Filing Details
- Accession Number:
- 0001654954-17-010414
- Form Type:
- 13D Filing
- Publication Date:
- 2017-11-13 10:28:24
- Filed By:
- Elsztain Eduardo S
- Company:
- Cresud Sociedad Anonima Comercial Inmobiliaria Financiera Y Agropecuaria (NASDAQ:CRESY)
- Filing Date:
- 2017-11-13
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Eduardo S. Elsztain | 94,289 | 174,268,259 | 94,289 | 174,268,259 | 174,268,259 | 34.74% |
| Agroinvestment S.A | 0 | 174,268,259 | 0 | 174,268,259 | 174,268,259 | 34.74% |
| IFIS Limited | 0 | 174,268,259 | 0 | 174,268,259 | 174,268,259 | 34.74% |
| Inversiones Financieras del Sur S.A | 0 | 174,268,259 | 0 | 174,268,259 | 174,268,259 | 34.74% |
| Consultores Assets Management S.A | 0 | 174,268,259 | 0 | 174,268,259 | 174,268,259 | 34.74% |
| Consultores Venture Capital Uruguay S.A | 0 | 174,268,259 | 0 | 174,268,259 | 174,268,259 | 34.74% |
| Consultores Venture Capital Limited | 0 | 174,268,259 | 0 | 174,268,259 | 174,268,259 | 34.74% |
Filing
UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE
13 D/A
(Rule
13d-101)
INFORMATION
TO BE INCLUDED IN
STATEMENTS FILED
PURSUANT TO RULE 13d-1(a) AND
AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2(a)
Under
the Securities Exchange Act of 1934
(Amendment
No.21)*
CRESUD
SOCIEDAD ANÓNIMA COMERCIAL INMOBILIARIA FINANCIERA y
AGROPECUARIA
(Name
of Issuer)
Common
Stock, Par Value 1.00 Peso per Share
(Title
of Class of Securities)
226406106
(CUSIP
Number)
Saúl
Zang
Juan
Manuel Quintana
Carolina
Zang
Estudio
Zang, Bergel y Viñes
Florida 537,
18th
Floor
Buenos Aires,
Argentina
+54(11)
4322-0033
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
October
30, 2017
(Date
of Event which Requires Filing of this Statement)
If
the filing person has previously filed a statement on Schedule 13G
to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f)
or Rule 13d-1(g), check the following box. G
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See Rule 13d-7 for other
parties to whom copies are to be sent.
*The
remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided in a
prior cover page.
The
information required on the remainder of this cover page shall not
be deemed to be “filed” for the purpose of Section 18
of the Securities Exchange Act of 1934 (“Act”) or
otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however,
see the Notes).
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
2 of 19 Pages |
| 1. | NAME OF REPORTING
PERSONI.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY) Eduardo
S. Elsztain | ||
| 2. | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
☒ (b) ☐ | ||
| 3. | SEC USE
ONLY | ||
| 4. | SOURCE OF
FUNDS WC
– OO | ||
| 5. | CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e) ☐ | ||
| 6. | CITIZENSHIP OR
PLACE OF ORGANIZATION Republic
of Argentina | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH | 7. | SOLE VOTING
POWER 94,289 | |
| 8. | SHARED VOTING
POWER 174,268,259 | ||
| 9. | SOLE DISPOSITIVE
POWER 94,289 | ||
| 10. | SHARED DISPOSITIVE
POWER 174,268,259 | ||
| 11. | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,268,259 | ||
| 12. | CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13. | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 34.74% | ||
| 14. | TYPE OF REPORTING
PERSON IN | ||
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
3 of 19 Pages |
| 1. | NAME OF REPORTING
PERSONI.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY) Agroinvestment
S.A. | ||
| 2. | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
☒ (b) ☐ | ||
| 3. | SEC USE
ONLY | ||
| 4. | SOURCE OF
FUNDS OO | ||
| 5. | CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e) ☐ | ||
| 6. | CITIZENSHIP OR
PLACE OF ORGANIZATION Republic
of Uruguay | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH | 7. | SOLE VOTING
