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安道麦B:2020年第三季度报告附件(英文版) 下载公告
公告日期:2020-10-30

ADAMA Reports Results for Third Quarter and First Nine Months of 2020

Strong business growth moderated by global currency weakness against the USD? Record Q3 Sales of $978 million, +12% at constant exchange rates (CER), +3% in USD(RMB: +2%)? Driven by 11% volume growth, led by continued growth in emerging markets? Sales in US dollar terms impacted by an estimated $88 million due to weaker currencies? Record 9M Sales of $2,987 million, +8% in CER terms, +1% in USD (RMB: +3%)? Continued strong 8% volume growth despite ongoing global COVID-19 constraints? Sales in US dollar terms impacted by an estimated $222 million due to weaker currencies? Q3 EBITDA of $130 million (Q3’19: $144 million); impacted by estimated $71 million incurrency headwinds? Strong Q3 volume growth and reduced procurement costs more than offset by significantcurrency weakness? Reduced operating expenses, despite inclusion of recent acquisitions? 9M EBITDA of $436 million (9M’19: $509 million); impacted by estimated $164 million incurrency headwinds? Significant currency weakness more than offsetting continued volume growth, lowerprocurement costs and reduction in operating expenses

? Q3 Net Income of $21 million (Q3’19: $42 million); estimated FX impact of approximately$81 million? Reflects lower operating income, higher financial expenses? 9M Net Income of $95 million (9M’19: $173 million); estimated FX impact of approximately$201 million? Reflects lower operating income, higher tax expenses due to BRL weakness in Q1

BEIJING, CHINA and TEL AVIV, ISRAEL, October 29, 2020 – ADAMA Ltd. (the “Company”)(SZSE 000553), today reported its financial results for the third quarter and nine-month periodended September 30, 2020.Ignacio Dominguez, President and CEO of ADAMA, said, “In these unprecedentedly challengingand concerning times, and despite the widespread constraints on, and changes in, how we dobusiness all over the world, our Company continues to deliver record business growth, both in thethird quarter and over the nine-month period. However, while global currencies recovered somewhatagainst the US Dollar in the third quarter, when compared to the prior year currencies remainedgenerally weaker, especially in emerging markets where our growth is strongest, which continued torestrain our sales growth and has severely impacted our profitability in USD terms. Despite this, ourunderlying business remains strong, with continued robust business growth and market share gainsin certain key markets, combined with lower procurement costs and reduced operating expenses,while we remain focused on helping farmers worldwide to do what they do best, feed the world.”

Table 1. Financial Performance Summary

Adjusted, USD (m)Q3 2020Q3 2019% ChangeFX Impact% Change CER9M 20209M 2019% ChangeFX Impact% Change CER
Revenues978953+3%-88+12%2,9872,962+1%-222+8%
Gross profit274295-7%-75+18%869968-10%-184+9%
% of sales28.0%31.0%29.1%32.7%
Operating income (EBIT)7083-16%-72+70%256325-21%-164+29%
% of sales7.1%8.7%8.6%11.0%
Net income2142-50%-81+142%95173-45%-201+71%
% of sales2.2%4.4%3.2%5.9%
EBITDA130144-10%-71+40%436509-14%-164+18%
% of sales13.3%15.1%14.6%17.2%
EPS
- USD0.00890.0173-49%0.03900.0708-45%
- RMB0.06140.1210-49%0.27400.4836-43%

CER: Constant Exchange RatesAll income statement items contained in this release are presented on an adjusted basis. The number of shares used to calculate bothbasic and diluted earnings per share in 2019 is 2,446.6 million shares. The number of shares used to calculate both basic and dilutedearnings per share in 2020 is 2,423.8 and 2,378.3 million shares for the 9 and 3 month periods, respectively, reflecting the buyback andcancellation of 102.4 million shares from CNAC in July 2020.

These “Adjusted” results exclude items that are of a one-time or non-cash/non-operational naturethat do not impact the ongoing performance of the business, and reflect the way the Company’smanagement and the Board of Directors view the performance of the Company internally. TheCompany believes that excluding the effects of these items from its operating results allowsmanagement and investors to effectively compare the true underlying financial performance of itsbusiness from period to period and against its global peers.A summary of these adjustments and a reconciliation between the Adjusted and Reported financialsappears below:

Q3AdjustedAdjustmentsReported
USD (m)Q3 2020Q3 2019Q3 2020Q3 2019Q3 2020Q3 2019
Revenues97895300978953
Gross profit27429510274295
Operating income (EBIT)708320154968
Income before taxes23482015233
Net income21421813329
EBITDA130144-7-8137152
Earnings per share0.00890.01730.00120.1200
9MAdjustedAdjustmentsReported
USD (m)9M 20209M 20199M 20209M 20199M 20209M 2019
Revenues2,9872,962002,9872,962
Gross profit86996822867966
Operating income (EBIT)2563256866188260
Income before taxes135204696366141
Net income95173635732116
EBITDA436509-3-6438515
Earnings per share0.03900.07080.01310.0476

