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安道麦B:2021年第三季度报告(英文版)2021-10-28  

                        ADAMA Ltd.                                                             Third Quarter Report 2021



  Stock Code: 000553(200553)    Stock Abbreviation: ADAMA A(B) Announcement No.2021-45




 The Company and all members of its board of directors hereby confirm that all
 information disclosed herein is true, accurate and complete with no false or misleading
 statement or material omission.




                                ADAMA LTD.

             THIRD QUARTER REPORT 2021


ADAMA Ltd. (hereinafter referred to as “the Company”) is a global leader in crop protection,
providing solutions to farmers across the world to combat weeds, insects and disease.
ADAMA has one of the widest and most diverse portfolios of active 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 farmers and ideate from the
field. This uniquely positions ADAMA to offer a vast array of distinctive mixtures,
formulations and high-quality differentiated products, delivering solutions that meet local
farmer and customer needs in over 100 countries globally.

Please see important additional information and further details included in the
Annex.


                                    October 2021

                                                                                                   1
ADAMA Ltd.                                                        Third Quarter Report 2021




Important Notice

The Company’s Board of Directors, Board of Supervisors, directors, supervisors and
senior managers confirm that the content of the Report is true, accurate and
complete and contains no false statements, misleading presentations or material
omissions, and assume joint and several legal liability arising therefrom.

Ignacio Dominguez, the person leading the Company (President and Chief Executive
Officer) as well as its legal representative and the person leading the accounting
function (acting Chief Financial Officer), hereby assert and confirms the truthfulness,
accuracy and completeness of the Financial Report.

All of the Company’s directors attended the board meeting for the review of this
Report.

This Report and its abstract have been prepared in both Chinese and English.
Should there be any discrepancy between the two versions, the Chinese version
shall prevail.




                                                                                              2
ADAMA Ltd.                                                                                          Third Quarter Report 2021


I.      Main accounting and financial results
1. Whether the Company performs any retroactive adjustments to, or restatements of, its accounting data of last year due
to change in accounting policies or correction of accounting errors
□ Yes√ No

                                              End of Reporting Period              End of last year               +/- (%)
Total assets (RMB’000)                                          49,513,607                      46,801,034              5.80%
Net assets attributable to shareholders
                                                                 21,154,363                      21,353,752             -0.93%
(RMB’000)


                                                                                           January -
                                  July - September 2021            YoY +/- (%)            September            YoY +/- (%)
                                                                                             2021
Operating revenues
                                                   7,424,584                  9.69%              22,488,364             7.65%
(RMB’000)
Net profit attributable to
shareholders of the
                                                   (370,952)            -1917.59%                    (3,916)         -101.74%
Company (RMB’000)
Net profit attributable to
shareholders of the
Company excluding
non-recurring profit and loss
                                                    (384,112)           -3989.35%                   (61,989)         -126.99%
(RMB’000)
Net cash flow from
operating activities
(RMB’000)                                           690,694               338.62%                2,181,987             56.75%

Basic EPS (RMB/share)                                (0.1592)           -1951.39%                   (0.0017)         -101.83%

Diluted EPS (RMB/share)                                   N/A                    N/A                    N/A                 N/A
Weighted average return on
                                                      -1.73%                -1.83%                   -0.02%             -1.03%
net assets

Please see key additional information and further details included in the Annex


2. Non-Recurring profit/loss
√ Applicable □ Not applicable
                                                                                                                Unit: RMB’000
                                                                 July - September 2021          January - September
Item                                                                                                                     Note
                                                                                                       2021
Gains/losses on the disposal of non-current assets
                                                                                  (6,813)                       8,051
(including the offset part of asset impairment provisions)
Government grants recognized through profit or loss
(excluding government grants closely related to business of
                                                                                   11,138                      31,768
the Company and given at a fixed quota or amount in
accordance with government’s uniform standards)
Recovery or reversal of provision for bad debts which is
assessed individually during the years                                             14,604                      27,077
Other non-operating income and expenses other than the
above                                                                             (1,852)                       4,897
Less: Income tax effects                                                            3,917                      13,720
Total                                                                              13,160                      58,073

Explanation of other profit or loss that meets the definition of non-recurring profit or loss
□ Applicable √ Not applicable
No such cases in the Reporting Period.

                                                                                                                                3
ADAMA Ltd.                                                                                      Third Quarter Report 2021



Explanation of why the Company classified an item as non-recurring profit/loss according to the definition in the First
Explanatory Announcement on Information Disclosure for Companies Offering their Securities to the Public.
Non-recurring Profit and Loss, and reclassified any non-recurring profit/loss items are given as examples in the said
explanatory announcement to recurrent profit/loss
□ Applicable √ Not applicable
No such cases in the Reporting Period.


3. Changes in main accounting statement items and financial indicators in the Reporting Period, as well as reasons for the
changes
√ Applicable □ Not applicable


During the third quarter of 2021, crop prices of most of the major commodity crops remained elevated, supporting strong
crop protection demand in most regions. Demand was further aided by positive weather conditions in various regions,
including Australia, Europe and most of China. Dry conditions in the US, Brazil and Canada restrained production of some
crops and posed challenges for farmers in those regions.

Farmer incomes are generally expected to continue to improve as a result of high crop prices. However, farmers are
experiencing broad inflationary pressures across most of their inputs, including seeds, fertilizers, crop protection, fuel and
machinery.

During the quarter, availability of intermediates and active ingredients sourced from China was further constrained,
contributing further to the already high procurement prices amid strong global demand. Beginning in mid-September,
production of active ingredients and intermediates in China was more disrupted as a result of production suspensions due
to power rationing for industrial customers due to a power shortage in the country, as well as the "Dual Control" policy
measures to ensure the country’s energy reduction targets are met. Energy prices have been increasing outside of China
as well, with prices of natural gas, coal and oil all rising considerably.