POWER 0 | |
| 8. | SHARED VOTING
POWER 174,268,259 | ||
| 9. | SOLE DISPOSITIVE
POWER 0 | ||
| 10. | SHARED DISPOSITIVE
POWER 174,268,259 | ||
| 11. | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,268,259 | ||
| 12. | CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13. | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 34.74% | ||
| 14. | TYPE OF REPORTING
PERSON CO | ||
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
4 of 19 Pages |
| 1. | NAME OF REPORTING
PERSONI.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY) IFIS
Limited | ||
| 2. | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
☒ (b) ☐ | ||
| 3. | SEC USE
ONLY | ||
| 4. | SOURCE OF
FUNDS WC
– OO | ||
| 5. | CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e) ☐ | ||
| 6. | CITIZENSHIP OR
PLACE OF ORGANIZATION Bermuda | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH | 7. | SOLE VOTING
POWER 0 | |
| 8. | SHARED VOTING
POWER 174,268,259 | ||
| 9. | SOLE DISPOSITIVE
POWER 0 | ||
| 10. | SHARED DISPOSITIVE
POWER 174,268,259 | ||
| 11. | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,268,259 | ||
| 12. | CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13. | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 34.74% | ||
| 14. | TYPE OF REPORTING
PERSON CO | ||
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
5 of 19 Pages |
| 1. | NAME OF REPORTING
PERSONI.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY) Inversiones
Financieras del Sur S.A. | ||
| 2. | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
☒ (b) ☐ | ||
| 3. | SEC USE
ONLY | ||
| 4. | SOURCE OF
FUNDS WC
- OO | ||
| 5. | CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e) ☐ | ||
| 6. | CITIZENSHIP OR
PLACE OF ORGANIZATION Republic
of Uruguay | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH | 7. | SOLE VOTING
POWER 0 | |
| 8. | SHARED VOTING
POWER 174,268,259 | ||
| 9. | SOLE DISPOSITIVE
POWER 0 | ||
| 10. | SHARED DISPOSITIVE
POWER 174,268,259 | ||
| 11. | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,268,259 | ||
| 12. | CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13. | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 34.74% | ||
| 14. | TYPE OF REPORTING
PERSON CO | ||
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
6 of 19 Pages |
| 1. | NAME OF REPORTING
PERSONI.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY) Consultores
Assets Management S.A. | ||
| 2. | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
☒ (b) ☐ | ||
| 3. | SEC USE
ONLY | ||
| 4. | SOURCE OF
FUNDS WC
– OO | ||
| 5. | CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e) ☐ | ||
| 6. | CITIZENSHIP OR
PLACE OF ORGANIZATION Republic
of Argentina | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH | 7. | SOLE VOTING
POWER 0 | |
| 8. | SHARED VOTING
POWER 174,268,259 | ||
| 9. | SOLE DISPOSITIVE
POWER 0 | ||
| 10. | SHARED DISPOSITIVE
POWER 174,268,259 | ||
| 11. | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,268,259 | ||
| 12. | CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13. | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 34.74% | ||
| 14. | TYPE OF REPORTING
PERSON CO | ||
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
7 of 19 Pages |
| 1. | NAME OF REPORTING
PERSONI.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY) Consultores
Venture Capital Uruguay S.A. | ||
| 2. | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
☒ (b) ☐ | ||
| 3. | SEC USE
ONLY | ||
| 4. | SOURCE OF
FUNDS WC
– OO | ||
| 5. | CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e) ☐ | ||
| 6. | CITIZENSHIP OR
PLACE OF ORGANIZATION Republic
of Uruguay | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH | 7. | SOLE VOTING
POWER 0 | |
| 8. | SHARED VOTING
POWER 174,268,259 | ||
