Bioceres : Participation at Bank of America Merrill Lynch Investor Conference

Bank of America Merrill Lynch

Global Agriculture & Materials Conference

February 2020

Disclaimer and forward-looking statement

This Presentation is for informational purposes only and does not constitute an offer or invitation to sell, a solicitation of an offer to buy, or a recommendation to purchase any equity, assets, business, debt or other financial instruments of the Company or Bioceres or any of their respective affiliates, and shall not form the basis of any contract, nor shall it be construed in any manner as a commitment on the part of any person to proceed with any transaction. Any reproduction of this Presentation, in whole or in part, or the disclosure of its contents, without the prior consent of the Company and Bioceres is prohibited. By accepting this Presentation, each recipient agrees to use this Presentation for the sole purpose of evaluating the Business Combination.

Forward-Looking Statements

This communication includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "forecast," "intend," "seek," "target," "anticipate," "believe," "expect," "estimate," "plan," "outlook," and "project" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements include estimated financial information. Such forward-looking statements are based on management's reasonable current assumptions, expectations, plans and forecasts regarding the Company's and the Issuer's current or future results and future business and economic conditions more generally. Such forward-looking statements involve risks, uncertainties and other factors, which may cause the actual results, levels of activity, performance or achievement of the Company or the Issuer to be materially different from any future results expressed or implied by such forward-looking statements, and there can be no assurance that actual results will not differ materially from management's expectations. Therefore, you should not rely on any of these forward-looking statements. All forward-looking statements contained in this release are qualified in their entirety by this cautionary statement. Forward-looking statements speak only as of the date they are or were made, and Bioceres does not intend to update or otherwise revise the forward-looking statements to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events, except as required by law.

Industry and Market Data

Unless otherwise noted, the forecasted industry and market data contained in the assumptions for the projections are based upon Bioceres' management estimates and industry and market publications and surveys. The information from industry and market publications has been obtained from sources believed to be reliable, but there can be no assurance as to the accuracy or completeness of the included information. Neither Union nor Bioceres has independently verified any of the data from third-party sources, nor has Union or Bioceres ascertained the underlying economic assumptions relied upon therein. While such information is believed to be reliable for the purposes used herein, none of Union, Bioceres, their respective affiliates, nor their respective directors, officers, employees, members, partners, shareholders or agents make any representation or warranty with respect to the accuracy of such information. These materials are highly sensitive and confidential and being supplied to you solely for your information and for use in this Presentation.

Financial Information Presentation

Historical financial information of Bioceres has been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board ("IFRS"). Investors should note that IFRS differs from generally accepted accounting principles in the United States ("US GAAP"), and investors should consult their own professional advisors for an understanding of the difference between IFRS and US GAAP and how those differences might affect such financial statements.

Use of Non-IFRS Financial Measures

This Presentation includes certain non-IFRS financial measures. These non-IFRS measures are an addition, and not a substitute for or superior to measures of financial performance prepared in accordance with IFRS and neither should be considered as an alternative to net income, operating income or any other performance measures derived in accordance with IFRS or as an alternative to cash flows from operating activities as a measure of our liquidity.

Bioceres believes that these non-IFRS measures of financial results provide useful supplemental information to investors about Bioceres and its results. Bioceres' management uses these non-IFRS measures to evaluate Bioceres' financial and operating performance and make day-to-day financial and operating decisions. Bioceres' also believes that these non-IFRS measures are helpful to investors because they provide additional information about trends in Bioceres' core operating performance prior to considering the impact of capital structure, depreciation, amortization and taxation on its results. However, there are a number of limitations related to the use of these non-IFRS measures and their nearest IFRS equivalents. For example other companies may calculate non-IFRS measures differently, or may use other measures to calculate their financial performance, and therefore Bioceres' non-IFRS measures may not be directly comparable to similarly titled measures of other companies.