Global freight and logistics costs remained significantly elevated during the third quarter of 2021, as COVID-19 continues
to disrupt port activity, resulting in container shortages, while demand for container shipping remains high. Similarly,
in-land logistics remain challenged as pandemic-related restrictions continue to create frictions in domestic supply lines.
Taken together, these constraints have impacted both availability of shipping and transportation resources, as well as
significantly increased their costs, a dynamic widely observed across all international trade-related industries.

The Company continues to actively manage its procurement and supply chain activities in order to mitigate these higher
procurement and logistics costs. It also endeavors to adjust its pricing wherever market conditions allow, to compensate
for these increased costs. Although intense competition in certain key markets continues to restrain the Company's ability
to do so in an effective and timely manner, the Company is starting to see positive price movements in certain regions,
most notably in China, as well as in North America and Latin America.


China Operations Update

The Company's manufacturing site in Jingzhou, Hubei (ADAMA Sanonda) continues on its path of gradually ramping up
production following the completion of the Relocation & Upgrade program at the site. This return to production at Sanonda
will progressively reduce the need for incurring additional procurement costs which the Company had endured while the
plant was previously suspended, and is expected to gradually reduce idleness charges as production and utilization levels
steadily rise over the coming months.

As a result of the recent institution of China's "Dual Control" energy restrictions, the Company's manufacturing facilities in
                                                                                                                            4
ADAMA Ltd.                                                                                      Third Quarter Report 2021


Huai'An (ADAMA Anpon) and in Dafeng (ADAMA Huifeng), both in Jiangsu province, were suspended for a number of
weeks in September and October 2021 in advance of the Chinese Golden Week festival. As the restrictions have started
to be loosened in recent weeks, operations at these sites have since resumed, albeit at a more limited capacity. This
temporary suspension caused an increase in idleness costs during the quarter, and is expected to contribute to further
idleness charges in the coming quarters, until the power restrictions are lifted and production is able to resume fully.

The energy restrictions and resulting widespread production suspensions have contributed to a significant increase in
procurement costs of raw materials and intermediates, on top of the already high costs seen in recent months in the face
of strong underlying demand and relatively constrained supply. These costs are expected to remain elevated, and will
continue to impact the Company's profitability in the coming months. The Company endeavors, wherever possible and
supported by market conditions, to increase prices in order to mitigate the impact of the higher costs. In China, although
industry-wide supply shortages are causing increased procurement costs and posing challenges for the Company's
margins, the Company is also benefiting to some extent from the generally higher pricing environment in the sales of its
raw materials and intermediates, where it is seeing strong demand.

                                                                                                          Same
                                January -          Same period                       January -
                                                                                                         period
                               September             last year                      September
                                                                        +/-%                            last year    +/-%
                                  2021              (000’RMB)                         2021
                                                                                                       (000’USD)
                               (000’RMB)                                           (000’USD)

Operating income
                                    22,488,364           20,889,623      7.65%            3,475,992 2,986,609         16.39%
(Revenues)

 Cost of goods sold                 16,143,819           14,757,406      9.39%            2,495,316 2,110,039         18.26%

 Sales & Marketing
                                     3,725,486            3,681,011      1.21%              575,816      526,484       9.37%
 expenses
 General &
 Administrative                      1,020,945              768,156    32.91%               157,812      109,877      43.63%
 expenses

 R&D expenses                          340,888              280,212    21.65%                 52,692      40,069      31.50%

    Financial Expenses               1,107,975            1,191,155     -6.98%              171,273      170,242       0.61%

    Gain (loss) from
    Changes in Fair                  (328,167)              228,849 -243.40%                (50,878)      32,905    -254.62%
    Value
    Investment Income
                                       506,381              171,333 195.55%                   78,409      24,295    222.74%
    (loss)
 Total Net Financial
 Expenses and                          929,761              790,973    17.55%               143,742      113,042      27.16%
 Investment Income

Total profits                          244,550              465,547 -47.47%                   37,797      66,070     -42.79%

 Income tax expenses                   246,269              240,489      2.40%                38,054      34,277      11.02%

Net profit attributable
to shareholders of the                  (3,916)             225,058 -101.74%                    -595      31,793    -.8.101%
Company

EBITDA                               2,619,409            3,068,857 -14.65%                 404,900      438,459      -7.65%




                                                                                                                            5
ADAMA Ltd.                                                                                  Third Quarter Report 2021


                                                                             Q3 2021         Q3 2020
                      Q3 2021         Q3 2020 (000’RMB)
                                                               +/-%         (000’USD)      (000’USD)       +/-%
                     (000’RMB)

Operating
income                   7,424,584             6,768,583           9.69%       1,147,469       978,205          17.30%
(Revenues)
 Cost of goods
                         5,437,109             4,852,936          12.04%         840,308       701,346          19.81%
 sold
 Sales &
 Marketing               1,219,050             1,212,443           0.54%         188,399       175,224           7.52%
 expenses
 General &
 Administrative            449,138              214,970          108.93%          69,421        31,067         123.46%
 expenses

 R&D expenses              113,948               92,027           23.82%          17,612        13,300          32.42%

 Financial
                           659,185              348,363           89.22%         101,884        50,348         102.36%
 Expenses
 Gain (loss)
 from Changes              336,415              (36,661)       -1017.64%          51,993        -5,298       -1081.37%
 in Fair Value
 Investment
                           (21,375)             119,204         -117.93%          (3,304)       17,227        -119.18%
 Income (loss)
Total Net
Financial
Expenses and               344,145              265,820           29.47%          53,195        38,419          38.46%
Investment
income

Total profits             (175,764)              16,700        -1152.48%          -27,178        2,418       -1223.99%

 Income tax
                           195,188               (3,709)       -5362.55%          30,164          -534       -5748.69%
 expenses
Net profit
attributable to
shareholders              (370,952)              20,409        -1917.59%          -57,342        2,952       -2042.48%
of the
Company

EBITDA                     666,988              949,586          -29.76%         103,080       137,242         -24.89%

Note: Since the functional currency of main overseas subsidiaries is the USD, and the Company’s management review of
the Company’s performance is based on the USD results, following explanations and analysis are based on
USD-denominated numbers as listed above.


