenues of approximately $10-12 million in the upcoming planting season, revenue recognition subject to the granting of plant variety protection registrations required for invoicing.

• Collaboration agreement reached with African Agricultural Technology Foundation (AATF), to develop drought tolerance technology in wheat in Sub-Saharan Africa. The combined efforts will be focus on introgressing the HB4 trait into locally adapted wheat varieties for drought-prone environments in the region.

MANAGEMENT REVIEW

Mr. Federico Trucco, Bioceres´ Chief Executive Officer, commented: “Our third fiscal quarter has been historically our weakest and less eventful quarter for various reasons, most importantly because it overlaps with the Latin American summer, not an important planting period for any one crop. The third quarter of fiscal year 2022, which we are currently reporting, deviates from this historical rule. And this is not only because of the great momentum we continue to observe in our sales, with revenues increasing 72% on a comparable basis, but also and significantly due to the business development and regulatory milestones that were achieved during the period and subsequently thereafter.”

Trucco added, “As we communicated in March, we are pursuing a transformational merger with Marrone Bio Innovations (MBI) to become an undisputable leader in the ag biologicals’ space, and just recently in April we have received the long-awaited regulatory green light from China which allows us to move HB4 Soy into its commercialization phase. With regards to the MBI merger, we were able to file F-4 documents with the SEC this last Monday, and we remain on track for a first quarter FY23 closing. In terms of HB4 Soy, we are today providing guidance for FY25, when we expect HB4 Soy to contribute between $20 million and $25 million of incremental EBITDA.”

“Outside of these important milestones, we are taking advantage of the renewed global interest in wheat to advance commercial agreements for HB4 Wheat within Latin America and expand outside of the region. Our wheat subsidiary, Trigall Genetics, has reached a preliminary understanding with S&W Seed of Australia to acquire all of its wheat breeding program and assets. This agreement is reached at the time when a positive recommendation is obtained from regulators in Australia regarding the use of HB4 wheat for food and feed. We have also reached a collaboration agreement with the African Agricultural Technology Foundation to start the path to bring HB4 Wheat into Sub-Saharan Africa. All these opportunities are now available due to investment decisions we made many years ago, which position us as a technology leader for this critical crop,” Trucco concluded.

Mr. Enrique Lopez Lecube, Bioceres´ Chief Financial Officer, added, “Following a solid performance in the first half of our fiscal 2022, this third quarter brought record-high sales. Comparable revenues for the quarter reached $60.1 million and YTD comparable revenues have accumulated $215.2 million, both representing a 72% increase versus the year-ago quarter and YTD metrics. LTM Adjusted EBITDA for our baseline business stood at $61.3 million despite some macro headwinds affecting costs in our Argentine operations and unusually high logistics costs as we decided to anticipate shipment of high-margin products to end markets as a precautionary measure to the constraints in global supply chains.”

“Subsequent to the quarter´s closing we announced the conversion of 75% of the outstanding amount of the convertible note issued in 2019, reducing our short-term debt by roughly $37 million as we prepare for two major events, the closing of the merger agreement with MBI and the commercial launch of HB4. Following the recent approval in China, it is reassuring to have set targets for HB4 Wheat and Soy that would imply an additional contribution of $35 million to $45 million of EBITDA in the next two to three years to a healthy and growing baseline business”, Lopez Lecube concluded.

Key Operational Metrics (In millions of US dollars, unless where otherwise stated)

Table 1: Key Financial Metrics

3Q22	Comparable		% Change
Revenue by Segment	3Q21	3Q22	Comparable^1	As Reported
Crop Protection	16.5	35.8	118%	136%
Seed and Integrated Products	3.5	3.5	0%	21%
Crop Nutrition	15.1	20.8	38%	58%
Total Revenue	35.0	60.1	72%	92%
Gross Profit	16.0	25.4	59%	54%
Gross Margin	45.6%	42.3%	(339 bps)	(824 bps)
	As Reported		% Change
Adjusted EBITDA	6.9	4.8	(30%)
HB4 pre-launch costs	0.5	2.3	360%
Baseline Business Adjusted EBITDA	7.4	7.1	(4%)