For a detailed description of the above adjustments, please refer to the appendix to this release.Performance in Context of Market EnvironmentDuring the third quarter of 2020, the global agrochemical market is expected to have seen moderategrowth, as the residual impact from COVID-19 continues to linger in many markets. Crop priceshave recovered in many key crops, however, for some such as cotton, planted acreage was lowerdue to the lower crop prices at the time of planting during the first half of the year, impacting sales inthis segment in markets such as the US, Brazil and Turkey. Governments across the world continueto include farmers in extensive support programs, partially offsetting lost income due to thepandemic.While global currencies recovered somewhat against the US Dollar during the third quarter, theygenerally remained significantly weaker when compared to the third quarter and first nine months of2019, especially in the emerging markets where the Company is seeing its strongest growth.Following an extended period of industry-wide supply constraints in recent years due to theincreasingly stringent environmental regulations imposed on Chinese producers, during the first halfof the year, procurement costs of chemical raw materials and intermediates started to decline asgeneral levels of production and supply increased. This increase in production and supply was seendespite some disruptions due to the initial COVID-19 outbreak in the first quarter.The Company started to benefit from this trend in the third quarter as these lower procurement costshave migrated through the Company’s inventory cycle. However, the lower prices have also had anegative impact on the Company’s sales of chemical raw materials and intermediates, which formpart of its Ingredients & Intermediates business in both China and Israel.Acquisition of HuifengOn October [28], 2020, ADAMA announced the acquisition of a majority stake in a newly establishedcompany that will hold the vast majority of the crop protection synthesis and formulation facilities ofJiangsu Huifeng Bio Agriculture Co., Ltd (“Huifeng”), a leading Chinese crop protection producer andkey player in the Chinese crop protection market.Transaction Overview:

? Phase I: as announced on November 6, 2019, ADAMA will acquire a 50% stake in Shanghai

Dibai Plant Protection Co., Ltd. (“Dibai”), a wholly-owned subsidiary of Huifeng focused on thesale and distribution of key formulated crop protection products in China

o Closing of Phase I is expected to occur in the coming weeks, subject to customary approvalsand Closing conditions? Phase II: Under the agreement now executed, ADAMA will further acquire:

o a 51% equity stake in Jiangsu Kelinong Co., Ltd. (“Kelinong”), a newly established, wholly-owned subsidiary of Huifeng to which Huifeng is to transfer its key crop protection synthesisand formulation facilities;o an additional 1% in Dibai? Following the completion of these transactions, ADAMA will hold 51% of the equity in bothKelinong and Dibai, providing ADAMA with a majority stake in one of China’s leading cropprotection manufacturers, and significantly bolstering ADAMA’s commercial presence in theChina crop protection market? The total cash consideration for both phases of the transaction is approximately RMB 1,224

million (approximately $175 million)? Closing of Phase II is subject to customary Closing conditions, including regulatory and other

corporate approvals, and is further subject to full resumption of production at the relevant

facilities of Huifeng. Huifeng has made significant progress in the rectification of its

environmental issues and is in the process of obtaining approvals to resume production activities.Financial HighlightsRevenues in the third quarter grew by 12% and by 8% in the nine-month period, in CER terms,compared to the corresponding periods last year. This growth was driven by strong increases involumes, up 11% in the quarter and 8% in the nine-month period.Growth in the quarter was led by a strong performance in Latin America, driven by robust volumegrowth across the region despite widespread COVID-19 related restrictions. Continued growth wasalso seen in Asia-Pacific as well as in the India, Middle East & Africa region. The noteworthy growthin the quarter in these regions more than compensated for lower sales in Europe and North America,largely due to challenging weather conditions.In US dollar terms, sales grew by a more moderate 3% in the quarter and 1% in the nine-monthperiod (2% and 3%, respectively in RMB terms), compared to the corresponding periods last year.The lower growth in USD (and RMB) terms reflects the generally weaker currencies, especially inthe emerging markets of Latin America and the India, Middle East & Africa regions where theCompany is growing the fastest, which constrained sales in US dollar terms by an estimated $88million and $222 million, respectively, when compared to the same periods last year.Gross profit in the third quarter was $274 million (gross margin of 28.0%) and $869 million (grossmargin of 29.1%) in the nine-month period, compared to $295 million (gross margin of 31.0%) and$968 million (gross margin of 32.7%) in the corresponding periods last year, respectively.The third quarter saw the Company start to benefit from a marked drop in procurement costs whichbegan earlier in the year and which are now migrating through the Company’s inventory cycle. Thiswas partially offset by somewhat higher manufacturing costs related to the stronger Israeli shekel.However, in both the third quarter and nine-month periods, the strong volume growth and lowerprocurement costs were more than offset by the material depreciation of global currencies, whichconstrained gross profit by an estimated $75 million and $184 million, respectively.Operating expenses: Total operating expenses in the third quarter were $205 million (20.9% ofsales) and $613 million (20.5% of sales) in the nine-month period, compared to $212 million (22.3%of sales) and $643 million (21.7% of sales) in the corresponding periods last year, respectively. TheCompany continues to maintain tight control of its operating expenses, which were also naturallyconstrained by the impact of COVID-19, and saw a marked decrease in expenses in both thequarter and nine-month periods, despite the inclusion of recent acquisitions. Operating expenses inthe 2020 periods also benefited from the global currency weakness against the US dollar when