Analysis of Financial Highlights
(1)    Revenues
       Revenues in the third quarter grew by 17% (+10% in RMB terms) to $1,147 million, driven by a combination of
       continued robust 14% volume growth, including the contribution of newly acquired companies, as well as
       moderately higher prices and favorable exchange rate movements.
       In the quarter, the Company delivered significant growth in Europe, with strong demand driven by high crop prices
       being aided by supportive weather conditions in certain areas. The Company continues to grow strongly in China,
       where sales of its branded, formulated portfolio were supported by new product launches and further bolstered by

                                                                                                                        6
ADAMA Ltd.                                                                                      Third Quarter Report 2021


        the contribution of newly acquired companies. The Company also benefited from strong demand and higher prices
        for the sales of its raw materials and intermediates in the country. The Company delivered a strong performance in
        North America, driven by a combination of significant volume growth and higher prices, as well as in Latin America,
        led by Brazil, which saw robust demand and higher prices.
        The accelerated growth in the quarter brought nine-month sales to a record-high of $3,476 million, an increase of
        16% (+8% in RMB terms).



Regional Sales Performance

                                      Q3 2021        Q3 2020        Change         9M 2021        9M 2020       Change
                                        $m             $m            USD             $m             $m           USD
Europe                                     220            181         21.8%              825              790      4.5%
North America                              183            145         26.3%              628              518     21.4%
Latin America                              372            335         11.1%              820              714     14.8%
Asia Pacific                               194            148         31.6%              677              497     36.3%
 Of which China                            121              82        46.6%              380              250     52.0%
India, Middle East & Africa                178            170           4.6%             525              468     12.2%
Total                                    1,147            978         17.3%             3,476        2,987        16.4%



Europe: Sales were up by 20.3% in the third quarter and by 2.9% in the first nine months of the year, in constant
exchange rates (CER), compared with the corresponding periods last year.

In the third quarter, the Company saw significant growth across most of Europe, with strong demand driven by continued
high crop prices. Noteworthy performances were delivered in most markets of Central, Eastern and Northern Europe,
where supportive weather later in the quarter ensured a positive start to the autumn season, especially in oilseed rape,
winter cereals and sunflower.

In US dollar terms, sales were higher by 21.8% in the quarter and by 4.5% in the first nine months, compared to the
corresponding periods last year, reflecting the net impact of the strengthening of regional currencies.

North America: Sales were up by 26.0% in the third quarter and by 20.6% in the first nine months of the year, in CER
terms, compared with the corresponding periods last year.

The especially strong performance in the third quarter was driven by a combination of significant volume growth and
higher prices, as the Company sees robust demand in both the Agriculture as well as Consumer & Professional arms.
This pleasing result was achieved despite supply concerns in certain products. In Canada, the Company delivered a
pleasing performance, as higher insecticide applications compensated for reduced fungicide usage as a result of
drought in the prairies.

In US dollar terms, sales were higher by 26.3% in the quarter and by 21.4% in the first nine months, compared to the
corresponding periods last year, reflecting the strengthening of the Canadian Dollar.

Latin America: Sales grew by 9.2% in the third quarter and by 15.8% in the first nine months of the year, in CER terms,
compared to the corresponding periods last year.

The pleasing performance in the quarter was led by strong growth in Brazil, driven by robust demand and higher prices,
and benefiting from strong performance of newly launched products, as the country starts to reopen after the recent
improvement in the COVID situation in the country allowing resumption of normal commercial activities.

                                                                                                                            7
ADAMA Ltd.                                                                                      Third Quarter Report 2021


In US dollar terms, sales in the region grew by 11.1% in the quarter, reflecting a strengthening in regional currencies
during the quarter compared to the parallel quarter in 2020. In the nine-month period, sales in the region grew by 14.8%
in US dollar terms, compared to the corresponding period last year, reflecting the somewhat weaker average currency
levels that prevailed during the first quarter of 2021 compared to the parallel quarter in 2020, which saw currency
weakness against the USD only late in the quarter at the outbreak of COVID-19.

Asia Pacific: Sales grew by 26.7% in the quarter and by 26.0% in the first nine months of the year, in CER terms,
compared to the corresponding periods last year.

The Company is growing strongly in Asia Pacific, led by China where the Company continues to grow sales of its
branded, formulated portfolio, supported by new product launches and bolstered by the acquisition of Huifeng’s
domestic commercial arm at the end of 2020. In China, although industry-wide supply shortages are causing increased
procurement costs and posing challenges for the Company's margins, the Company is also benefiting to some extent
from the generally higher pricing environment in the sales of its raw materials and intermediates where it is seeing
strong demand.

In the rest of APAC, the Company delivered a noteworthy performance in the Pacific region, enjoying positive seasonal
conditions and healthy demand as farmers benefit from the high crop prices. This more than offset somewhat softer
performance in South East Asian countries, where ongoing COVID restrictions continued to impact commercial activities,
and were further exacerbated by poor seasonal conditions in many countries, including floods in parts of Thailand.

In US dollar terms, sales in the region grew by 31.6% in the third quarter and by 36.3% in the first nine months of the
year, compared to the corresponding periods last year, reflecting the impact of the strengthening of regional currencies,
most notably the Australian Dollar and Chinese Renminbi.

India, Middle East and Africa: Sales grew by 2.9% in the quarter and by 10.9% in the first nine months of the year, in
CER terms, compared to the corresponding periods last year.