In this presentation, we discuss non-IFRS measures as forward-lookingnon-IFRS measures as defined by Regulation G, with respect to Bioceres' expected future performance. Not all of the information necessary for a quantitative reconciliation of these non-IFRS financial measures to the most directly comparable IFRS financial measures is available without unreasonable efforts at this time. The probable significance of providing these measures is that the IFRS measures could be materially different.

Copyrights and Trademarks

All materials contained in this Presentation are protected by copyright laws and may not be reproduced, republished, distributed, transmitted, displayed, broadcast or otherwise exploited in any manner. This Presentation contains trademarks, service marks, and trade names belonging to Bioceres, Union, their respective affiliates and other entities and cannot be used without express written consent. Trademarks, service marks, copyrights and trade names referred to in this Presentation, including logos, may appear without the ®, © or TM symbols, but the lack of such symbols is not intended to indicate, in any way, that their respective owners will not assert, to the fullest extent under applicable law, their rights thereto. We do not intend the use or display of other entities' trademarks, service marks, copyrighted material or trade names to imply a relationship or affiliation with, or endorsement or sponsorship of, Bioceres or Union by any other entities or persons.

2

Climate change and environmental resources

In 2050we will need 2.1

planets of resources

In 2019we used 1,7

planets of resources

In 1970we used 1planet of resources

3

Climate change and agriculture

Climate change impact on crop yields will be negativefrom 2030s onwards

RANGE (%)

Agriculture-related activities account for 24%

of the globalgreenhouse gas emissions

Agriculture, Forestry

and other land use

Industry

GIVEN YIELD

24%

21%

STUDIES WITH

Projections beyond 2050 indicate yield

DECREASES GREATER THAN 10%

DISTRIBUTION OF	Transport
GLOBAL GREENHOUSE
GAS EMISSIONS BY	14%
SECTOR
Energy	Buildings

35%6%

4

The challenge

Increase agricultural productivity while bringing global agriculture to

carbon neutrality

5

About us

Bioceres is an Ag-tech Company developing solutions to enable the transition of

agriculture towards carbon neutrality

						Micro-beaded
						fertilizers
Founded by leaders of the						technology
					incorporated
Conservation Agriculture
	HB4® soybean
movement in 2001, with			Synthetic		Regulatory
	collaboration
consistent commitment to it´s		announced		biology group		approval for
		established
				HB4® soybean
mission
					in Argentina
	Microbiome		HB4® wheat
			collaboration
		research
			announced
		launched
	Breeding
R+D	program
capabilities	initiated

established

Bioceres founded

		Bioceres Crop
		Solutions listing
		in NYSE
		American.
		Regulatory
		approval of
Strategic		HB4® soybean in
	Brazil, US and
validation
	Paraguay
Acquisition of
Rizobacter

6

Developing solutions for...

by developing technologies that improve productivity	by originating grain produced with and improved
while preserving environmentalresources - creating	environmental footprintand partnering with selected
intrinsic economic value to enable farming transition to	processors to achieve end-to-endtraceabilityfor
carbon neutrality	consumers

7

HB4 technology

Only available technology for drought tolerancein soybean-wheat

cropping systems

8

Abiotic stress is key to improving crop yields

EcoSoy	EcoWheat
HB4 prepares the plant to better withstand	Combines validated HB4 technology with
adverse environmental conditions	Glufosinate herbicide tolerance (HT)

CONTROL	CONTROL
Drought & Salinity tolerance	Drought & Salinity tolerance
+13% impact in yields	+19.5% impact in yields

Note:
1. Yield increase shown for less than 2,000 tn/ha environments, without yield penalty in high productivity environments (Field Trials Across Varying Yield Environments (Average of 36 trials in 2009-2016)	9

34 Mha

29 Mha

20 Mha

160 $/ha 55 $/ha

Combination of EcoWheat and EcoSoy for Argentina. Brazil and US, EcoSoy only

10

HB4 regulatory approvals

Regulatory approval in over

80% of the global soybean market (AR, BR and US), and pending approvals in6 other

countries

11

HB4and the EcoSeed concept

Isolated and characterized microbial	Integration of strains into HB4 varieties	Integrated/customized
strainsthat promote growth for	and other biological assets, to create	seed product with data
differentenvironments	non-replicableseed products	interface

