Adecoagro S.A. has filed a binding offer to purchase YPF’s 50 % stake in Profertil S.A., the largest granular urea producer in South America, for approximately US$600 million. The offer mirrors the terms previously agreed with Nutrien and would give Adecoagro a controlling 90 % ownership of Profertil, with the remaining 10 % held by the Asociación de Cooperativas Argentinas (ACA).
The transaction is structured to be financed through a combination of Adecoagro’s existing cash balances, a new long‑term credit facility that has already been committed, and proceeds from an equity sale. Management expects the deal to close by December 31 2025, subject to customary closing conditions and YPF board approval. The acquisition will integrate Profertil’s 1.3 million‑ton urea and 790 thousand‑ton ammonia production capacity into Adecoagro’s supply chain, creating a stable, dollar‑denominated revenue stream and a low‑cost input source for the company’s farming operations.
Strategically, the deal expands Adecoagro’s footprint into the fertilizer market, diversifying its revenue base and reducing exposure to commodity price volatility in its sugar, ethanol, and energy segments. By controlling a major producer of nitrogen fertilizers, Adecoagro can secure low‑cost inputs and potentially capture margin upside through integrated logistics and distribution. The move aligns with the company’s broader goal of becoming a low‑cost producer across its agribusiness segments while leveraging new growth opportunities in the input sector.
Profertil’s financial performance underscores the strategic value of the transaction. The company has generated an average annual EBITDA of roughly US$390 million from 2020 to 2024, a figure that far exceeds Adecoagro’s own last‑twelve‑month EBITDA of US$286 million. This disparity indicates that the acquisition could dramatically increase Adecoagro’s overall profitability and scale, while also providing a hedge against the cyclical nature of its existing businesses.
Adecoagro’s CEO, Mariano Bosch, described the transaction as a “significant milestone” that will enhance scale, diversify the portfolio, and strengthen long‑term performance. He highlighted the company’s competitive advantage in Argentina’s agricultural sector and Profertil’s consistent cash generation as key drivers of the deal’s attractiveness.
The deal is part of a broader trend of consolidation in the global fertilizer industry, as companies seek to optimize portfolios and capital allocation. Nutrien had previously agreed to sell its 50 % stake in Profertil to Adecoagro and ACA for $600 million, with YPF holding a right of first refusal. Adecoagro’s current offer to YPF represents a continuation of this process, potentially acquiring YPF’s stake after YPF did not exercise its right to buy Nutrien’s stake.
The transaction will increase Adecoagro’s leverage, as the new credit facility and equity sale will raise debt levels and dilute existing shareholders. Management has indicated that the financing structure is designed to balance short‑term liquidity needs with long‑term growth objectives, and the company will monitor its debt‑to‑equity ratio closely as the deal progresses.
In summary, Adecoagro’s binding offer to acquire YPF’s 50 % stake in Profertil represents a strategic pivot toward vertical integration and diversification, with significant implications for the company’s financial performance, risk profile, and competitive positioning in the agribusiness sector.
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