| 9. | SOLE DISPOSITIVE
POWER 0 | ||
| 10. | SHARED DISPOSITIVE
POWER 174,268,259 | ||
| 11. | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,268,259 | ||
| 12. | CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13. | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 34.74% | ||
| 14. | TYPE OF REPORTING
PERSON CO | ||
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
8 of 19 Pages |
| 1. | NAME OF REPORTING
PERSONI.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES
ONLY) Consultores
Venture Capital Limited | ||
| 2. | CHECK THE
APPROPRIATE BOX IF A MEMBER OF A
GROUP (a)
☒ (b) ☐ | ||
| 3. | SEC USE
ONLY | ||
| 4. | SOURCE OF
FUNDS WC
– OO | ||
| 5. | CHECK BOX IF
DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
or 2(e) ☐ | ||
| 6. | CITIZENSHIP OR
PLACE OF ORGANIZATION Cayman
Islands | ||
| NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH | 7. | SOLE VOTING
POWER 0 | |
| 8. | SHARED VOTING
POWER 174,268,259 | ||
| 9. | SOLE DISPOSITIVE
POWER 0 | ||
| 10. | SHARED DISPOSITIVE
POWER 174,268,259 | ||
| 11. | AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,268,259 | ||
| 12. | CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐ | ||
| 13. | PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 34.74% | ||
| 14. | TYPE OF REPORTING
PERSON CO | ||
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
9 of 19 Pages |
STATEMENT
PURSUANT TO RULE 13d-1 OF THE
GENERAL
RULES AND REGULATIONS UNDER THE
SECURITIES
AND EXCHANGE ACT OF 1934, AS AMENDED
AMENDMENT
No.21 TO SCHEDULE 13D
This Amendment
No.21 Schedule 13D (“Amendment No.21”) amends and
restates Items 2, 4, 5, and 6 of the Schedule 13D filed by the
Reporting Persons with the SEC (the “Schedule 13D”). Capitalized terms
used in this Amendment No.21 but not defined herein have the
meaning given to such terms in Schedule 13D, as amended and
restated from time to time.
(a)-(c),
(f) This statement is being filed by Eduardo S. Elsztain
(“Elsztain”) a
citizen of the Republic of Argentina who serves as Chairman of the
board of directors or Director of each of the following
companies:
(i)
IFIS Limited, a
limited liability company organized under the laws of Bermuda
(“IFIS”);
(ii)
Inversiones
Financieras del Sur S.A., a stock corporation organized under the
laws of the Republic of Uruguay (“IFISA”);
(iii)
Consultores Assets
Management S.A., a stock corporation organized under the laws of
Republic of Argentina (“CAM”);
(iv)
Consultores Venture
Capital Limited, a limited liability company organized under the
laws of Cayman Island (“CVC
Cayman”);
(v)
Consultores Venture
Capital Uruguay S.A., a stock corporation organized under the laws
of the Republic of Uruguay (“CVC Uruguay”);
(vi)
Agroinvestment
S.A., a stock corporation organized under the laws of the Republic
of Uruguay (“Agroinvestment” and together with
Elsztain, IFIS, IFISA, CAM, CVC Cayman and CVC Uruguay, being
collectively referred to as the “Reporting Persons”).
Elsztain’ s
principal offices are located at Bol’var 108, 1st floor,
(C1066AAD), Ciudad Autónoma de Buenos Aires, Argentina;
IFIS’ principal offices are located at Clarendon House, 2
Church Street, Hamilton HM 08, Bermuda; IFISA’s principal
offices are located at Ruta 8 KM
17.500 Edificio@1 Local 106, 91600 Montevideo, Republic of
Uruguay; CAM’s principal offices are located at
Bol’var 108, 1st floor, (C1066AAD) Ciudad Autónoma de
Buenos Aires, Argentina; CVC Cayman’s principal offices are
located at 89 Nexus Way, Camana Bay, P.O. Box 31106, Grand Cayman,
KY1-1205, Cayman Islands; CVC Uruguay’s principal offices are
located at Ruta 8 KM 17.500 Edificio@1
Local 106, 91600 Montevideo, Republic of Uruguay; and
Agroinvestment’s principal offices are located at
Cambará 1620, Floor 2, office 202, Carrasco, 11000 Montevideo,
Republic of Uruguay.
