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.25)*
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)
4323-4000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 9, 2023
(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).
1
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
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
98,712,214
|
|
|
8.
|
SHARED
VOTING POWER
267,986,787
|
||
|
9.
|
SOLE
DISPOSITIVE POWER
98,712,214
|
||
|
10.
|
SHARED
DISPOSITIVE POWER
267,986,787
|
||
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,986,787
|
||
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
☐
|
||
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38.70%
|
||
|
14.
|
TYPE OF
REPORTING PERSON
IN
|
||
2
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
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
267,986,787
|
||
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
||
|
10.
|
SHARED
DISPOSITIVE POWER
267,986,787
|
||
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,986,787
|
||
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
☐
|
||
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38.70%
|
||
|
14.
|
TYPE OF
REPORTING PERSON
CO
|
||
3
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
1.
|
NAME OF
REPORTING PERSON I.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
267,986,787
|
||
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
||
|
10.
|
SHARED
DISPOSITIVE POWER
267,986,787
|
||
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,986,787
|
||
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
||
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38.70%
|
||
|
14.
|
TYPE OF
REPORTING PERSON
CO
|
||
4
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
1.
|
NAME OF
REPORTING PERSON I.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
267,986,787
|
||
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
||
|
10.
|
SHARED
DISPOSITIVE POWER
267,986,787
|
||
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,986,787
|
||
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
☐
|
||
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38.70%
|
||
|
14.
|
TYPE OF
REPORTING PERSON
CO
|
||
5
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
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
267,986,787
|
||
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
||
|
10.
|
SHARED
DISPOSITIVE POWER
267,986,787
|
||
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,986,787
|
||
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
☐
|
||
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38.70%
|
||
|
14.
|
TYPE OF
REPORTING PERSON
CO
|
||
6
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
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
267,986,787
|
||
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
||
|
10.
|
SHARED
DISPOSITIVE POWER
267,986,787
|
||
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,986,787
|
||
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
☐
|
||
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38.70%
|
||
|
14.
|
TYPE OF
REPORTING PERSON
CO
|
||
7
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
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
267,986,787
|
||
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
||
|
10.
|
SHARED
DISPOSITIVE POWER
267,986,787
|
||
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
267,986,787
|
||
|
12.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
☐
|
||
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
38.70%
|
||
|
14.
|
TYPE OF
REPORTING PERSON
CO
|
||
8
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
STATEMENT PURSUANT TO RULE 13d-1 OF THE
GENERAL RULES AND REGULATIONS UNDER THE
SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED
AMENDMENT No.25 TO SCHEDULE 13D
This
Amendment No.25 Schedule 13D (“Amendment No.25”) amends and
restates Items 2, 3, 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.25 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 Bolívar 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
Bolívar 108, 1st floor, (C1066AAD) Ciudad Autónoma de
Buenos Aires, Argentina; CVC Cayman’s principal offices are
located at 4th floor, Harbour
Place, South Church Street, P.O. Box 10240, Grand Cayman KY1-1002,
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 Zabala
1422, Floor 2, 11000 Montevideo, Republic of Uruguay.
Due to
the fact that 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).
(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.
9
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
Item 3. Source and Amount of funds or Other
Consideration
As of June 9, 2023
Cresud’s Common Stock beneficially owned by the Reporting
Persons consisted of 267,986,787 shares, representing 38.70% of
Cresud’s share capital on a fully diluted basis.
Item
4. Purpose of Transaction
Since
December 15, 2020, the Reporting Persons have increased their
beneficial ownership of Cresud’s common shares in a 1.11% of
Cresud’s outstanding share capital. Such increase was the
result of:
●
The purchase in the
open market of 419,421 common shares, 822,170 ADRs (equivalent to
8,221,700 common shares) and 1,251,166 warrants (equivalent to
1,405,310 common shares).
●
On February 18,
2021, IFISA’s voting power over 745,460 ADRs (equivalent to
7,454,600 common shares) expired. As a result, Controlling
Person’s interest in Cresud decreased due to
determination of the settlement agreement on February 18,
2020.
●
On February 12,
2021, the Company announced the launch of its public offering of
shares for up to 90 million common shares (or its equivalent 9
million ADRs) and 90 million warrants. The reporting persons
received 33,886,934 IRSA common shares (consisting of 2,218,344
common shares and 3,166,859 ADRs) and 33,886,934 IRSA warrants
(equivalent to 38,061,804 common shares), which may be exercised
within five years as of their issuance and converted into common
shares.
●
The receipt of
4,927,755 common shares (consisting of 330,525 common shares and
459,723 ADRs) as a result of the distribution of treasury shares
made by Cresud .
The
variations reported in this Amendment No. 25 were effected in the
period from December 15,
2020 until June 9, 2023
(the “Transaction
Period”).
Item 5. Interests in Securities of the Issuer
(a)
As of June 9, 2023,
the Reporting Persons beneficially owned the equivalent of
267,986,787 common shares of Cresud on a fully diluted basis,
representing 38.70% of its outstanding share capital on a fully
diluted basis. As of June 9, 2023, Cresud has issued a total of
593,389,883 common shares and the outstanding warrants amount to
88,293,771 (shares to be issued per warrant:
1.1232).
