Main highlights for the period:
Full year results were pressured by lower commodities prices, mixed productivity and higher costs in U.S. dollar terms.
In mid-December we completed the acquisition of Profertil, a transformational step that significantly increases our scale and explains the year-over-year rise in expansion capex and leverage.
Adjusted EBITDA amounted to $276.7 million in 2025. On a pro forma basis, Adjusted EBITDA was $467.2 million, below 2024 reflecting AGRO's weaker performance and 91 days without operations at the fertilizer plant.
Profertil's acquisition: A transformational investment driving long-term value
In December 2025, we acquired Profertil S.A., paying approximately $1.1 billion for a 90% equity stake (the 10% balance is held by Asociación de Cooperativas Argentinas - "ACA"). We believe Profertil is a best-in-class, low-cost producer of granular urea, uniquely positioned as the sole producer in Argentina and one of the largest and most efficient in South America. With 1.3 million tons of installed capacity, the company supplies ~60% of domestic demand and benefits from access to competitively priced natural gas, the main input in urea production, resulting in consistent cash generation over the years.
The acquisition was financed through a combination of existing cash, new long-term debt, equity issuance and seller financing. Adecoagro returned to the public market for the first time since its IPO (2011) with an issuance of 42 million shares (equivalent to 42% of the outstanding shares at that time) at a price of $7.25 per share, raising approximately $300 million. The equity offering was anchored by Tether, our controlling shareholder, who purchased $220 million of shares, together with Adecoagro's Management and Friends & Family, who purchased an additional $26 million of shares.
Following the completion of the acquisition of Profertil S.A., the consolidated interim financial statements of the Company incorporate Profertil's income statement for a 13-day period under a new business unit named "Fertilizers", which mainly includes the manufacturing and commercialization of fertilizers. Furthermore, we provide a pro forma comparison to reflect Profertil's acquisition on a yearly basis, as if such event had occurred on January 1, 2024.
Profertil's fertilizer plant underwent 91 days without operations in 2025, including a 60-day scheduled maintenance which concluded in mid-December, when the Company assumed control of the operations. We expect in 2026 a recovery in results driven by a full year of operations versus 2025.
As a result of the acquisition, the Company reassessed and updated the Group's internal organizational and management structure and beginning in January 2026, the Company operates in three reportable segments: 'Sugar, Ethanol and Energy,' 'Fertilizers', and 'Food & Agriculture'. The latter ...