Because Mr.
Elsztain controls each of the other Reporting Persons, the
Reporting Persons report their direct and indirect ownership of
common shares as “shared” voting and dispositive power
other than common shares held directly by Mr. Elsztain (and not
through any other Reporting Person).
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
10 of 19 Pages |
(d) None of the
Reporting Persons nor, to their knowledge, any person named in
Schedule A hereto, has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) within the
last five years.
(e) During the last
five years, none of the Reporting Persons nor, to their knowledge,
any person named in Schedule A hereto, has been a party to any
civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which any such person was or is subject
to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation of such
laws.
Item
4. Purpose of Transaction
Since May 26, 2016,
the Reporting Persons have increased their beneficial ownership of
Cresud’s common shares by acquiring shares representing an
additional 3.84% of Cresud´s outstanding share capital. Such
increase was the result of:
●
The purchase in the
open market of 209 common shares and the sale of 89,096 ADRs
(equivalent to 890,960 common shares).
●
The acquisition of
1,971,012 ADRs (equivalent to 19,710,120 common shares) in the
terms and conditions described in Item 6 below.
●
The distribution of
969 common shares to certain employees in the framework of an
incentive plan.
●
The receipt of
1,193,031 common shares (consisting of 67,241 common shares and
112,579 ADRs) as a result of Cresud´s dividend distribution of
shares to all its shareholders.
●
The delivery of
73.715 ADRs to an investor in exchange of certain shares of a
Reporting Person.
Except as described
above, neither the Reporting Persons nor, to their knowledge, any
person named in Schedule A attached hereto, has any present plans
or proposals that relate to or would result in any of the actions
described in subparagraphs (a) through (j) of Item 4 of Schedule
13D.
The variations
reported in this Amendment No. 21 were effected in the period from
May26, 2016 through October 30, 2017 (the “Transaction Period”).
Item
5. Interests in Securities of the Issuer
(a)
As of October 30,
2017, the Reporting Persons beneficially owned the equivalent of
174,268,259 common shares of Cresud, representing 34.74% of
Cresud’s outstanding equity as of that date.
The following is a
description of the Reporting Persons’ beneficial ownership of
Cresud common shares as of October 30, 2017:
| Shareholder | Number
of Shares Currently Owned | %
of Outstanding Shares |
| Reporting Persons
(as a group) | 174,268,259 | 34.74% |
| Total | 501,642,804 | 100% |
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
11 of 19 Pages |
(i)
Elsztain is the
Chairman of the Board of Directors of IFIS, IFISA, Cresud, CAM, CVC
Uruguayand Agroinvestment, and Director of CVC Cayman. As of
October 30, 2017, Elsztain holds (through companies controlled by
him and proxies) a majority of the voting power in IFIS Ltd. As of
October 30, 2017, Elsztain owns 85.0% of the outstanding equity
capital of CAM which owns 100% of CVC Uruguay which in turn owns
100% of CVC Cayman. As of that same date, Elsztain directly
owns the equivalent of 94,289 common shares of the outstanding
equity capital of Cresud, representing approximately 0.02% of
Cresud’s issued and outstanding common shares;
(ii)
IFIS is the direct
owner of 100% of the common shares of IFISA;
(iii)
IFISA directly owns
the equivalent of 154,462,970 common shares of Cresud representing
approximately 30.79% of Cresud’s issued and outstanding
common shares;
(iv)
CVC Cayman serves
as the Investment Manager of IFIS and does not own Cresud’s
common shares;
(v)
CAM is the direct
owner of 100% of the common shares of CVC Uruguay, but does not
directly own Cresud´s common shares;
(vi)
Agroinvestment
directly owns the equivalent of 19,710,120 common shares of Cresud
representing approximately 3.93% of Cresud’s issued and
outstanding common shares; and
(vii)
CVC Uruguay
directly owns 880 common shares of Cresud representing
approximately 0.0002% of Cresud’s issued and outstanding
common shares.