compared to prior periods, while operating expenses in the 2019 periods were net of income relatedto expropriation of land recorded then.Operating income in the third quarter was $70 million (7.1% of sales) and $256 million (8.6% ofsales) in the nine-month period, compared to $83 million (8.7% of sales) and $325 million (11.0% ofsales) in the corresponding periods last year, respectively. The global currency weakness impactedoperating income by an estimated $71 million in the quarter and $164 million in the nine-monthperiod.EBITDA in the quarter was $130 million (13.3% of sales) and $436 million (14.6% of sales) in thenine-month period, compared to $144 million (15.1% of sales) and $509 million (17.2% of sales)recorded in the corresponding periods last year, respectively. The global currency weaknessimpacted EBITDA in the third quarter by an estimated $71 million and $164 million in the nine-monthperiod.Financial expenses and investment income: Total net financial expenses and investment incomewere $47 million in the quarter and $121 million in the nine-month period, compared to $35 millionand $122 million in the corresponding periods last year, respectively. The higher financial expensesin the quarter were due to an increase in financing costs on the NIS-denominated, CPI-linked bondsdue to a higher CPI in Israel, as well as the effect on balance sheet positions of the strengthening ofthe RMB when compared to 2019.Tax expenses: Net tax expenses in the third quarter were $2 million and $41 million in the nine-month period, compared to $6 million and $30 million in the corresponding periods last year,respectively. The lower tax expenses in the quarter were driven by the lower operating income,while the comparative quarter in 2019 saw higher tax expenses due to the devaluation of theBrazilian Real in that quarter, which resulted in non-cash tax expenses due to differences betweenthe functional currency (US dollar) and tax currency (BRL) with respect to the value of non-monetary assets. The higher tax expenses in the nine-month period are largely due to the first-quarter impact of the weakening of the Brazilian Real against the US dollar, which resulted onceagain in an increase in non-cash tax expenses.Net income in the third quarter was $21 million (2.2% of sales) and $95 million (3.2% of sales) inthe first nine months compared to $42 million (4.4% of sales) and $173 million (5.9% of sales) in thecorresponding periods last year. The Company estimates the net impact of the global currencyheadwinds on Net Income to be approximately $81 million in the third quarter and $201 million in thenine-month period.Trade working capital at September 30, 2020 was $2,332 million compared to $2,143 million at thesame point last year. The Company is holding somewhat higher inventory levels due to a change ingeographic and portfolio sales mix, as well as due to the anticipation of further volume growth incoming quarters. The Company also saw an increase in trade receivables, driven largely by itsstrong growth over the last year in emerging markets, most notably in Latin America and Brazil,where customer credit terms are generally longer. These increases were partially offset by highertrade payables.Cash Flow: Operating cash flow of $23 million was generated in the quarter and $196 million overthe nine-month period, compared to $57 million and $10 million generated in the correspondingperiods last year, respectively. The lower operating cash flow in the quarter reflects the loweroperating income alongside higher levels of working capital compared to the parallel period last year.The higher operating cash flow generated in the first nine months of 2020 mainly reflects a moremoderate increase in working capital levels this year than the increase seen in the first nine monthsof 2019, which was more significantly affected by the inclusion of the working capital of companiesacquired during that period.

Net cash used in investing activities was $84 million in the third quarter and $200 million in the nine-month period, compared to $42 million and $245 million in the corresponding periods last year,respectively. The increase in cash used in investing activities in the quarter mainly reflects theCompany’s acquisition in Greece and somewhat higher investment in fixed assets, while the parallelperiod in 2019 saw the receipt of proceeds from expropriation of land. Over the nine-month period,although the Company increased its investment in fixed assets compared to the same period lastyear, the overall decrease in cash used in investing activities largely reflects the relatively higherspend in the same period in 2019 due to the acquisition made in that period.Free cash flow of $68 million was consumed in the third quarter and $56 million in the nine-monthperiod compared to $7 million generated and $290 million consumed in the corresponding periodslast year, respectively, reflecting the lower operating cash flow and higher investment spend in thethird quarter of this year, contrasted with the higher working capital build-up and acquisitions seenover the nine-month period in 2019.Leverage: Balance sheet net debt at September 30, 2020 was $1,163 million, compared to $960million at September 30, 2019, reflecting the acquisitions and strong working capital growth seen inQ4 2019, as well as the free cash flow consumed in the first nine months of this year.Table 2. Regional Sales Performance

CER: Constant Exchange Rates

Europe: Sales were lower by 5.0% in the third quarter and by 0.7% in the nine-month period, inCER terms, compared with the corresponding periods last year.The lower sales in the quarter were largely due to the widespread extreme drought conditions whichreduced crop protection application in key crops such as oilseed rape and winter cereals, resulting insome delayed sales, as well as high inventories in distribution channels. During the quarter, ADAMAcompleted the acquisition of the remaining 51% of Alfa in Greece, bolstering its activities in thisimportant market.During the quarter, the Company obtained multiple new product registrations in the region, includingCOLT

?, a herbicide for the control of broadleaf weeds in winter cereals and pasture, and FOLPANGOLD

?

, a systemic fungicide to combat grapevine mildew, both registered in Bulgaria.In US dollar terms, sales were lower by 4.0% in the quarter and by 3.2% in the nine-month period,compared to the corresponding periods last year, reflecting the net impact of the relativestrengthening of European currencies against the US dollar in the quarter, contrasted with theirrelative weakness over the nine-month period.North America: Sales were lower by 9.3% in the third quarter and by 7.1% in the nine-month period,in CER terms, compared with the corresponding periods last year.