1. Comparable excludes the impact of IAS29 as discussed in more detail on page 15.

For a full version of Bioceres Fiscal Third Quarter 2022 Earnings Release, click here

FISCAL THIRD QUARTER 2022 EARNINGS CONFERENCE CALL

Bioceres Chairman & Chief Executive Officer Federico Trucco, Chief Financial Officer Enrique Lopez Lecube and Head of Investor Relations Rodrigo Krause will host the conference call followed by a question-and-answer session. The conference call will be accompanied by a presentation, which can be viewed during the webcast or accessed via the investor relations section of the company’s website here.

To access the call, please use the following information:

Date:	Thursday, May 12, 2022
Time:	8:30 a.m. EST, 5:30 a.m. PST
Toll Free dial-in number:	1-844-200-6205
Toll/International dial-in number:	1-929-526-1599
Conference ID:	922379
Webcast:	Click here

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have difficulty connecting with the conference call, please contact MZ Group at [phone].

The conference call will be broadcast live and available for replay here and via the investor relations section of the company’s website here.

A replay of the call will be available through May 17, 2022, following the conference.

Toll Free Replay Number:	1-866-813-9403
International Replay Number:	[phone]
Replay ID:	823380

About Bioceres Crop Solutions Corp.

Bioceres Crop Solutions Corp. (NASDAQ: BIOX) is a fully integrated provider of crop productivity technologies designed to enable the transition of agriculture towards carbon neutrality. To do this, Bioceres’ solutions create economic incentives for farmers and other stakeholders to adopt environmentally friendlier production practices. The Company 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. Through its HB4® program, the Company is bringing digital solutions to support growers’ decisions and provide end-to-end traceability for production outputs. For more information, visit here.

Forward-Looking Statements

This communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “forecast,” “intend,” “seek,” “target,” “anticipate,” “believe,” “expect,” “estimate,” “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements include estimated financial data and, among others, statements related to the expected or potential impact of the novel coronavirus (COVID-19) pandemic, and the related responses by governments, clients and the Company, on our business, financial condition, liquidity position and results of operations, and any such forward-looking statements, whether concerning the COVID-19 pandemic or otherwise, involve risks, assumptions and uncertainties. These forward-looking statements include, but are not limited to, whether (i) the health and safety measures implemented to safeguard employees and assure business continuity will be successful, (ii) the uncertainty related to COVID-19 in the farming community will be short lived, and (iii) we will be able to coordinate efforts to ramp up inventories. Such forward-looking statements are based on management’s reasonable current assumptions, expectations, plans and forecasts regarding the Company’s current or future results and future business and economic conditions more generally. Such forward-looking statements involve risks, uncertainties and other factors, which may cause the actual results, levels of activity, performance or achievement of the Company to be materially different from any future results expressed or implied by such forward-looking statements, and there can be no assurance that actual results will not differ materially from management’s expectations or could affect the Company’s ability to achieve its strategic goals, including the uncertainties relating to the impact of COVID-19 on the Company’s business, operations, liquidity and financial results and the other factors that are described in the sections entitled “Risk Factors” in the Company's Securities and Exchange Commission filings updated from time to time. The preceding list is not intended to be an exhaustive list of all of our forward-looking statements. Therefore, you should not rely on any of these forward-looking statements as predictions of future events. All forward-looking statements contained in this release are qualified in their entirety by this cautionary statement. Forward-looking statements speak only as of the date they are or were made, and the Company does not intend to update or otherwise revise the forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events, except as required by law.