Set forth below is
a diagram of the Reporting Persons’ beneficial ownership of
Cresud as of October 30, 2017:
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
12 of 19 Pages |
Given the
foregoing, the Reporting Persons may be deemed to be the beneficial
owners of 174,268,259 common shares, representing 34.74% of the
issued and outstanding common shares of Cresud, as of October 30,
2017.
(b)
Item 5(a) is
incorporated herein by reference.
(c)
Transactions by the
Reporting Persons or other persons named in Schedule A, attached
hereto, in Cresud common shares that were effected during the last
sixty days of the Transaction Period are listed on Annex
I.
(d)-(e) Not
applicable.
Item
6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Securities Loan Agreement: On
December 24, 2015, IFISA and CVC Uruguay have renewed for the term
of one year the Securities Loan Agreement entered into on November
25, 2009, remaining the rest of the terms and conditions without
any change. The total amount of ADRs subject to this loan was
89,096. Pursuant to the terms and conditions of the Securities Loan
Agreement, the loan was paid by CVC Uruguay in cash instead of in
shares. Therefore, IFISA recorded the transaction as a sale of the
shares.
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
13 of 19 Pages |
Purchase Agreement. On May 10,
2016, an agreement was executed among IFIS, Elsztain and Cougar
Capital Strategies LLC (hereinafter “Cougar) pursuant to
which IFIS undertook to deliver to Cougar 1,955,870 American
Depositary Receipts (hereinafter “Cresud Shares) of Cresud.
Pursuant to this agreement, on October 30, 2017, Agroinvestment, a
company wholly owned by Mr. Elsztain, acquired from Cougar the
Cresud Shares plus an additional 15,142 ADRs of Cresud previously
distributed by Cresud to Cougar as part of a share
dividend.
Loan Agreements. On November
26, 2015, IFISA executed a Loan Agreement, for which the lender
holds as collateral 735,633 ADRs of Cresud, each ADR representing
10 common shares. Notwithstanding the aforementioned, IFISA
maintains the voting and economic rights related to the
ADRs.
On June 07, 2017,
IFISA executed another Loan Agreement, for which the lender holds
as collateral 1,055,000 ADRs of Cresud, each ADR representing 10
common shares. Furthermore the aforementioned, IFISA maintains the
voting and economic rights related to the ADRs.
On November 1,
2017, IFISA executed another Loan Agreement, for which the company
agreed to deliver 750,000 ADRs of Cresud as collateral and
analogously maintains the voting and economic rights related to the
ADRs.
On October 30,
2017, and related to Agroinvestment’s purchase of Cresud
Shares described above, Agroinvestment executed a Credit Agreement
for which the lender holds as collateral 4,941,114 ADRs of Cresud,
each ADR representing 10 common shares. Notwithstanding the
aforementioned the Reporting Persons maintain the voting and
economic rights related to the ADRs.
Other than as set
forth above or otherwise described in this Schedule 13D, there are
no contracts, arrangements, understandings or relationships with
respect to any securities of Cresud to which the Reporting Persons
are a party.
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
14 of 19 Pages |
Schedule
A
Eduardo S.
Elsztain
Bol’var 108,
1st Floor
(C1066AAD), Ciudad
Autónoma de Buenos Aires
Republic of
Argentina
Citizen of
Argentina
Directors
of IFIS Limited
| 1. | Eduardo S.