Q3 2020 $mQ3 2019 $mChange USDChange CER9M 2020 $m9M 2019 $mChange USDChange CER
Europe181188-4.0%-5.0%790816-3.2%-0.7%
North America145160-9.3%-9.3%518560-7.6%-7.1%
Latin America335302+10.9%+38.7%714657+8.6%+32.7%
Asia Pacific148138+7.0%+5.3%4974960.2%+3.4%
Of which China8276+9.0%+5.0%250255-1.9%-0.9%
India, Middle East & Africa170166+2.8%+7.5%468432+8.3%+14.2%
Total978953+2.6%+11.8%2,9872,962+0.8%+8.4%

Crop protection sales were markedly lower, largely due to disruptive weather conditions in the USwhich saw windstorms damage corn fields in the mid-west, fires raging in the orchards andvineyards of California and Oregon, and a heatwave challenging cotton farmers in Texas alreadycontending with reduced demand due to the COVID-19 impact on the apparel industry, alongsidelow insect pressure impacting sales of insecticides. This was partially mitigated by the robustperformance of the Company’s Consumer and Professional Solutions business, which continues itsstrong recovery from the COVID-19 related challenges seen earlier in the year.The Company continued to expand its differentiated product offering in the region, following theearlier launches in Canada of CUSTODIA

?

, a combination fungicide controlling a wide range ofdiseases in corn, soybeans and wheat, as well as ORIUS

?, a broad-spectrum fungicide for wheat,barley and oat crops.In US dollar terms, sales were lower by 9.3% in the quarter and by 7.6% in the nine-month period,compared to the corresponding periods last year, reflecting the moderate weakening of theCanadian Dollar seen in the first half of the year.Latin America: Sales grew by a robust 38.7% in the third quarter and by 32.7% in the nine-monthperiod, in CER terms, compared to the corresponding periods last year, driven by significant volumegrowth in key countries and continued price increases to partially compensate for the materialweakness of the currencies in the region, and despite widespread COVID-19 related restrictions.The Company saw significant volume growth in Brazil, driven by strong performances from itsdifferentiated product portfolio including flagship product CRONNOS

?, the triple-action fungicide forsoybean rust, GALIL

?, a differentiated combination insecticide and TRIVOR

?, a dual-actioninsecticide for rapid and extended control of sucking pests, following its successful 2019 launch.Noteworthy performances were also recorded in Argentina, Colombia, Mexico and Paraguay, aswell as in Peru, bolstered by the Company’s recent acquisition in the country.On October 14, 2020, ADAMA acquired a majority stake in FNV S.A., its key crop protectiondistributor in Paraguay, strengthening the Company’s commercial presence in this important marketand providing ADAMA with direct market access, ensuring the sustainability and growth of its keydistribution platform.During the quarter, the Company obtained multiple new product registrations in the region, includingARADDO

?

, a complete solution for the management of a wide range of glyphosate-resistant weedsin soybean, corn and wheat crops in Brazil.In US dollar terms, sales in the region grew by 10.9% in the quarter and 8.6% in the nine-monthperiod, compared to the corresponding periods last year, as the robust business growth was heavilyimpacted by weaker currencies in the region, in particular the significant decline in the Brazilian Realagainst the US dollar.Asia-Pacific: Sales grew by 5.3% in the quarter and by 3.4% in the nine-month period, in CERterms, compared to the corresponding periods last year, driven by continued volume growth.In Asia-Pacific (outside of China), the Company saw strong performance from Australia and NewZealand, benefiting from favorable weather, and more than offsetting challenging seasonalconditions in South East Asia.During the quarter, the Company obtained multiple new product registrations in the region, includingULTRO

?

900 (Carbetamide), a herbicide for the control of grasses in all pulse crops. This is a newactive ingredient in Australia for broadacre cropping, the country’s largest cropping segment.In China, the Company delivered moderate growth in the quarter, with a strong performance from itsbranded, formulated sales being partially offset by lower prices received for its raw materials andintermediates due to increased supply generally from Chinese producers. The growth in the

formulated products was supported by new product launches including AN GUO XUAN

?, aprotective fungicide for tomatoes, and XIN TUO LONG

?

, an effective growth regulating solution forcotton harvesting in the Xinjiang region.In US dollar terms, sales in the region grew by 7.0% in the third quarter but were flat over the nine-month period, compared to the corresponding periods last year, reflecting the strengthening of theChinese Renminbi against the US dollar in Q3, contrasted with the generally weaker currencies overthe nine-month period.India, Middle East & Africa: Sales grew by 7.5% in the quarter and by 14.2% in the nine-monthperiod, in CER terms, compared to the corresponding periods last year, driven by robust volumegrowth.The growth in the region was driven mainly by a strong performance in India, which benefited fromabove-average monsoon rains and good cropping conditions.During the quarter, the Company continued to expand its hybrid product offering in the region,launching TRIGUS

?

, an insecticide for use on sucking pests, in India.In US dollar terms, sales in the region grew by 2.8% in the quarter and by 8.3% in the nine-monthperiod, compared to the corresponding periods last year, reflecting the impact of softer currencies,most notably the Turkish Lira, the Indian Rupee and the South African Rand.Table 3. Revenues by operating segmentThird quarter sales by segment

Q3 2020 USD (m)%Q3 2019 USD (m)%
Crop Protection88190.0%85589.6%
Intermediates and Ingredients9810.0%9910.4%
Total978100.0%953100.0%

Third quarter sales by product category

Q3 2020 USD (m)%Q3 2019 USD (m)%
Herbicides34535.2%37539.3%
Insecticides32933.6%30431.8%
Fungicides20721.1%17618.5%
Intermediates and Ingredients9810%9910.4%
Total978100.0%1,002100.0%

Note: the sales split by product category is provided for convenience purposes only and is not representative of the way the Company ismanaged or in which it makes its operational decisions.