12

HB4go-to-market strategy

Technologylicensed to seed	Varietieslicensed to seed	Proprietary EcoSeedchannel to
companies	distributors	farmers/partners

13

The HB4 program: from farmers to partners

Wheat - Soybean

HB4®

No-till

Biological +

microbeaded fertilizers

Biologicals + high performance

adjuvants and molecules

OKT monitoring +

scouting

ASC Certified

Monoculture

None

Variable tillage

Conventional

macronutrients

Conventional agrochemicals

None

Uncertified

14

Data gathering - the key for unlocking A.I. value

15

Data uses through A.I., M.L and block-chain-A path to in silico agriculture

16

Our business stages

START-UP PHASE (2001-2011)

JV´s and ACQUISITIONS (2012 - today)

DEVELOPING OF KEY TECHNOLOGIES AND	PARTNERSHIP AND COMPLEMENTARY
COMPETITIVE MOAT	ASSETS

FROM BUSINESS AS USUAL…

MANUFACTURE

SALES

SUPPLY

USE

DISPOSAL

RESOURCES

…TO VALUE CHAIN TRANSFORMATION

17

Proven track-record in delivering solid financial performance

Substantial portion of revenues linked to US dollar, with the exception of Brazil which represents roughly 10% of our top line

Revenue ($M)					Adjusted EBITDA ($M)
Continued and sustained revenue growth			Adj.
			EBITDA	16%	16%	26%	25%
			Margin
161	168
134						41	41

87	22
	14

FY17

FY18

FY19

LTM 12/19

FY17

FY18

FY19

LTM 12/19

Note:

1. Financials presented correspond to unaudited financials for 2Q20 (ended December 31th, 2019)

18

Unaudited consolidated statement of comprehensive income

Figures in $

	Three-month period		Three-month period		Six-month period		Six-month period
	ended		ended		ended		ended
	12/31/2018		12/31/2019		12/31/2018		12/31/2019
Total revenue	62,459,242	62,994,288	92,071,466	99,245,946
Cost of sales	(33,153,669)		(32,962,728)		(47,652,679)		(53,307,802)
Gross profit	29,305,573		30,031,560	44,418,787	45,938,144
% Gross profit	47%	48%	48%	46%
Operating expenses	(10,627,267)	(11,421,021)	(17,756,244)	(21,309,671)
Share of profit (loss) of JV	732,437	1,240,958	812,593	1,298,505
Other income or expenses, net	(400,173)		(286,534)		(298,562)		(181,566)
Operating profit	19,010,570		19,564,963	27,176,574	25,745,412
Finance result	(823,618)		(3,471,629)		(14,559,272)		(19,868,676)
Profit / (loss)before income tax	18,186,952		16,093,334	12,617,302	5,876,736
Income tax	(7,021,142)		(3,443,508)		(5,050,749)		(1,204,655)
Profit / (loss) for the year	11,165,810		12,649,826	7,566,553	4,672,081
Other comprehensive Profit / (loss)	13,883,530		5,834,121		(2,511,723)		(7,566,525)
Total comprehensive Profit / (loss)	25,049,340		18,483,947	5,054,830	(2,894,444)
Profit / (loss) for the period attributable to:
Equity holders of the parent	6,847,451	11,314,881	4,229,006	4,264,504
Non-controlling interests	4,318,359		1,334,945		3,337,547		407,577
	11,165,810		12,649,826	7,566,553	4,672,081
Total comprehensive income / (loss) attributable to:
Equity holders of the parent	16,505,763	16,286,073	2,258,578	(2,427,318)
Non-controlling interests	8,543,577		2,197,874		2,796,252		(467,126)
	25,049,340		18,483,947	5,054,830	(2,894,444)

