Bioceres Crop Solutions Corp. Reports Third Quarter Financial Results and Announces Debt Restructuring Agreements

Bioceres Crop Solutions Corp. (“Bioceres”) (NYSE American: BIOX), a
fully integrated provider of crop productivity solutions company, today
announced its consolidated financial results for the three-month and
nine-month periods ended March 31, 2019.

The company also announced that, as part of an ongoing debt
repositioning process, it has entered into two agreements that enable
the restructuring of $19.5 million of its current liabilities into
longer term facilities. These agreements are additional to the $16
million offering of corporate bonds due 2021 completed in April by
Rizobacter Argentina S.A., a subsidiary of the Company.

“One-time transaction expenses associated with the closing of our
business combination are reported in this quarter, deteriorating our
profitability for the period. However, we are pleased to confirm that
the strong operational performance showed by our business in the second
half of 2018 has extended throughout the first calendar quarter of 2019,
historically our weakest sales quarter. We have maintained focus on the
execution of our growth initiatives around micro-beaded fertilizers and
international expansion, with satisfactory results for the quarter. Our
Adjusted EBITDA for the period showed a significant improvement, and at
this time we estimate that our guidance of $38 million for the fiscal
year ending June 30^th will be exceeded,”
said Federico Trucco, CEO of Bioceres.

Enrique López Lecube, CFO of Bioceres, said, “We are very pleased
with the results we have accomplished during the first quarter of the
calendar year. Considering these months have historically been low
season for our business, careful cost management has been critical to
reduce operating expenses net of one-time transaction expenses compared
to the same period in 2018. Also, I throughout April and May of 2019 we
have entered into several debt agreements that strengthen our balance
sheet by restructuring current debt into longer term facilities,
increasing our average maturity by almost one year while bringing new
capital into the business. We will continue to explore additional
opportunities to further term out debt and ensure capital availability
for a growing business.”

Business and financial highlights

Growth drivers

• Last-twelve months installed capacity utilization rate of the
  micro-beaded fertilizer plant was 21%, an almost two-fold increase
  from the same period in 2018.
• Inoculants doses aggregated volume for the nine-month period
  ended March 31, 2019 increased by 100% compared to the same period in
  2018, mainly driven by continuous growth in international subsidiaries
  and exports.
• Adjuvants aggregated volume for the nine-month period ended
  March 31, 2019 increased by 6% compared to the same period in 2018,
  mainly driven by growth in Brazil which offset a decrease in sales in
  Argentina.

Third quarter financial overview

• Revenues decreased by 11% to $18.7 million, compared to $20.9
  million during the same period in 2018. The change in the translation
  mechanism from the application of IAS 21 and IAS 29 had a negative
  impact of $5.2 million offset by an increase of $3.0 million in
  revenues on an inflation neutral basis.
• Gross profit decreased by 11% to $7.7 million, compared to $8.7
  million during the same period in 2018.
• Operating expenses net of one-time transaction expenses were
  $5.4 million, a decrease of 33% compared to the corresponding period
  in 2018 principally due to the effects of the Argentine Peso
  devaluation year-over-year.
• Adjusted EBITDA increased $2.5 million to $3.3 million from
  $0.8 million during the same period in 2018, mainly driven by a
  decrease in operating expenses net of one-time transaction expenses.
• Finance loss of $8.0 million includes a net loss of $2.7
  million related to net foreign exchange differences generated by the
  effect of devaluation of the Argentine Peso on certain dollar
  denominated balance sheet items, and net gain of inflation effects on
  monetary items.

Nine-month period ended March 31, 2019 financial overview

• Revenues increased by 9% to $110.7 million, compared to $101.9
  million during the same period in 2018. The change in the translation
  mechanism from the application of IAS 21 and IAS 29 had a negative
  impact of $2.4 million offset by an increase of $11.3 million in
  revenues on an inflation neutral basis.
• Gross profit increased by 25% to $52.1 million, compared to
  $41.8 million during the same period in 2018.
• Adjusted EBITDA increased by 94% to $32.6 million from
  $16.8 million during the same period in 2018.
• Finance loss of $22.6 million includes a net loss of $4.9
  million related to net foreign exchange differences generated
  by the effect of devaluation of the Argentine Peso on certain dollar
  denominated balance sheet items, and net gain of inflation effects on
  monetary items.