ElsztainChairmanClarendon House, 2 Church
Street, Hamilton HM 08,
Bermuda, Bermuda. Citizen of
Argentina | 3. | Mariana Renata
Carmona de ElsztainDirectorClarendon House, 2 Church
Street, Hamilton HM 08,
Bermuda, Bermuda. Citizen of
Argentina |
| 2. | Saúl
ZangDirectorClarendon House, 2 Church
Street, Hamilton HM 08,
Bermuda, Bermuda. Citizen of
Argentina | 4. | Alejandro Gustavo
ElsztainDirectorClarendon House, 2 Church
Street, Hamilton HM 08,
Bermuda, Bermuda. Citizen of
Argentina |
Directors
of Consultores Venture Capital Uruguay
| 1. | Eduardo S. Elsztain
(Chairman)DirectorRuta 8 KM 17.500
Edificio@1 Local 160, 91600, MontevideoRepublic of UruguayCitizen
of Argentina | 3. | Olga
Stirling DirectorRuta
8 KM 17.500 Edificio@1 Local 160, 91600, MontevideoRepublic of UruguayCitizen
of Uruguay |
| 2. | Eduardo Simon
BartfeldDirectorRuta 8 KM 17.500
Edificio@1 Local 160, 91600,
Montevideo Republic of UruguayCitizen of
Uruguay | 4. | Saul Zang (Vice
First Chairman) DirectorRuta
8 KM 17.500 Edificio@1 Local 160, 91600, MontevideoRepublic of UruguayCitizen
of Argentina |
Directors
of Consultores Assets Management S.A.
| 1. | Eduardo S. Elsztain
(Chairman)DirectorBol’var 108, 1st Floor (C1066AAD) Ciudad
Autónoma de Buenos Aires Republic of
Argentina Citizen of
Argentina | 3. | Mariana Renata
Carmona de Elsztain (Vice First Chairman) Director Bol’var 108,
1st Floor (C1066AAD) Ciudad
Autónoma de Buenos Republic of
Argentina Citizen of
Argentina |
| 2. | Saúl Zang
(Second Vice Chairman)Director Bol’var 108,
1st Floor (C1066AAD) Ciudad
Autónoma de Buenos Aires Republic of
Argentina Citizen of
Argentina | | 4.Gerardo Ariel TyszberowiczAlternate
DirectorBol’var 108, 1° Floor(1066) Buenos AiresRepublic
of ArgentinaCitizen of Argentina |
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
15 of 19 Pages |
Directors
of Consultores Venture Capital Limited
| 1. | Eduardo S. Elsztain
(Chairman)Director89 Nexus Way, Camana
Bay, Grand
Cayman, KY1-1205, Cayman
Islands Citizen of
Argentina | 2. | Saúl
ZangDirector89 Nexus Way, Camana
Bay, Grand
Cayman, KY1-1205, Cayman
Islands Citizen of
Argentina |
Directors
of Inversiones Financieras del Sur S.A.
| 1. | Eduardo S.
ElsztainChairman of the BoardRuta 8 KM
17.500 Edificio@1 Local 003, 91600, MontevideoRepublic of UruguayCitizen
of Argentina | 3. | Eduardo Simon
BartfeldDirectorRuta 8 KM 17.500 Edificio@1 Local 003, 91600,
MontevideoRepublic of UruguayCitizen of Uruguay |
| 2. | Saúl
ZangDirectorRuta 8 KM 17.500
Edificio@1 Local 003, 91600, MontevideoRepublic of UruguayCitizen
of Argentina | 4. | Olga
StirlingDirector Ruta 8 KM 17.500
Edificio@1 Local 003, 91600, MontevideoRepublic of UruguayCitizen
of Uruguay |
Directors
of Agroinvestment S.A.
| 1. | Eduardo S.