The moderate growth in the region in the quarter was led by a noteworthy performance in South Africa, where the
Company is benefiting from favorable cropping conditions and new product launches. However, growth in India is
slowing as farmers missed some applications due to volatile weather conditions following a previously strong start to the
monsoon season.

In US dollar terms, sales in the region grew by 4.6% in the quarter and by 12.2% in the first nine months of the year,
compared to the corresponding periods last year, reflecting the impact of the strengthening of regional currencies
compared to the USD, most notably the Israeli Shekel.

(2)    Cost of Goods
       Cost of Goods Sold in the third quarter was $840 million (RMB 5,437 million) (73.2 % of sales), compared to $701
       million (RMB 4,853 million) (71.7 % of sales) reported in the corresponding quarter last year. In the first nine months,
       Cost of Goods sold was $2,495 million (RMB 16,144 million) (71.8 % of sales), compared to $2,110 million (RMB
       14,757 million) (70.6 % of sales) reported in the corresponding period last year.
       The Company recorded certain extraordinary charges within its reported cost of goods sold, totaling approximately
       $11 million (RMB 71 million) in the third quarter (Q3 2020: $ 10 million (RMB 68 million)) and $36 million (RMB 235
       million) in the first nine months (9M 2020: $28 million (RMB 193 million)). These charges were largely related to its
       continuing Relocation & Upgrade program, and include mainly excess procurement costs, both in quantity and cost
       terms, incurred as the Company continued to fulfill demand for its products in order to protect its market position
       through replacement sourcing at significantly higher costs from third-party suppliers.
       Excluding the impact of the abovementioned extraordinary charges, the higher Cost of Goods sold, both in the

                                                                                                                             8
ADAMA Ltd.                                                                                     Third Quarter Report 2021


      quarter and in the first nine months, were driven by the impacts of higher logistics, procurement and production
      costs as well as the effect of the strong RMB and ILS, the Company's main production currencies. The recent
      temporary plant suspensions in China resulting from the country's Dual Control policy have further challenged
      supply of raw materials, intermediates and active ingredients, serving to further exacerbate the impact of already
      high procurement costs.


(3)   Operating Expenses:
      Operating expenses include Sales and Marketing, General and Administration and R&D.
      Operating expenses in the third quarter were $275 million (RMB 1,782 million) (24% of sales) and $786 million
      (RMB 5,087 million) (23% of sales) in the nine-month period, compared to $220 million (RMB 1,519 million) (22%
      of sales) and $676 million (RMB 4,729 million) (23% of sales) in the nine-month period reported in the
      corresponding periods last year.
      The Company recorded certain non-operational, mostly non-cash, charges within its reported operating expenses,
      mainly as follows:

      (i)     $4 million (RMB 28 million) in Q3 2021 (Q3 2020: $8 million (RMB 53 million)) and $19 million (RMB 122
              million) in 9M 2021 (9M 2020: $23 million (RMB 160 million)) in non-cash amortization charges in respect of

              Transfer assets received and written-up related to the 2017 ChemChina-Syngenta acquisition. The
              proceeds from the Divestment of crop protection products in connection with the approval by the EU

              Commission of the acquisition of Syngenta by ChemChina, net of taxes and transaction expenses, were
              paid to Syngenta in return for the transfer of a portfolio of products in Europe of similar nature and economic

              value. Since the products acquired from Syngenta are of the same nature, and with the same net economic
              value as those divested, the Divestment and Transfer transactions had no net impact on the underlying

              economic performance of the Company. These additional amortization charges will continue until 2032 but
              at a reducing rate, yet will still be at a meaningful level until 2028;

      (ii)    $4 million (RMB 25 million) in Q3 2021 (Q3 2020: $3 million (RMB 19 million)) and $11 million (RMB 73
              million) in 9M 2021 (9M 2020: $8 million (RMB 55 million)) in charges related mainly to the non-cash
              amortization of intangible assets created as part of the Purchase Price Allocation (PPA) on acquisitions,
              with no impact on the ongoing performance of the companies acquired, as well as other M&A-related costs.

      (iii)   $16 million (RMB 101 million) in Q3 2021 (Q3 2020: $1 million (RMB 9 million)) and $31 million (RMB 198
              million) in 9M 2021 (9M 2020: $14 million (RMB 97 million)) in idleness charges largely related to

              suspensions at the facilities being relocated as well as to the temporary suspension of the Jingzhou site in
              Q1 2020 at the outbreak of COVID-19 in Hubei Province.

      The higher aggregate amount of non-operational charges in Q3 and 9M 2020 then also included $11 million (RMB
      79 million) and $34 million (RMB 240 million), respectively, in non-cash amortization charges related to the legacy
      PPA of the 2011 acquisition of Adama Agricultural Solutions, which have now largely finished, and $1 million (RMB
      4 million) and $10 million (RMB 70 million), respectively, in early retirement expenses. For further details on these
      non-operational charges, please see the appendix to this report.

      Excluding the impact of the abovementioned non-operational charges, the higher operating expenses in the
      quarter and the nine-month period largely reflect the strong volume-driven growth of the business and the
      additional operating expenses of the newly acquired companies, together with significantly higher global logistics

                                                                                                                           9
ADAMA Ltd.                                                                                      Third Quarter Report 2021


      and shipping costs, as well as the impact of generally stronger global currencies against the US dollar. In addition,
      alongside the many benefits the Company enjoys from the collaboration with other companies in the Syngenta
      Group, most notably in commercial cross-sales as well as in the areas of procurement and operations, ADAMA
      recorded certain related expenses and charges.

