BIOX.NASDAQBioceres Crop Solutions CORP

SCHEDULE 13D/A: Bioceres Group Entities Reduce Stake in Bioceres Crop Solutions Through Debt Settlement

Sentiment:

Beneficial Ownership Update

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Bioceres Group Limited and its subsidiaries, Bioceres LLC and THEO I SCSp, have decreased their aggregate beneficial ownership in Bioceres Crop Solutions Corp. to 40.0% through a payment-in-kind settlement of financial obligations.

Summary

  • This document is Amendment No. 13 to the Schedule 13D filing by Bioceres Group Limited, Bioceres LLC, and THEO I SCSp (collectively, the "Reporting Persons").
  • The primary purpose of this amendment is to report a decrease in the shares beneficially owned by the Reporting Persons.
  • This decrease resulted from the settlement of certain financial obligations of the Reporting Persons through a payment-in-kind made in shares of Bioceres Crop Solutions Corp. in a private transaction.
  • The shares owned by the Reporting Persons not subject to a specific shareholders' agreement decreased from 24,611,039 to 22,039,023.
  • Including 3,076,079 shares subject to a shareholders' agreement, the aggregate beneficial ownership of the Reporting Persons is now 25,115,102 shares.
  • This aggregate amount represents approximately 40.0% of Bioceres Crop Solutions Corp.'s outstanding capital stock, which is based on 62,848,483 shares outstanding as reported by the Issuer on October 30, 2024.
  • Bioceres Group Limited is deemed the ultimate beneficial owner, holding 25,115,102 shares (40.0%).
  • Bioceres LLC beneficially owns 21,544,317 shares (34.3%).
  • THEO I SCSp beneficially owns 3,500,000 shares (5.6%).

Sentiment

Score: 5

Explanation: The document reports a routine amendment to beneficial ownership due to a private transaction for debt settlement. While it indicates a reduction in the Reporting Persons' stake, it does not directly reflect on the Issuer's operational performance or financial health, thus maintaining a neutral sentiment.

Negatives

  • The aggregate beneficial ownership of the Reporting Persons decreased by 2,572,016 shares (from 27,687,118 to 25,115,102 shares) due to the settlement of financial obligations via payment-in-kind.
  • This reduction represents a decrease in the overall stake held by the Reporting Persons in Bioceres Crop Solutions Corp.

Future Outlook

The document does not provide any forward-looking statements or guidance regarding the Issuer's future operations or financial performance. It solely reports a past change in beneficial ownership by the Reporting Persons.

Industry Context

This Schedule 13D amendment is a regulatory filing focused on changes in significant shareholder ownership and does not provide information related to broader industry trends or competitive landscape.

Stakeholder Impact

  • Shareholders: The reduction in the aggregate beneficial ownership by a significant shareholder group (Bioceres Group Limited and its subsidiaries) could be interpreted as a strategic shift by these entities or a means to manage their financial obligations. This change in ownership structure may influence market perception regarding insider commitment or control.

Key Dates

DateDescription
March 5, 2019Date of Shareholders Agreement between Bioceres LLC, Pedro Enrique Mac Mullen, Maria Marta Mac Mullen and International Property Services Corp.
March 14, 2019Original Schedule 13D filing date with the SEC.
July 2, 2020Filing date of Amendment No. 1 to Schedule 13D.
August 28, 2020Filing date of Amendment No. 2 to Schedule 13D.
November 25, 2020Filing date of Amendment No. 3 to Schedule 13D.
August 6, 2021Filing date of Amendment No. 4 to Schedule 13D.
October 15, 2021Filing date of Amendment No. 5 to Schedule 13D.
April 5, 2022Filing date of Amendment No. 6 to Schedule 13D.
July 25, 2022Filing date of Amendment No. 7 to Schedule 13D.
November 15, 2022Filing date of Amendment No. 8 to Schedule 13D.
March 25, 2024Filing date of Amendment No. 9 to Schedule 13D and date of Joint Filing Agreement.
September 20, 2024Filing date of Amendment No. 10 to Schedule 13D.
October 30, 2024Date Issuer's annual report on Form 20-F was filed, reporting 62,848,483 shares outstanding.
January 6, 2025Filing date of Amendment No. 11 to Schedule 13D.
March 28, 2025Filing date of Amendment No. 12 to Schedule 13D.
June 6, 2025Date of event (private transaction) which required the filing of this statement.
June 10, 2025Signature date for the current Amendment No. 13 filing.

Keywords

Bioceres Crop Solutions Corp., Schedule 13D, beneficial ownership, payment-in-kind, debt settlement, Bioceres Group Limited, Bioceres LLC, THEO I SCSp, SEC filing, Ordinary Shares

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