Nine-month sales by segment

9M 2020 USD (m)%9M 2019 USD (m)%
Crop Protection2,70690.6%2,66990.1%
Intermediates and Ingredients2809.4%2929.9%
Total2,987100.0%2,962100.0%

Nine-month sales by product category

9M 2020 USD (m)%9M 2019 USD (m)%
Herbicides1,23141.2%1,28743.5%
Insecticides85928.8%85028.7%
Fungicides61720.6%53218.0%
Intermediates and Ingredients2809.4%2929.9%
Total2,987100.0%2,962100.0%

Note: the sales split by product category is provided for convenience purposes only and is not representative of the way the Company ismanaged or in which it makes its operational decisions.

Further InformationAll filings of the Company, together with a presentation of the key financial highlights of the period,can be accessed through the Company website at www.adama.com.

##About ADAMAADAMA Ltd. is a global leader in crop protection, providing solutions to farmers across the world tocombat weeds, insects and disease. ADAMA has one of the widest and most diverse portfolios ofactive ingredients in the world, state-of-the art R&D, manufacturing and formulation facilities,together with a culture that empowers our people in markets around the world to listen to farmersand ideate from the field. This uniquely positions ADAMA to offer a vast array of distinctivemixtures, formulations and high-quality differentiated products, delivering solutions that meet localfarmer and customer needs in over 100 countries globally. For more information, visit us atwww.ADAMA.com and follow us on Twitter

?at @ADAMAAgri.ContactBen Cohen Zhujun WangGlobal Investor Relations China Investor RelationsEmail: ir@adama.com Email: irchina@adama.com

Abridged Consolidated Financial Statements

The following abridged consolidated financial statements and notes have been prepared asdescribed in Note 1. While prepared based on the principles of PRC GAAP, they do not contain allof the information which either PRC GAAP or IFRS would require for a complete set of financialstatements and should be read in conjunction with the consolidated financial statements of bothADAMA Ltd. and Adama Agricultural Solutions Ltd. as filed with the Shenzhen and Tel Aviv StockExchanges, respectively.Abridged Consolidated Income Statement for the Third Quarter

Adjusted1Q3 2020 USD (m)Q3 2019 USD (m)Q3 2020 RMB (m)Q3 2019 RMB (m)
Revenues9789536,7696,666
Cost of Sales7016564,8494,583
Business taxes and surcharges332118
Gross profit2742951,8982,064
% of revenue28.0%31.0%28.0%31.0%
Selling & Distribution expenses1551481,0711,035
General & Administrative expenses3132213225
Research & Development expenses131592108
Other61739115
Total operating expenses2052121,4161,483
% of revenue20.9%22.3%20.9%22.3%
Operating income (EBIT)7083482581
% of revenue7.1%8.7%7.1%8.7%
Financial expenses and investment income4735325244
Income before taxes2348158337
Taxes on Income261141
Net income2142146296
% of revenue2.2%4.4%2.2%4.4%
EBITDA1301448991,010
% of revenue13.3%15.1%13.3%15.1%
Earnings per Share – Basic0.00890.01730.06140.1210
– Diluted0.00890.01730.06140.1210

The number of shares used to calculate both basic and diluted earnings per share in 2020 is 2,378.3 million shares,reflecting the buyback and cancellation of 102.4 million shares from CNAC in July. The number of shares used to calculateboth basic and diluted earnings per share in 2019 is 2,446.6 million shares.

For an analysis of the differences between the adjusted income statement items and the income statement items as reported in the

financial statements, see below “Analysis of Gaps between Adjusted Income Statement and Income Statement in Financial Statements”.

Abridged Consolidated Income Statement for the First Nine Months

Adjusted29M 2020 USD (m)9M 2019 USD (m)9M 2020 RMB (m)9M 2019 RMB (m)
Revenues2,9872,96220,89020,282
Cost of Sales2,1081,98414,74413,593
Business taxes and surcharges1096765
Gross profit8699686,0786,624
% of revenue29.1%32.7%29.1%32.7%
Selling & Distribution expenses4654723,2533,230
General & Administrative expenses92101640690
Research & Development expenses4046281318
Other1624110164
Total operating expenses6136434,2844,402
% of revenue20.5%21.7%20.5%21.7%
Operating income (EBIT)2563251,7942,222
% of revenue8.6%11.0%8.6%11.0%
Financial expenses and investment income121122844833
Income before taxes1352049491,389
Taxes on Income4130285206
Net income951736641,183
% of revenue3.2%5.9%3.2%5.9%
EBITDA4365093,0483,481
% of revenue14.6%17.2%14.6%17.2%
Earnings per Share – Basic0.03900.07080.27400.4836
– Diluted0.03900.07080.27400.4836

The number of shares used to calculate both basic and diluted earnings per share in 2020 is 2,423.8 million shares,reflecting the buyback and cancellation of 102.4 million shares from CNAC in July. The number of shares used to calculateboth basic and diluted earnings per share in 2019 is 2,446.6 million shares.

For an analysis of the differences between the adjusted income statement items and the income statement items as reported in the

financial statements, see below “Analysis of Gaps between Adjusted Income Statement and Income Statement in Financial Statements”.