(4)   Financial Expenses
      “Financial Expenses” alone mainly reflect interest payments on corporate bonds and bank loans as well as foreign
      exchange gains/losses on the bonds and other monetary assets and liabilities before the Company carries out any
      hedging. The impact of Financial Expenses (before hedging) is RMB 659 million and RMB 1,108 million ($102
      million and $171 million) for the three and first nine months of 2021, respectively, compared with RMB 348 million
      and RMB 1,191 million ($50 million and $170 million) for the corresponding periods in 2020.
      Given the global nature of its operational activities and the composition of its assets and liabilities, the Company, in
      the ordinary course of its business, uses foreign currency derivatives (forwards and options) to hedge the cash flow
      risks associated with existing monetary assets and liabilities that may be affected by exchange rate fluctuations.
      Net gains/losses from hedging of those positions, are recorded in “Gains/Losses from Changes in Fair Value”, and
      are then transferred to “Investment Income” upon realization. The combined impact of the hedging transactions on
      Gains/Losses from Changes in Fair Value and Investment Income is a net gain of RMB 314 million and RMB 174
      million ($49 million and $27 million) in the three and first nine months of 2021, respectively, compared with RMB 22
      million and RMB 326 million ($3 million and $46 million) in the corresponding period in 2020.


      The aggregate of Financial Expenses, Gains/Losses from Changes in Fair Value and Investment Income
      (hereinafter as “Total Net Financial Expenses and Investment Income”), which more comprehensively reflects the
      financial expenses of the Company in supporting its main business and protecting its monetary assets/liabilities,
      amounts to RMB 344 million and RMB 930 million ($53 million and $144 million) in the three and first nine months
      of 2021, respectively, compared with RMB 266 million and RMB 791 million ($38 million and $113 million) in the
      corresponding period in 2020.


      The higher financial expenses in the quarter and the nine-month period were mainly driven by the net effect of the
      increase in the Israeli CPI on the ILS-denominated, CPI-linked bonds, as well as higher non-cash charges related
      to put options in respect of minority interests. These increases were partially offset by benefits on hedges in
      respect of the RMB.


      In addition, Investment Income also mainly includes an amount of RMB 4 million ($1 million) in respect of equity
      accounted investees in the first nine months of 2021 compared with RMB 15 million ($2 million) and RMB 59
      million ($9 million) capital gain from gaining control over an equity investee in the corresponding period in 2020,
      bringing the total Gains/Losses from Changes in Fair Value and Investment Income to RMB 178 million ($28 million)
      in the first nine months of 2021 compared with RMB 400 million ($57 million) in the corresponding period in 2020.


(5)   Income Tax Expenses
      The significantly higher tax expenses in the third quarter, and the resulting increase over the nine-month period,
      reflects the incurring of higher taxes by the Company's high-growth selling entities in end-markets, as well as the
      largely non-cash impact on the value of non-monetary tax assets of the more significant weakening of the BRL in
      the third quarter of 2021 when compared to the same quarter in 2020. By contrast, over the nine-month period, the
      deterioration of the BRL in 2020 was more significant than in 2021, resulting in a relatively lower impact over the
      nine-month period in 2021.
                                                                                                                           10
ADAMA Ltd.                                                                                Third Quarter Report 2021


Changes in main assets and liabilities
                                                                                                        Unit: RMB’000


 Assets and liabilities     September 30,   December      % change         Explanation for any major change
                                2021        31, 2020
 Cash at bank and on
                                4,956,080     3,863,886      28.27% Additional long-term loans and better collection
 hand
 Accounts receivable            9,005,729     8,766,869       2.72% No Significant change
                                                                    Higher inventory levels due mainly to a shift in
                                                                    geographic and portfolio sales mix, the
                                                                    anticipation of further volume growth in coming
 Inventories                   11,345,025    10,338,273       9.74% quarters in the face of uncertain supply
                                                                    conditions, the increase in procurement and
                                                                    production costs, as well as the inclusion of
                                                                    recent acquisitions
                                                                    Increase is mainly due to transfer of China
 Fixed assets                   8,084,760     6,576,116      22.94%
                                                                    relocation projects from CIP
                                                                    Changes are mainly due to investments as part
 Construction in progress       1,670,689     1,405,328      18.88%
                                                                    of upgrade and relocation projects
                                                                      Decrease is mainly due to collection of
                                   58,745       95,329      -38.38%
 Long term receivables                                                long-term receivables
 Short-term loans               1,146,246     1,205,498      -4.92% Additional long-term loans and better collection

 Long-term loans                3,608,563     2,387,628      51.14% No Significant change
 Derivative financial
                                  282,478     1,560,788     -81.90% Realization and revaluation of derivatives
 assets
 Derivative financial
                                  240,459     1,463,614     -83.57% Realization and revaluation of derivatives
 liabilities
                                                                    Mainly increase in liabilities in respect of
 Other payables                 1,672,441     1,075,721      55.47% securitization transaction and acquisition of
                                                                    subsidiaries
 Contractual liabilities        1,349,014     1,092,253      23.51% Seasonality increase mainly due to rebates
 Non-current liabilities                                              Increase due to long-term loan expected
                                1,746,360     1,272,581      37.23%
 due within one year                                                  repayment in the coming twelve months
                                                                    Increase due to new plan in one of the group
                                   98,435       27,327     260.21%
 Long term payable                                                  subsidiaries
 Other non-current                                                  Increase due to a put option in respect of
                                1,367,666      434,030      215.11%
 liabilities                                                        minority interests.
                                                                      Due to the B-Shares repurchase and
 Treasury shares                        -       60,357     100.00%
                                                                      cancellation




                                                                                                                    11
ADAMA Ltd.                                                                                  Third Quarter Report 2021


II.   Information regarding the Shareholders
1.    Total number of ordinary shareholders and preference shareholders who had resumed their voting
      rights, and shareholdings of top 10 shareholders at the period-end
                                                                                                              Unit: share