Unaudited Consolidated Statement of Comprehensive Income (Figures in US dollars)
	Three-month period ended 03/31/2022	Three-month period ended 03/31/2021	Nine-month period ended 03/31/2022	Nine-month period ended 03/31/2021
Total revenue Cost of sales	69,482,518 (45,823,445)	36,221,113 (20,901,909)	229,051,616 (139,038,887)	127,315,064 (69,088,393)
Gross profit % Gross profit	23,659,073 34%	15,319,204 42%	90,012,729 39%	58,226,671 46%
Operating expenses Share of profit of JV Other income or expenses, net	(19,869,946) (203,954) (1,437,718)	(11,656,378) 906,241 205,127	(57,683,281) 715,133 (3,155,700)	(35,107,369) 1,211,928 345,449
Operating profit	2,147,455	4,774,194	29,888,881	24,676,679
Finance result	(4,784,248)	(5,008,002)	(18,185,537)	(23,640,338)
Profit before income tax	(2,636,793)	(233,808)	11,703,344	1,036,341
Income tax	(4,340,156)	(390,710)	(11,076,571)	(6,232,163)
Profit/ (Loss) for the period	(6,976,949)	(624,518)	626,773	(5,195,822)
Other comprehensive profit / (loss)	12,367,795	1,911,937	25,990,283	2,707,064
Total comprehensive Profit / (Loss)	5,390,846	1,287,419	26,617,056	(2,488,758)
Profit / (loss) for the period attributable to:
Equity holders of the parent Non-controlling interests	(6,486,721) (490,228	(1,180,484) 555,966	(2,185,491) 2,812,264	(7,503,849) 2,308,027
	(6,976,949)	(624,518)	626,773	(5,195,822)
Total comprehensive income / (loss) attributable to:
Equity holders of the parent Non-controlling interests	3,889,873 1,500,97	510,325 777,094	19,685,934 6,931,122	(5,278,946) 2,790,188
	5,390,846	1,287,419	26,617,056	(2,488,758)

Unaudited Consolidated Statement of Financial Position (Figures in US dollars)
ASSETS	03/31/2022	06/30/2021
CURRENT ASSETS
Cash and cash equivalents	39,041,287	36,046,113
Other financial assets	2,243,803	11,161,398
Trade receivables	113,388,127	88,784,172
Other receivables	16,457,851	11,153,705
Income and minimum presumed income taxes recoverable	1,272,791	990,881
Inventories	102,350,569	61,037,551
Biological assets	22,199,193	2,315,838
Total current assets	296,953,621	211,489,658
NON-CURRENT ASSETS
Other financial assets	859,981	1,097,462
Trade receivables	634,428	135,739
Other receivables	1,964,822	2,543,142
Income and minimum presumed income taxes recoverable	39,349	12,589
Deferred tax assets	4,582,941	3,278,370
Investments in joint ventures and associates	35,783,222	30,657,173
Property, plant and equipment	50,656,642	47,954,596
Intangible assets	75,714,907	67,342,362
Goodwill	34,688,835	28,751,206
Right-of-use leased asset	1,700,405	1,327,660
Total non-current assets	206,625,532	183,100,299
Total assets	503,579,153	394,589,957
LIABILITIES	03/31/2022	06/30/2021
CURRENT LIABILITIES
Trade and other payables	123,224,013	72,091,408
Borrowings	76,364,127	76,785,857
Employee benefits and social security	6,600,609	4,680,078
Deferred revenue and advances from customers	2,655,322	6,277,313
Income tax payable	5,970,572	7,452,891
Convertible notes	37,578,030	-
Lease liabilities	838,776	750,308
Total current liabilities	253,231,449	168,037,855
NON-CURRENT LIABILITIES
Borrowings	78,155,343	47,988,468
Government grants	-	784
Investments in joint ventures and associates	449,943	1,278,250
Deferred tax liabilities	27,991,379	25,699,495
Provisions	507,219	449,847
Consideration for acquisitions	12,747,736	11,790,533
Convertible notes	12,895,578	48,664,012
Lease liability	539,935	390,409
Total non-current liabilities	133,287,133	136,261,798
Total liabilities	386,518,582	304,299,653
EQUITY
Equity attributable to owners of the parent	88,306,816	67,743,242
Non-controlling interests	28,753,755	22,547,062
Total equity	117,060,571	90,290,304
Total equity and liabilities	503,579,153	394,589,957