Abridged Consolidated Balance Sheet

September 30 2020 USD (m)September 30 2019 USD (m)September 30 2020 RMB (m)September 30 2019 RMB (m)
Assets
Current assets:
Cash at bank and on hand8426475,7334,579
Bills and accounts receivable1,4201,2149,6688,585
Inventories1,6311,48511,11010,509
Other current assets, receivables and prepaid expenses3233072,2002,171
Total current assets4,2163,65328,71125,844
Non-current assets:
Fixed assets, net1,1521,1127,8447,866
Rights of use assets7478504550
Intangible assets, net1,4411,4479,81510,235
Deferred tax assets130111883782
Other non-current assets78109535771
Total non-current assets2,8752,85719,58120,203
Total assets7,0916,51048,29346,047
Liabilities
Current liabilities:
Loans and credit from banks and other lenders4872983,3142,106
Bills and accounts payable7395815,0324,109
Other current liabilities7827075,3265,002
Total current liabilities2,0081,58613,67211,218
Long-term liabilities:
Loans and credit from banks and other lenders3191412,169998
Debentures1,2341,2068,4028,533
Deferred tax liabilities5752387368
Employee benefits102102693719
Other long-term liabilities1471401,004989
Total long-term liabilities1,8591,64112,65711,607
Total liabilities3,8663,22726,32922,825
Equity
Total equity3,2253,28321,96423,222
Total liabilities and equity7,0916,51048,29346,047

Abridged Consolidated Cash Flow Statement for the Third Quarter

Q3 2020Q3 2019Q3 2020Q3 2019
USD (m)USD (m)RMB (m)RMB (m)
Cash flow from operating activities:
Cash flow from operating activities2357157399
Cash flow from operating activities2357157399
Investing activities:
Acquisitions of fixed and intangible assets-72-69-498-484
Proceeds from disposal of fixed and intangible assets026-3151
Acquisition of subsidiaries-140-96-
Other investing activities211841
Cash flow used for investing activities-84-42-579-292
Financing activities:
Receipt of loans from banks and other lenders149971,030680
Repayment of loans from banks and other lenders-134-146-926-1,020
Interest payment and other-7-9-50-64
Dividend to shareholders-1-35-5-237
Acquisition via combination under common control--59--415
Other financing activities06036
Cash flow from (used for) financing activities7-14649-1,020
Effects of exchange rate movement on cash and cash equivalents6-8-18987
Net change in cash and cash equivalents-48-139-562-827
Cash and cash equivalents at the beginning of the period8847836,2565,382
Cash and cash equivalents at the end of the period8366445,6944,555
Free Cash Flow-687-47144

Abridged Consolidated Cash Flow Statement for the First Nine Months

9M 20209M 20199M 20209M 2019
USD (m)USD (m)RMB (m)RMB (m)
Cash flow from operating activities:
Cash flow from operating activities196101,39294
Cash flow from operating activities196101,39294
Investing activities:
Acquisitions of fixed and intangible assets-186-158-1,301-1,090
Proceeds from disposal of fixed and intangible assets32618182
Acquisition of subsidiaries-14-123-96-827
Other investing activities-310-1573
Cash flow used for investing activities-200-245-1,394-1,662
Financing activities:
Receipt of loans from banks and other lenders5503913,8522,668
Repayment of loans from banks and other lenders-240-214-1,672-1,484
Interest payments and other-57-60-400-413
Dividend to shareholders-2-43-11-294
Acquisition via combination under common control--59--415
Other financing activities-34-52-245-347
Cash flow from (used for) financing activities217-371,524-285
Effects of exchange rate movement on cash and cash equivalents4-9-14862
Net change in cash and cash equivalents217-2811,374-1,791
Cash and cash equivalents at the beginning of the period6199254,3206,346
Cash and cash equivalents at the end of the period8366445,6944,555
Free Cash Flow-56-290-376-1,952

Notes to Abridged Consolidated Financial StatementsNote 1: Basis of preparationBasis of presentation and accounting policies: The abridged consolidated financial statements for thequarters ended September 30, 2020 and 2019 incorporate the financial statements of ADAMA Ltd. and of allof its subsidiaries (the “Company”), including Adama Agricultural Solutions Ltd. (“Solutions”) and itssubsidiaries.The Company has adopted the Accounting Standards for Business Enterprises issued by the Ministry ofFinance (the "MoF") and the implementation guidance, interpretations and other relevant provisions issued orrevised subsequently by the MoF (collectively referred to as "CASBE").The abridged consolidated financial statements contained in this release are presented in both ChineseRenminbi (RMB), as the Company’s shares are traded on the Shenzhen Stock Exchange, as well as in UnitedStates dollars ($) as this is the major currency in which the Company’s business is conducted. For thepurposes of this release, a customary convenience translation has been used for the translation from RMB toUS dollars, with Income Statement and Cash Flow items being translated using the quarterly averageexchange rate, and Balance Sheet items being translated using the exchange rate at the end of the period.The preparation of financial statements requires management to make estimates and assumptions that affectthe reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date ofthe financial statements, and the reported amounts of revenues and expenses during the reporting period.Actual results could differ from those estimated.Note 2: Abridged Financial StatementsFor ease of use, the Financial Statements shown in this release have been abridged as follows:

Abridged Consolidated Income Statement:

? “Operating expenses” includes selling and distribution expenses; general and administrative expenses;

research and development expenses; impairment losses; gain (loss) from disposal of assets and non-operating income and expenses? “Financial expenses and investment income” includes net financing expenses; gains from changes infair value; and investment income (including share of income of equity accounted investees)

Abridged Consolidated Balance Sheet:

? “Other current assets, receivables and prepaid expenses” includes financial assets held for trading;financial assets in respect of derivatives; prepayments; other receivables; and other current assets? “Fixed assets, net” includes fixed assets and construction in progress? “Intangible assets, net” includes intangible assets and goodwill? “Other non-current assets” includes other equity investments; long-term equity investments; long-term

receivables; investment property; and other non-current assets? “Loans and credit from banks and other lenders” includes short-term loans and non-current liabilitiesdue within one year? “Other current liabilities” includes financial liabilities in respect of derivatives; payables for employeebenefits, taxes, interest, dividends and others; advances from customers and other current liabilities? “Other long-term liabilities” includes long-term payables, provisions, deferred income and other non-current liabilities

Analysis of Gaps between Adjusted Income Statement and ReportedIncome Statement in Financial Statements

For the below tables in USD terms, please see page 2 of this release.

Q3AdjustedAdjustmentsReported
RMB(m)Q3 2020Q3 2019Q3 2020Q3 2019Q3 2020Q3 2019
Revenues6,7696,666006,7696,666
Gross profit1,8982,064411,8942,063
Operating expenses1,4161,483-137-1031,5531,586
Operating income (EBIT)482581141104341477
Income before taxes15833714110417233
Net income1462961269020206
EBITDA8991,010-50-549501,064
Earnings per share0.06140.12100.00860.0842
9MAdjustedAdjustmentsReported
RMB(m)9M 20209M 20199M 20209M 20199M 20209M 2019
Revenues20,89020,2820020,89020,282
Gross profit6,0786,62413146,0656,610
Operating expenses4,2844,402-465-4334,7494,835
Operating income (EBIT)1,7942,2224784481,3151,775
Income before taxes9491,389484427466962
Net income6641,183439388225795
EBITDA3,0483,481-21-433,0693,524
Earnings per share0.27400.48360.09290.3248

Income Statement Adjustments

Q3 2020 USD (m)Q3 2019 USD (m)Q3 2020 RMB (m)Q3 2019 RMB (m)
Net Income (Reported)3.029.520.4206.1
Adjustments to COGS & Operating Expenses:
1. Amortization of Legacy PPA of 2011 acquisition of Solutions (non-cash)11.511.579.280.1
2. Amortization of Transfer assets received and written-up due to 2017 ChemChina-Syngenta transaction (non-cash)7.67.752.553.5
3. China Relocation & Upgrade related costs0.61.64.311.2
4. Long-term incentive (non-cash)-2.5-7.8-17.6-54.3
5. Amortization of acquisition-related PPA (non-cash)2.21.914.913.4
6. Employee early retirement expenses0.6-3.8-
7. Capital gain recognized on acquisition of control of an equity investee-8.5--59.0-
8. Non-core assets impairment9.0-62.6-
Total Adjustments to Operating Income (EBIT)20.414.9140.8103.9
Total Adjustments to EBITDA-7.3-7.7-50.2-53.7
Total Adjustments to Income before Taxes20.414.9140.8103.9
Adjustments to Taxes
1. Tax shield on Legacy PPA of 2011 acquisition of Solutions1.91.913.513.6
5. Deferred tax due to PPA0.20.11.70.5
Total adjustments to Net Income18.212.8125.789.8
Net Income (Adjusted)21.142.3146.1296.0
9M 2020 USD (m)9M 2019 USD (m)9M 2020 RMB (m)9M 2019 RMB (m)
Net Income (Reported)31.8116.4222.1497.4
Adjustments to COGS & Operating Expenses:
1. Amortization of Legacy PPA of 2011 acquisition of Solutions (non-cash)34.434.4239.6235.4
2. Amortization of Transfer assets received and written-up due to 2017 ChemChina-Syngenta transaction (non-cash)23.027.5160.3187.7
3. China Relocation & Upgrade related costs2.46.117.141.9
4. Long-term incentive (non-cash)-7.7-6.4-54.4-45.0
5. Amortization of acquisition-related PPA (non-cash)5.84.041.927.5
6. Employee early retirement expenses10.0-70.0-
7. Capital gain recognized on acquisition of control of an equity investee-8.5--59.0-
8. Non-core assets impairment9.0-62.6-
Total Adjustments to Operating Income (EBIT)68.565.6478.2447.5
Total Adjustments to EBITDA-3.0-6.1-20.8-43.4
Adjustments to Financing Expenses:
9. Revaluation of non-cash adjustment related to non-controlling interest0.8-3.05.6-20.5
Total Adjustments to Income before Taxes69.362.5483.9427.0
Adjustments to Taxes
1. Tax shield on Legacy PPA of 2011 acquisition of Solutions5.85.840.740.0
5. Deferred tax due to PPA0.6-0.24.1-1.4
Total adjustments to Net Income62.956.9439.0388.3
Net Income (Adjusted)94.6173.3664.11,183.1

Notes:

1. Amortization of Legacy PPA of 2011 acquisition of Solutions (non-cash): Under PRC GAAP, the Company has inherited the historical

“legacy” amortization charge from the first combined reporting for Q3 2017 that ChemChina previously was incurring in respect of its acquisitionof Solutions in 2011. This amortization is done in a linear manner on a quarterly basis, most of which will be completed and removed in thesecond half of 2020.