                                                          43,849
                                                                             Total number of preference
                                                 (the number of ordinary A
Total number of ordinary shareholders at                                     shareholders who had resumed
                                              share shareholders is 29,959;                                        0
the end of the Reporting Period                                              their voting right at the end of
                                                  the number of B share
                                                                             the Reporting Period (if any)
                                                 shareholders is 13,890)
                                           Shareholdings of top 10 shareholders
                                                                                 Number of      Pledged or frozen shares
                                  Nature of   Shareholding       Number of
     Name of shareholder                                                      restricted shares
                                shareholder    percentage       shares held                         Status      Number
                                                                                     held
Syngenta Group Co., Ltd.       State-owned
                                                  78.47%       1,828,137,961           --             --           --
                                legal person
China        Cinda      Asset State-owned
                                                   1.34%         31,115,916            --             --           --
Management Co., Ltd.            legal person
Portfolio No.503 of National
                               Others              0.77%         18,000,000 --                  --            --
Social Security Fund
Huarong      Ruitong    Equity
                               State-owned
Investment Management Co.,                         0.55%         12,885,906 --                  --            --
                               legal person
Ltd.
Hong       Kong     Securities Overseas
                                                   0.36%         8,275,503             --             --           --
Clearing Company Limited        legal person
Bosera           Funds-China
Merchants Bank- Bosera
Funds       Xincheng     No.2      Others          0.28%         6,500,000             --             --           --
Collective              Asset
Management Plan
Bosera           Funds-Postal
Savings Bank- Bosera Funds
                                   Others          0.26%         6,000,000             --             --           --
Xincheng No.3 Collective
Asset Management Plan
China                Universal
Fund-Industrial Bank-China
Universal-Strategic
                                   Others          0.19%         4,400,000             --             --           --
Enhancement              No.3
Collective              Asset
Management Plan
State-owned            Assets
                               State-owned
Administration Bureau of                           0.18%         4,169,266             --             --           --
                                legal person
Qichun County
Zhu Shenglan                      Domestic
                                   natural         0.18%         4,100,000             --             --           --
                                   person
                                   Shareholdings of top 10 non-restricted shareholders
                                              Number of non-restricted                     Type of shares
           Name of shareholder
                                            shares held at the period-end             Type                 Number
Syngenta Group Co., Ltd.                        1,828,137,961                RMB ordinary share           1,828,137,961
China Cinda Asset Management Co., Ltd.              31,115,916               RMB ordinary share              31,115,916
Portfolio No.503 of National Social
                                                    18,000,000               RMB ordinary share              18,000,000
Security Fund
Huarong Ruitong Equity Investment
                                                    12,885,906               RMB ordinary share              12,885,906
Management Co., Ltd.
Hong Kong Securities Clearing Company
                                                      8,275,503              RMB ordinary share               8,275,503
Limited
Bosera Funds-China Merchants Bank-
Bosera Funds Xincheng No.2 Collective                 6,500,000              RMB ordinary share               6,500,000
Asset Management Plan
Bosera Funds-Postal Savings Bank-                     6,000,000              RMB ordinary share               6,000,000
                                                                                                                       12
ADAMA Ltd.                                                                                      Third Quarter Report 2021


Bosera Funds Xincheng No.3 Collective
Asset Management Plan
China      Universal     Fund-Industrial
Bank-China           Universal-Strategic
                                                       4,400,000               RMB ordinary share                4,400,000
Enhancement No.3 Collective Asset
Management Plan
State-owned    Assets     Administration
                                                       4,169,266               RMB ordinary share                4,169,266
Bureau of Qichun County
Zhu Shenglan                                      4,100,000                  RMB ordinary share             4,100,000
                                        Syngenta Group Co., Ltd. is not related party or acting-in-concert party as
                                        prescribed in the Administrative Methods for Acquisition of Listed Companies
Related or act-in-concert parties among
                                        to other shareholders. It is unknown to the Company whether shareholders
the shareholders above
                                        above are related parties or acting-in-concert parties as prescribed in the
                                        Administrative Methods for Acquisition of Listed Companies.
Top 10 ordinary shareholders conducting Shareholder Zhu Shenglan held 4,100,000 shares of the Company through a
securities margin trading (if any)      credit collateral securities trading account.


2.        Total number of preference shareholders and shareholdings of the top 10 of such at the period-end
□ Applicable √ Not applicable



III.      Other Significant Events
√Applicable      □Not applicable

1. On August 30, 2021, the Company received the Notice of Sinochem Holdings Corporation Ltd. (“Sinochem Holdings”)
       on the Initiation of Joint Restructuring Procedure released by Sinochem Holdings stating, that the latter decided to
       initiate, starting from the date of the notice, the acquisition procedure for the listed companies associated with

       Sinochem Group and ChemChina in accordance with the relevant provisions. On September 16, 2021, the Company
       received a letter from Sinochem Holdings, stating that the industrial and commercial change registration on the

       transfer of equity in ChemChina to Sinochem Holdings has been completed. After the completion of such transfer, the
       controlling shareholder and the actual controller of the Company remained unchanged.

2. On September 28, 2021, the Company received the Shares Registration Confirmation Letter issued by China
       Securities Depository and Clearing Corporation Limited forwarded by its controlling shareholder Syngenta Group,

       approving that the registration procedures for the transfer of the 5.14% of the Company’s total share capital held by
       Sanonda Holdings Co., Ltd. were completed, and the corresponding shares were transferred to Syngenta Group. After
       the completion of such transfer, Syngenta Group holds 1,828,137,961 shares (accounting for 78.47% of the

       Company’s total share capital). The controlling shareholder and the actual controller of the Company remained
       unchanged.