19

Unaudited consolidated statement of financial position

Figures in $

ASSETS

CURRENT ASSETS

Cash and cash equivalents Other financial assets Trade receivables Other receivables

Income and minimum presumed income taxes recoverable

Inventories

Total current assets

NON-CURRENT ASSETS

Other financial assets Other receivables

Income and minimum presumed income taxes recoverable

12/31/2019 06/30/2019

10,568,858 3,450,873

5,018,453 4,683,508

77,760,561 59,236,377

3,731,810 1,981,829

80,039 1,263,795

31,907,682 27,592,582

129,067,40398,208,964

334,615 376,413

1,752,131 1,560,310

5,6001,184

LIABILITIES	12/31/2019	06/30/2019
CURRENT LIABILITIES
Trade and other payables	55,356,154	40,578,494
Borrowings	71,083,500	66,477,209
Employee benefits and social security	4,662,697	5,357,218
Deferred revenue and advances from customers	5,749,476	1,074,463
Income and minimum presumed income taxes	2,109,114	142,028
payable
Government grants	1,495	2,110
Financed payment - Acquisition of business	-	2,826,611
Lease liability	657,633		-
Total current liabilities	139,620,069	116,458,133
NON-CURRENT LIABILITIES
Trade and other payables	452,654	452,654
Borrowings	40,082,075	37,079,521

Deferred tax assets	1,987,574	3,743,709
Investments in joint ventures and associates	24,270,981	25,321,028
Property, plant and equipment	41,586,032	43,834,548
Intangible assets	35,298,224	39,616,426
Goodwill	26,468,268	29,804,715
Right-of-use leased asset	807,833	-
Total non-current assets		132,511,258		144,258,333
Total assets		261,578,661		242,467,297

Employee benefits and social security	4,243	-
Government grants	1,704,901	8,098
Due to joint ventures and associates	16,328,476	1,970,903
Deferred tax liabilities	287,325	21,101,871
Provisions	1,302,524	439,740
Warrants	528,179	2,861,511
Lease liability	4,243	-
Total non-current liabilities	60,890,836		63,914,298
Total liabilities	200,510,905		180,372,431
EQUITY
Equity attributable to owners of the parent	46,741,879		47,301,863
Non-controlling interests	14,325,877		14,793,003
Total equity	61,067,756	62,094,866

Total equity and liabilities	261,578,661	242,467,297	20

Annex I - Corporate structure

Bioceres SA

(ARG)

									36.1M
						100%		Outstanding
						Bioceres LLC		shares
							(USA)		(NYSE: BIOX)
						76,9%*
		SPAC sponsors &	14,8%	Bioceres Crop
		Solutions Corp
		private investors
				(CAY)
		100%								50%
						100%
			Bioceres					BCS
					BCS Holding
			Semilas SA			Argentina
				INC (USA)
				(ARG)				(ARG)
							100%		50%
	50%		50%
Verdeca LLC			Trigall		RASA Holding	80%	Rizobacter SA
Genetics SA
	(USA)		LLC (USA)			(ARG)
			(UY)

Warrants structure

11,5mpublicly tradewarrants (NYSE: BIOX)

• Strike Price. 11,5 x share
• Maturity:Five yearsafter business combination
• Can be redeemby the company at any time

7,5mnon listedwarrants (BIOX)

• Threetranches:
• • 2.5M - strike price of $18 x share
  • 2.5M - strike price of $15x share
  • 2.5M - strike price of $11.5 x share1
• Can not be redeemby the company

5,2mnon listedwarrants (BIOX)

• Strike Price. 11,5 x share
• Maturity:Five yearsafter business combination
• Can be redeemby the company2

100%					35%
		50%
9	Synertech SA	INDRASA SA	Consolidated entities
subsidiaries		(ARG)		(ARG)

JVs/Non consolidated

1. Vest & becomes exercisable if shares trade above $15 for any 20 trading days

2.	Only exercisable if shares trade above $18	21

Contact us

Investor Relations [e-mail]

1. 0341 4861100
   Investors.biocerescrops.com