Third quarter Revenues on an inflation neutral basis

• Revenues on an inflation neutral basis is a key operational
  metric used by our management team to assess year-over-year sales
  isolated from the effect of variables such as inflation and exchange
  rates.
• Revenues on an inflation neutral increased by 14% to
  $23.9 million, compared to $20.9 million during the same period in
  2018, mainly explained by growth in the crop nutrition segment.
• Crop Protection revenues on an inflation neutral basis
  increased by $0.7 million to $16.0 million explained by higher
  adjuvants sales.
• Seed and integrated products revenues on an inflation neutral
  basis decreased by $1.7 million to $2.0 million, due to lower sales in
  seeds as well as seed treatment packs.
• Crop nutrition revenues on an inflation neutral basis increased
  by $4.0 million to $5.8 million, explained by higher inoculants sales
  in Brazil and continuous growth in micro-beaded fertilizers sales.

Debt restructuring highlights

• On April 4, 2019 Rizobacter Argentina S.A. completed the offering of
  $16 million in aggregate principal amount of corporate bonds due 2021.
• On May 2, 2019 Rizobacter Argentina S.A., executed the restructuring
  of $4.5 million of its short-term borrowings into a 3-year maturity
  loan.
• On May 7, 2019 Bioceres Crop Solutions Corp., Bioceres LLC and
  Bioceres S.A. entered into an agreement for the restructuring of $15
  million of the outstanding intercompany loans into a facility with a
  5-year maturity.

Table 1: Revenues on an inflation neutral basis reconciliation

Considering the recent completion of the business combination between
Bioceres LLC and Union Acquisition Corp., Bioceres will not hold a
conference call at this time. As previously announced, the Company
intends to host a conference call and webcast to comprehensively discuss
its full annual results and performance for the fiscal year ending June
30, 2019 at the time of their release.

About Bioceres Crop Solutions Corp.

Bioceres Crop Solutions Corp. is a fully integrated provider of crop
productivity solutions, including seeds, seed traits, seed treatments,
biologicals, high-value adjuvants and fertilizers. Unlike most industry
participants that specialize in a single technology, chemistry, product,
condition or stage of plant development, Bioceres has developed a
multi-discipline and multi-product platform capable of providing
solutions throughout the entire crop cycle, from pre-planting to
transportation and storage. Bioceres’ platform is designed to cost
effectively bring high value technologies to market through an open
architecture approach. Bioceres’ headquarters and primary operations are
based in Argentina, which is a key end-market as well as one of the
largest markets globally for genetically modified crops. Through its
main operational subsidiary Rizobacter, Bioceres has a growing and
significant international presence, particularly in Brazil and Paraguay.

For more information, visit www.Biocerescrops.com.

Forward-looking statements

This press release includes “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.
Forward-looking statements are subject to known and unknown risks and
uncertainties, many of which may be beyond our control. We caution you
that the forward-looking information presented in this press release is
not a guarantee of future events, and that actual events may differ
materially from those made in or suggested by the forward-looking
information contained in this press release. Any forward-looking
information presented herein is made only as of the date of this press
release, and we do not undertake any obligation to update or revise any
forward-looking information to reflect changes in assumptions, the
occurrence of unanticipated events, or otherwise.

Non-IFRS financial information

We supplement the use of IFRS financial measures with non-IFRS financial
measures, including Adjusted EBITDA and revenues on an inflation neutral
basis measures.

The non-IFRS measures should not be considered in isolation or as a
substitute for measures of performance prepared in accordance with IFRS
and may be different from non-IFRS measures used by other companies. In
addition, the non-IFRS measures are not based on any comprehensive set
of accounting rules or principles. Non-IFRS measures have limitations in
that they do not reflect all of the amounts associated with our results
of operations as determined in accordance with IFRS. This non-IFRS
financial measures should only be used to evaluate our results of
operations in conjunction with the most comparable IFRS financial
measures.

Adjusted EBITDA

We define Adjusted EBITDA as profit/(loss) exclusive of financial
income/(costs), income tax benefit/(expense), depreciation,
amortization, share-based compensation, inventory purchase allocation
and one-time transactional expenses.