The following are the relevant announcements disclosed on the website www.cninfo.com.cn.:




                                                                                                                          13
ADAMA Ltd.                                                                                                 Third Quarter Report 2021


                                             Announcements                                                             Disclosure date
Announcement on Equity Transfer of China National Chemical Corporation Ltd. at Nil Consideration
                                                                                                                        Aug 31, 2021
(Announcement No. 2021-38)
Abstract of Acquisition Report of ADAMA Ltd.                                                                            Aug 31, 2021
Acquisition Report of ADAMA Ltd.                                                                                        Sep 4, 2021
Legal Opinions of Tian Yuan Law Firm on Acquisition Report of ADAMA Ltd.                                                Sep 4, 2021
Legal Opinions of Tian Yuan Law Firm on Exemption of Sinochem Holdings Corporation Ltd. from                            Sep 4, 2021
Making a Tender Offer for the Acquisition of ADAMA Ltd.
Announcement on Completion of Industrial and Commercial Registration of Changes on Equity                               Sep 17, 2021
Transfer of China National Chemical Corporation Ltd. at Nil Consideration (Announcement No.
2021-39)
Announcement on the Completion of the Registration of the Transfer of State-owned Shares held by                        Sep 29, 2021
the Controlling Shareholder (Announcement No. 2021-40)
IV. Financial Statements
i. Financial Statements
1. Consolidated balance sheet
Prepared by ADAMA Ltd.
                                                       30 September 2021
                                                                                                                          Unit: RMB’000
                                 September 30,    December 31,                                         September 30,      December 31,
Item                                                                            Item
                                     2021             2020                                                 2021               2020
Current assets:                                                   Current liabilities:
   Cash at bank and on hand           4,956,080       3,863,886    Short-term loans                           1,146,246       1,205,498
   Financial assets held for
                                                                    Derivative financial liabilities
trading                                   1,446           1,253                                                 240,459       1,463,614
   Derivative financial assets          282,478       1,560,788     Bills payable                               247,466         369,791
   Bills receivable                     111,821         102,082     Accounts payable                          5,083,736       4,557,006
   Accounts receivable                9,005,729       8,766,869     Contract liabilities                      1,349,014       1,092,253
   Receivables financing                 67,021         109,483     Employee benefits payable                 1,143,946       1,208,834
   Prepayments                          407,672         406,008     Taxes payable                               450,303         358,988
   Other receivables                  1,060,436       1,310,029     Other payables                            1,672,441       1,075,721
                                                                    Non-current liabilities due
  Inventories
                                     11,345,025      10,338,273      within one year                          1,746,360       1,272,581
  Other current assets                  857,157         769,641     Other current liabilities                   390,713         315,597
Total current assets                 28,094,865      27,228,312   Total current liabilities                  13,470,684      12,919,883
Non-current assets:                                               Non-current liabilities:
  Long-term receivables                  58,745         95,329      Long-term loans                           3,608,563       2,387,628
  Long-term equity investments           16,019         14,081      Debentures payable                        8,167,298       8,078,113
  Other equity investments              151,795        152,200      Lease liabilities                           368,110         379,190
  Investment properties                   3,088          4,364      Long-term accounts payable                   98,435          27,327
                                                                    Long-term employee benefits
  Fixed assets
                                      8,084,760       6,576,116      payables                                   751,494         645,755
  Construction in progress            1,670,689       1,405,328     Provisions                                  192,076         163,251
  Right-of-use assets                   472,092         483,618     Deferred tax liabilities                    334,918         331,942
  Intangible assets                   5,102,403       5,226,455     Other non-current liabilities             1,367,666         434,030
  Goodwill                            4,610,484       4,584,226   Total non-current liabilities              14,888,560      12,447,236
  Deferred tax assets                   838,513         773,673   Total liabilities                          28,359,244      25,367,119
  Other non-current assets              410,154         257,332   Shareholders’ equity:
Total non-current assets             21,418,742      19,572,722     Share capital                             2,329,812       2,344,121
Total assets                         49,513,607      46,801,034     Capital reserves                         12,882,324      13,023,219
                                                                    Less: Treasury shares                             -           60,357
                                                                    Other comprehensive income                (102,905)         (72,055)
                                                                    Special reserves                             19,368           15,960
                                                                    Surplus reserves                            240,162         240,162
                                                                    Retained earnings                         5,785,602       5,862,702
                                                                  Total equity attributed to the
                                                                  shareholders of the company                21,154,363      21,353,752
                                                                  Non-controlling interests                           -          80,163
                                                                  Total equity                               21,154,363      21,433,915
                                                                  Total liabilities and equity               49,513,607      46,801,034




                                                                                                                                           14
ADAMA Ltd.                                                                    Third Quarter Report 2021


                                  Ignacio Dominguez
                                   Legal representative
             Chief of the accounting work and Chief of the accounting organ




                                                                                                      15
ADAMA Ltd.                                                                                                         Third Quarter Report 2021


2.      Consolidated income statement for the period from the year-beginning to the end of the Reporting Period
                                                                                                                                Unit: RMB’000
                                      Item                                           January-September, 2021        January-September, 2020
1. Total operating Income                                                                            22,488,364                     20,889,623

       Less:      Cost of sales                                                                      16,143,819                     14,757,406

                 Taxes and surcharges                                                                    82,359                         67,447

                 Selling and Distribution expenses                                                    3,725,486                      3,681,011

                 General and Administrative expenses                                                  1,020,945                        768,156

                 Research and Development expenses                                                      340,888                        280,212

                 Financial expenses:                                                                  1,107,975                      1,191,155

                        Including: Interest expense                                                     462,725                        522,253

                                  Interest income                                                        45,487                         46,871

       Add:      Investment income (loss), net                                                          506,381                        171,333

                           Including: Income from investment in                                           4,408                         14,691
                                      associates and joint ventures
                    Gain (loss) from changes in fair value                                            (328,167)                        228,849

                    Credit impairment reversal (losses)                                                   9,685                         (8,871)

                    Asset Impairment losses                                                             (39,358)                     (107,528)