2. Amortization of Transfer assets received and written-up due to 2017 ChemChina-Syngenta transaction (non-cash): The proceeds from

the Divestment of crop protection products in connection with the approval by the EU Commission of the acquisition of Syngenta byChemChina, net of taxes and transaction expenses, were paid to Syngenta in return for the transfer of a portfolio of products in Europe ofsimilar nature and economic value. Since the products acquired from Syngenta are of the same nature and with the same net economic valueas those divested, and since in 2018 the Company excluded the one-time gain that it made on the divested products, the additionalamortization charge incurred due to the written-up value of the acquired assets is also excluded to present a consistent view of Divestment andTransfer transactions, which had no net impact on the underlying economic performance of the Company. These additional amortizationcharges will continue until 2032 but at a reducing rate, yet will still be at a meaningful level (more than $10 million per year) until 2028.

3. China Relocation & Upgrade related costs: These are non-cash accelerated depreciation charges related to the three-year Relocation &Upgrade program in China. Production assets located in the old production sites in Jingzhou and Huai’An will be relocated to the new sites inthe coming years. Since some of the older production assets may not be able to be relocated, their economic life has been shortened andtherefore will be depreciated over a shorter period. Since these are older assets that were built many years ago and will be replaced by newerproduction facilities at the new sites, and since the ongoing operations of the business will not be impacted thereby, the Company adjusts forthe impact of the accelerated depreciation of these assets.

4. Long-term Incentive (non-cash): The Company granted its employees, who are mainly non-Chinese residents, a long-term incentive (LTI) in

the form of 'phantom' options, due to the complexity of granting Chinese-listed, equity-settled options to non-Chinese employees. As such, theCompany records an expense, or recognizes income, depending on the fluctuation in the Company’s share price, even though the Companywill not incur any cash impact prior to exercise of the phantom options. To neutralize the impact of such share price movements on themeasurement of the Company’s performance and expected employee compensation and to reflect the existing phantom options, in theCompany’s adjusted financial performance, the LTI is presented on an equity-settled basis in accordance with the value of the existing plan atthe grant date.

5. Amortization of acquisition-related PPA (non-cash): Related to the amortization of non-cash intangible assets created as part of theallocation of the purchase price (PPA) on acquisitions; has no impact on the ongoing performance of the companies acquired.

6. Employee early retirement expenses: Provision for early retirement plan of employees at the Company’s Israeli manufacturing sites

7. Capital gain recognized on acquisition of control of an equity investee: On 1 July 2020, ADAMA acquired the remaining 51% stake in AlfaAgricultural Supplies, S.A., and in so doing, gained control over the company which previously was accounted for as an equity investee. As aresult of the change of consolidation scope, the company recognized a one-time, non-cash, capital gain.

8. Non-core assets impairment: One-time, non-cash charge due to impairment of peripheral, non-material assets.

9. Revaluation of non-cash adjustment related to non-controlling interest: Relates to put options issued to non-controlling interests as partof historical business combinations which took place before January 1, 2010. The put options are presented as a liability at the present value ofthe future exercise price. The revaluation of these put options in Solutions is recognized under IFRS to Goodwill, but due to the acquisition ofSolutions by the Company in 2017, which is treated from an accounting perspective as a “Business Combination Under Common Control”,such revaluation is recorded as a profit or loss item in the financial reports of the Company. The revaluations of such put options have nobearing on the ongoing performance of the Company and are therefore adjusted for.

Exchange Rates of the Company's Principal Functional Currencies

September 30Q3 Average9M Average
20202019Change20202019Change20202019Change
EUR/USD1.1701.0937.1%1.1691.1125.1%1.1231.124(0.1%)
USD/BRL5.6414.164(35.5%)5.3803.974(35.4%)5.0763.88830.6%
USD/PLN3.8664.0003.4%4.0963.885(5.4%)3.9393.829(2.9%)
USD/ZAR16.92015.083(12.2%)17.97614.677(22.5%)16.74714.367(16.6%)
AUD/USD0.7120.6765.2%0.6550.686(4.5%)0.6750.699(3.5%)
GBP/USD1.2821.2294.3%1.2411.2320.7%1.2701.273(0.2%)
USD/ILS3.4413.4821.2%3.5163.5270.3%3.4773.5893.1%
USD LIBOR 3M0.23%2.09%(88.8%)0.25%2.20%(88.5%)0.80%2.46%(67.6%)
September 30Q3 Average9M Average
20202019Change20202019Change20202019Change
USD/RMB6.8107.073(3.7%)6.9196.992(1.0%)6.9936.8512.1%
EUR/RMB7.9677.7293.1%8.0867.7744.0%7.8507.6992.0%
RMB/BRL0.8280.589(40.7%)0.7780.568(36.8%)0.7260.567(27.9%)
RMB/PLN0.5680.566(0.4%)0.5490.5561.1%0.5630.559(0.8%)
RMB/ZAR2.4852.133(16.5%)2.4442.099(16.4%)2.3952.097(14.2%)
AUD/RMB4.8454.7831.3%4.9484.7933.2%4.7184.791(1.5%)
GBP/RMB8.7298.6940.4%8.9358.6153.7%8.8838.7181.9%
RMB/ILS0.4920.4920.0%0.4940.5042.1%0.4970.5245.1%

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