SCHEDULE: Jasper Lake Flags Bioceres Default, Kolatch Exits Board

Sentiment:

Amendment to Beneficial Ownership Statement 1 October 2025 6:05 AM

📋All filings for Bioceres Crop Solutions CORP

Jasper Lake Ventures One LLC has notified Bioceres Crop Solutions Corp. of alleged events of default under a Note Purchase Agreement, leading to Noah Kolatch's resignation from the board.

Worse than expectedA significant shareholder has alleged 'Events of Default' under a Note Purchase Agreement, indicating a potential breach of contract.The company disputes these allegations, setting the stage for a potential legal conflict.A board member, representing the alleging shareholder, has resigned, suggesting a breakdown in relations and corporate governance.

Summary

Jasper Lake Ventures One LLC and Noah Kolatch, as reporting persons, beneficially own 7,482,961 Ordinary Shares of Bioceres Crop Solutions Corp.
This represents approximately 10.7% of the outstanding Ordinary Shares, calculated based on 62,712,602 shares outstanding as of March 31, 2025, plus 7,085,961 shares convertible from notes within 60 days.
On September 25, 2025, Jasper Lake delivered a reservation of rights letter to Bioceres, alleging certain Events of Default under the Note Purchase Agreement.
Bioceres disputes that any such Events of Default have occurred.
Noah Kolatch resigned from his position as a member of the Board of Bioceres, effective September 30, 2025, in connection with this dispute.

Sentiment

Score: 3

Explanation: The filing indicates a significant dispute between a major shareholder and the company, including allegations of default and a board resignation. This creates substantial uncertainty and negative sentiment, reflecting potential legal battles and governance issues, though the company disputes the claims.

Negatives

A significant shareholder, Jasper Lake Ventures One LLC, has alleged 'Events of Default' under a Note Purchase Agreement with Bioceres Crop Solutions Corp.
Bioceres disputes these allegations, indicating a potential legal or financial conflict.
Noah Kolatch, a principal of Jasper Lake, resigned from Bioceres' Board of Directors effective September 30, 2025, in connection with the dispute.

Risks

Potential legal proceedings or disputes arising from Jasper Lake's allegation of 'Events of Default' under the Note Purchase Agreement.
Uncertainty regarding the financial obligations and remedies under the Note Purchase Agreement.
Impact on corporate governance and investor relations due to the resignation of a board member representing a significant shareholder.

Future Outlook

The filing does not provide explicit forward-looking statements or guidance from Bioceres Crop Solutions Corp. or the reporting persons regarding future operations or financial performance, beyond the potential implications of the alleged events of default and the reservation of rights.

Management Comments

The Issuer has responded and disputes that any such Events of Default have occurred under the Note Purchase Agreement.

Industry Context

This filing highlights a dispute between a company and a significant shareholder/noteholder, a common occurrence in corporate finance. Such disputes can signal underlying financial or operational issues, or disagreements over strategic direction, potentially impacting investor confidence in the agricultural biotechnology sector.

Management Changes

Role	Previous Person	New Person	Effective Date	Reason
Member of the Board	Noah Kolatch	N/A	September 30, 2025	Resignation in connection with the delivery of a reservation of rights letter by Jasper Lake Ventures One LLC, alleging Events of Default under a Note Purchase Agreement.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Board Composition	Noah Kolatch, a principal of Jasper Lake Ventures One LLC, resigned from the Board of Directors.	September 30, 2025	The resignation of a board member representing a significant shareholder (10.7%) could indicate a breakdown in communication or alignment between a key investor and company management, potentially affecting board dynamics and strategic decision-making.

Legal Proceedings

Jasper Lake Ventures One LLC delivered a 'reservation of rights letter' to Bioceres Crop Solutions Corp., notifying the Issuer of alleged 'Events of Default' under the Note Purchase Agreement.
Bioceres Crop Solutions Corp. disputes that any such Events of Default have occurred.
Jasper Lake reserves all rights and remedies available under the Note Purchase Agreement and applicable law, indicating potential future legal action.

Stakeholder Impact

Shareholders: Increased uncertainty due to a dispute with a major shareholder and a board resignation, potentially impacting share price and investor confidence.
Creditors (Noteholders): The alleged 'Events of Default' directly impact the terms and enforceability of the Note Purchase Agreement, affecting the rights and remedies of noteholders.
Management/Board: The dispute and resignation could lead to internal tensions, require significant time and resources to resolve, and potentially affect the company's strategic direction.

Next Steps

Potential legal actions or negotiations between Jasper Lake Ventures One LLC and Bioceres Crop Solutions Corp. regarding the alleged Events of Default.
Bioceres Crop Solutions Corp. may need to address the allegations and their implications for the Note Purchase Agreement.
Shareholders will likely monitor further developments regarding the dispute and its resolution.

Key Dates

Date	Description
March 31, 2025	Date of outstanding Ordinary Shares (62,712,602) used for percentage calculation, as reported in Issuer's Form 6-K.
June 20, 2025	Date Bioceres Crop Solutions Corp. filed its current report on Form 6-K, reporting outstanding shares as of March 31, 2025.
August 8, 2025	Date the initial Schedule 13D was filed with the SEC.
September 25, 2025	Date Jasper Lake delivered a reservation of rights letter to Bioceres, alleging Events of Default.
September 30, 2025	Date of event requiring this filing and effective date of Noah Kolatch's resignation from the Board.

Recommendation

sell

The filing reveals a serious dispute between Bioceres Crop Solutions Corp. and a significant shareholder/noteholder, Jasper Lake Ventures One LLC, concerning alleged 'Events of Default' under a Note Purchase Agreement. The resignation of Noah Kolatch from the board, a principal of Jasper Lake, further signals a breakdown in corporate governance and investor relations. While the company disputes the allegations, the existence of such a conflict introduces substantial legal and financial uncertainty. This situation presents significant downside risk, making a 'sell' recommendation prudent for investors seeking to avoid potential negative impacts from litigation, financial restructuring, or prolonged instability.

Keywords

Bioceres Crop Solutions, Jasper Lake Ventures, Schedule 13D/A, Beneficial Ownership, Events of Default, Note Purchase Agreement, Board Resignation, Corporate Governance, SEC Filing

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