                    Gain from disposal of assets                                                          9,246                          7,521

2. Operating profit                                                                                     224,679                        435,540

      Add: Non-operating income                                                                          46,564                         48,328

     Less: Non-operating expense                                                                         26,693                         18,321

3. Total profit                                                                                         244,550                        465,547

     Less: income tax expense                                                                           246,269                        240,489

4. Net profit                                                                                            (1,719)                       225,058

       5.1 Classified by nature of operations
          5.1.1 Continuing operations                                                                    (1,719)                       225,058

          5.1.2 Discontinued operations                                                                        -                               -
       5.2 Classified by ownership
        5.2.1 Shareholders of the Company                                                                (3,916)                       225,058

        5.2.2 Non-controlling interests                                                                   2,197                                -

5. Other comprehensive income, net of tax                                                              (30,850)                      (569,158)

     Other comprehensive income, net of tax attributable to shareholders                               (30,850)                      (569,158)
of the Company
      5.1 Items that will not be reclassified into profit/loss                                           (5,474)                        19,890

         5.1.1 Re-measurement of defined benefit plan liability                                          (5,474)                        19,890

        5.1.2 FV changes in other equity investment                                                            -                               -

      5.2 Items that were or will be reclassified to profit or loss                                    (25,376)                      (589,048)

        5.2.1 Effective portion of gains or loss of cash flow hedge                                     237,449                      (105,575)

        5.2.2 Translation differences of foreign financial statements                                 (262,825)                      (483,473)

     Other     comprehensive      income,    net    of   tax     attributable   to                             -                               -
non-controlling interests
6. Total comprehensive income for the period                                                           (32,569)                      (344,100)

       6.1 Total comprehensive income for the period attributable to                                   (34,766)                      (344,100)
shareholders of the Company
       6.2 Total comprehensive income for the period attributable to                                      2,197                                -
non-controlling interests
7. Earnings per share
       7.1 Basic earnings per share (RMB/ share)                                                       (0.0017)                         0.0929

       7.2 Diluted earnings per share (RMB/ share)                                                          N/A                            N/A



                                                          Ignacio Dominguez
                                                           Legal representative
                                     Chief of the accounting work and Chief of the accounting organ

                                                                                                                                            16
ADAMA Ltd.                                                                                                    Third Quarter Report 2021




3.         Consolidated cash flow statement for the period from the year-beginning to the end of the Reporting
           Period
                                                                                                                            Unit: RMB’000
                                          Item                                      January-September, 2021       January-September, 2020
1. Cash flows from operating activities:
     Cash received from sale of goods and rendering of services                                    21,454,588                    19,666,330

     Refund of taxes and surcharges                                                                   133,814                      156,475

     Cash received relating to other operating activities                                             563,811                      653,446

Sub-total of cash inflows from operating activities                                                22,152,213                    20,476,251

     Cash paid for goods and services                                                              14,368,965                    13,839,037

     Cash paid to and on behalf of employees                                                        2,789,320                     2,751,086

     Payments of taxes and surcharges                                                                 344,129                      289,260

     Cash paid relating to other operating activities                                               2,467,812                     2,204,868

Sub-total of cash outflows from operating activities                                               19,970,226                    19,084,251

     Net cash flows from operating activities                                                       2,181,987                     1,392,000

2. Cash flows from investing activities:
     Cash received from disposal of investments                                                         3,864                       27,994

     Cash received from returns of investments                                                            867                       54,304

     Net cash received from disposal of fixed assets, intangible assets and other                      19,964                       17,615
long-term assets
     Cash received from other investing activities                                                      8,562                         2,673

Sub-total of cash inflows from investing activities                                                    33,257                      102,586

     Cash paid to acquire fixed assets, intangible assets and other                                 1,803,236                     1,301,309
       long-term assets
     Net cash paid to acquire subsidiaries or other                                                   655,039                       96,207
       business units
     Cash paid for acquisition of investments                                                                 -                     51,435

     Cash paid for other investing activities                                                          86,228                       47,739

Sub-total of cash outflows from investing activities                                                2,544,503                     1,496,690

     Net cash flows from investing activities                                                      (2,511,246)                  (1,394,104)

3. Cash flows from financing activities:
     Cash received from borrowings                                                                  4,369,565                     3,852,354

     Cash received relating to other financing activities                                             522,649                       74,843

Sub-total of cash inflows from financing activities                                                 4,892,214                     3,927,197

     Cash repayment of borrowings                                                                   2,655,257                     1,671,913

     Cash payment for dividends, profit distributions or interest                                     490,113                      411,063

      Including: dividends paid to non-controlling interest                                            35,904                       26,176

     Cash paid relating to other financing activities                                                 300,907                      320,160

Sub-total of cash outflows from financing activities                                                3,446,277                     2,403,136

     Net cash flows from financing activities                                                       1,445,937                     1,524,061

4. Effect of foreign exchange rate changes on cash and cash                                           (11,381)                    (147,850)
       equivalents
5. Net increase (decrease) in cash and cash equivalents                                             1,105,297                     1,374,107

     Add: Cash and cash equivalents at the beginning of the period                                  3,835,071                     4,319,907

6. Cash and cash equivalents at the end of the period                                               4,940,368                     5,694,014




                                                                                                                                         17
ADAMA Ltd.                                                                         Third Quarter Report 2021




ii.   Adjustments of the financial statements
1.     Opening balance adjustments due to adoption of new accounting standards for leases

□ Applicable √ Not applicable



2.     Retrospective adjustments due to adoption of new accounting standards for leases

□ Applicable √ Not applicable


iii. Auditor’s report
Is this Report audited?

□ Yes √ No

This Report is unaudited.


                                                                                            Board of Directors
                                                                                                 ADAMA Ltd.
                                                                                            October 28, 2021




                                                                                                           18