We believe that Adjusted EBITDA provides useful supplemental information
to investors about us and our results. Adjusted EBITDA is among the
measures used by our management team to evaluate our financial and
operating performance and make day-to-day financial and operating
decisions. In addition, Adjusted EBITDA and similarly titled measures
are frequently used by our competitors, rating agencies, securities
analysts, investors and other parties to evaluate companies in our
industry. We also believe that Adjusted EBITDA is helpful to investors
because it provides additional information about trends in our core
operating performance prior to considering the impact of capital
structure, depreciation, amortization and taxation on our results.
Adjusted EBITDA should not be considered in isolation or as a substitute
for other measures of financial performance reported in accordance with
IFRS. Adjusted EBITDA has limitations as an analytical tool, including:

• Adjusted EBITDA does not reflect changes in, including cash
  requirements for, our working capital needs or contractual commitments;
• Adjusted EBITDA does not reflect our financial expenses, or the cash
  requirements to service interest or principal payments on our
  indebtedness, or interest income or other financial income;
• Adjusted EBITDA does not reflect our income tax expense or the cash
  requirements to pay our income taxes;
• Although depreciation and amortization are non-cash charges, the
  assets being depreciated or amortized often will need to be replaced
  in the future, and Adjusted EBITDA does not reflect any cash
  requirements for the replacements;
• Although share-based compensation is a non-cash charge, Adjusted
  EBITDA does not consider the potentially dilutive impact of
  share-based compensation; and
• Other companies may calculate Adjusted EBITDA and similarly titled
  measures differently, limiting its usefulness as a comparative measure.

We compensate for the inherent limitations associated with using
Adjusted EBITDA through disclosure of these limitations, presentation of
our combined financial statements in accordance with IFRS and
reconciliation of Adjusted EBITDA to the most directly comparable IFRS
measure, income/(loss) for the period or year.

Revenues on an inflation neutral basis

We define revenues on an inflation neutral basis as revenues excluding
the impact of monthly inflationary adjustments and monthly conversion
adjustments from the application of IAS 21 and IAS 29. Revenues on an
inflation neutral basis is among the measures used by our management
team to evaluate our financial and operating performance and make
day-to-day financial and operating decisions.

Reconciliation of this non-IFRS financial measure to the most
comparable IFRS financial measures can be found in the tables included
in this quarterly report.

The Company believes that reconciliation of revenues on an inflation
neutral basis to the most directly comparable IFRS measure provides
investors an overall understanding of our current financial performance
and its prospects for the future. Specifically, we believe this non-IFRS
measure provides useful information to both management and investors by
excluding monthly inflationary adjustments and monthly conversion
adjustments from the application of IAS 21 and IAS 29 that may not be
indicative of our core operating results and business outlook.

Application of IAS 29

Argentina has been classified as a hyperinflationary economy under the
terms of IAS 29 beginning July 1, 2018. IAS 29 requires, to adjust all
non-monetary items in the statement of financial position by applying a
general price index from the day they were booked to the end of the
reporting period. At the same time, it also requires that all items in
the statement of income are expressed in terms of the measuring unit
current at the end of the reporting period. Consequently, on a monthly
basis, results of operations for each reporting period are measured in
Argentine Pesos and adjusted for inflation by the applicable monthly
inflation rate each month. All amounts need to be restated by applying
the change in the general price index from the dates when the items of
income and expenses were initially recorded in the financial statements.
As a result, each monthly results of operations are readjusted each
successive month to reflect changes in the monthly inflation rate.

After the restatement explained above, IAS 21 “The Effects of Changes in
Foreign Exchange Rates,” addresses the way results must be translated
under inflation accounting, stating that all amounts shall be translated
at the closing rate at the date of the most recent statement of
financial position. Accordingly, monthly results of operations in
Argentine Pesos, after adjustment for inflation pursuant to IAS 29, as
described above, must then be converted into U.S. dollars at the closing
exchange rate for such monthly reported period. This conversion changes
every prior reported monthly statement of income in U.S. dollars as each
monthly amount is readjusted under IAS 29 for inflation per above and
reconverted at different exchange rates for each monthly reported period
under IAS 21. As a result, the impact of monthly inflationary
adjustments and monthly conversion adjustments vary the results of
operation month to month until year end.

Table 2: Consolidated statement of comprehensive income

Table 3: Adjusted EBITDA reconciliation

The table below provides a reconciliation of our loss for the period to
Adjusted EBITDA.

Table 4: Consolidated statement of financial position

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