Elsztain Chairman Zabala 1422, 2 nd Floor11500, Montevideo Republic
of UruguayCitizen of Argentina | 3. | Eduardo Simon
BartfeldDirector Zabala 1422, 2 nd Floor11500, Montevideo Republic
of UruguayCitizen of Argentina |
| 2. | Mariana Renata
Carmona de ElsztainDirector Zabala 1422, 2nd Floor11500, Montevideo
Republic of UruguayCitizen of Argentina | | |
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
16 of 19 Pages |
Directors
and Executive Officers of Cresud Sociedad Anónima Comercial,
Inmobiliaria, Financiera y Agropecuaria
Directors
| 1. | Eduardo Sergio
ElsztainChairmanMoreno 877, 23rd floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | 7. | Pedro Damaso
Labaqui Palácio Director Moreno 877, 23rd
Floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina |
| 2. | Saúl ZangVice
ChairmanMoreno 877, 23rd floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | 8. | Daniel E.
Mellicovsky DirectorMoreno 877,
23rd floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina |
| 3. | Alejandro Gustavo
ElsztainSecond Vice ChairmanMoreno 877, 23rd Floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | 9. | Alejandro Gustavo
Casaretto DirectorMoreno 877,
23rd Floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina |
| 4. | Gabriel Adolfo
Gregorio ReznikDirectorMoreno 877, 23rd Floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | 10. | Gastón Armando
LernoudAlternate DirectorMoreno 877, 23rd Floor(C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina |
| 5. | Jorge Oscar
Fernández Director Moreno 877, 23rd
Floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | 11. | Enrique
AntoniniAlternate DirectorMoreno 877, 23rd Floor(C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina |
| 6. | Fernando
Adrián ElsztainDirectorMoreno 877, 23rd Floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | 12. | Eduardo
KalpakianAlternate DirectorMoreno 877, 23rd Floor(C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina |
| | | | |
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
17 of 19 Pages |
Executive
Officers
| 1. | Alejandro Gustavo
ElsztainChief Executive OfficerMoreno 877, 23rd floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | 4. | Alejandro Gustavo
Casaretto Regional Manager of
Agricultural Moreno 877, 23rd
floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | |
| 2. | Mat’as
Iván Gaivironsky Chief Financial
Officer and Chief Administrative Officer Moreno 877, 23rd
floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | 5. | Carlos
Blousson Chief Executive
Officer of the Bolivian and Argentinean Operations Moreno 877,
23rd
floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | |
| 3. | Walter
Vallini Compliance
Officer Moreno 877, 23rd
floor (C1091AAQ) Ciudad
Autónoma de Buenos AiresRepublic of ArgentinaCitizen of
Argentina | | | |
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
18 of 19 Pages |
Annex 1
Transactions
by the Reporting Persons or persons named in Schedule A that were
effected during the last 60 days of the Transaction
Period.
Agroinvestment´s
transaction in CRESUD ADRs
Alejandro
Elsztain´s transaction in CRESUD ADRs
Saul
Zang´s transaction in CRESUD ADRs
SCHEDULE
13D
| CUSIP
No. 226406106 | | Page
19 of 19 Pages |
SIGNATURES
After reasonable
inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this
Statement on Schedule 13D is true, complete and
correct.
DATED: May 26,
2016
| Eduardo
S. Elsztain | Consultores
Venture Capital Uruguay |
| By: /S/ Eduardo S.
ElsztainName: Eduardo S. Elsztain | By: /S/ Eduardo S.
ElsztainName: Eduardo S. ElsztainTitle: Chairman of the
Board |
| IFIS
Limited | Consultores
Assets Management S.A. |
| By: /S/ Eduardo S.
ElsztainName: Eduardo S. ElsztainTitle: Chairman of the
Board | By: /S/ Eduardo S.
ElsztainName: Eduardo S. ElsztainTitle: Chairman of the
Board |
| Inversiones
Financieras del Sur S.A. | Consultores
Venture Capital Limited |
| By: /S/ Eduardo S.
ElsztainName: Eduardo S. ElsztainTitle: Chairman of the
Board | By: /S/ Eduardo S.
ElsztainName: Eduardo S. ElsztainTitle: Chairman of the
Board |
| Agroinvestment
S.A. | |
| By: /S/ Eduardo S.
ElsztainName: Eduardo S. ElsztainTitle: Chairman of the
Board | |