The
following is a description of the Reporting Persons’
beneficial ownership of Cresud common shares as of June 9,
2023:
10
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
Shareholder
|
Number of Shares Currently Owned
|
% of Outstanding Shares
|
|
Reporting
Persons (as a group)
|
267,986,787
|
38.70%
|
|
Total
|
692,561,446
|
100%
|
(i)
Elsztain is the
Chairman of the Board of Directors of IFIS, IFISA, Cresud, CAM, CVC
Uruguay and Agroinvestment, and Director of CVC Cayman. As of June
9, 2023, Elsztain holds (through companies controlled by him and
proxies) a majority of the voting power in IFIS Ltd. As of June 9,
2023, Elsztain holds 100% of the outstanding equity capital of
Agroinvestment. As of June 9, 2023, Elsztain owns 85% 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 98,712,214 common shares of the outstanding
equity capital of Cresud, representing approximately 14.25% of
Cresud’s issued and outstanding common shares on a fully
diluted basis
(ii)
IFIS is the direct
owner of 100% of the common shares of IFISA;
(iii)
IFISA directly owns
the equivalent of 130,499,880 common shares of Cresud representing
approximately 18.84% of Cresud’s issued and outstanding
common shares on a fully diluted basis
(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 38,773,393 common shares of Cresud
representing approximately 5.60% of Cresud’s issued and
outstanding common shares on a fully diluted basis; and
(vii)
CVC Uruguay
directly owns 1,300 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 June 9, 2023:
Given
the foregoing, the Reporting Persons may be deemed to be the
beneficial owners of 267,986,787 common stock on a fully diluted
basis, representing 38.70% of the issued and outstanding common
shares and warrants of Cresud, as of June 9,
2023.
(a)
Item 5(a) is
incorporated herein by reference.
(b)
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.
11
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
-
On June 07, 2017
and on November 1, 2017, as amended from time to time, IFISA
executed two Loan Agreements, for which the lender holds as
collateral 3,144,654 ADRs of Cresud, each ADR representing 10
common shares. IFISA maintains the voting and economic rights
related to the ADRs
-
IFISA
has
executed Loan Agreements for which the lender holds as collateral
949,423 ADRs of Cresud, each ADR representing 10 common shares.
Notwithstanding the aforementioned, IFISA maintains the voting and
economic rights related to the ADRs .
-
Between
October
23, 2017 and June 9, 2023, several Loan Agreements were executed
between IFISA as lender and IFIS as borrower, pursuant to which
IFISA loaned 3,380,749 ADRs of Cresud to Agroinvestment
.
-
On
October
30, 2017 and amended from time to time, Agroinvestment executed a
Credit Agreement for which the lender holds as collateral 4,102,871
ADRs of Cresud, each representing 10 common shares. Notwithstanding
the aforementioned, the Reporting persons maintain the voting and
economic rights related to the ADRs .
-
On May 9, 2019, a
Loan Agreement was executed where Agroinvestment as borrower, has
received 706,550 ADRs of Cresud.
-
On November 12,
2019, IFISA executed a lending agreement under which 422,509 Cresud
ADRs were included in the collateral portfolio (among other
assets).
-
On
June 8,
2020, as amended from time to time, IFISA executed Loan Agreements
for which the lender holds as collateral 530,349 ADRs of Cresud,
each ADR representing 10 common shares. IFISA maintains the voting
and economic rights related to the ADRs .
-
On
January
27, 2021, Eduardo Elsztain executed a lending agreement under which
6,305,795 Cresud ADRs were included in the collateral portfolio
(among other assets)
-
IFISA has executed
Loan Agreements for which the lender holds as collateral 1,737,466
ADRs of Cresud, each ADR representing 10 common shares.
Notwithstanding the aforementioned, IFISA maintains the voting and
economic rights related to the ADRs
-
Eduardo Elsztain
has executed Loan Agreements for which the lender holds as
collateral 2,022,426 ADRs of Cresud, each ADR representing 10
common shares. Notwithstanding the aforementioned, Eduardo Elsztain
maintains 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.
12
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
Schedule A
Eduardo
S. Elsztain
Bolívar 108,
1st Floor
(C1066AAD), Ciudad
Autónoma de Buenos Aires
Republic of
Argentina
Citizen
of Argentina
Directors
of IFIS Limited
|
1.
|
Eduardo
S. Elsztain
Chairman
Clarendon
House,
2
Church Street,
Hamilton
HM 11, Bermuda,
Bermuda.
Citizen
of Argentina
|
3.
|
Mariana
Renata Carmona de Elsztain
Vice
Chairman
Clarendon
House,
2
Church Street,
Hamilton
HM 11, Bermuda,
Bermuda.
Citizen
of Argentina
|
|
2.
|
Saúl
Zang
Director
Clarendon
House,
2
Church Street,
Hamilton
HM 11, Bermuda,
Bermuda.
Citizen
of Argentina
|
4.
|
Alejandro
Gustavo Elsztain
Director
Clarendon
House,
2
Church Street,
Hamilton
HM 11, Bermuda,
Bermuda.
Citizen
of Argentina
|
Directors of Consultores Venture Capital Uruguay
|
1.
|
Eduardo
S. Elsztain
Chairman
Ruta 8 KM 17.500 Edificio@1 Local 106,
CP 91600, Montevideo
Republic
of Uruguay
Citizen
of Argentina
|
3.
|
Olga
Stirling
Director
Ruta 8 KM 17.500 Edificio@1 Local 106,
CP 91600, Montevideo
Republic of Uruguay
Citizen
of Uruguay
|
|
2.
|
Martín
Polak
Director
Ruta 8 KM 17.500 Edificio@1 Local 106,
CP 91600, Montevideo
Republic of Uruguay
Citizen
of Uruguay
|
4.
|
Saul
Zang
Vice
Chairman
Ruta 8 KM 17.500 Edificio@1 Local 106,
CP 91600, Montevideo
Republic of Uruguay
Citizen
of Argentina
|
13
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
Directors of Consultores Assets Management S.A.
|
1.
|
Eduardo
S. Elsztain
Chairman
Bolívar
108, 1st Floor
(C1066AAD)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
3.
|
Mariana
Renata Carmona de Elsztain
First
Vice Chairman
Bolívar
108, 1st Floor
(C1066AAD)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
2.
|
Saúl
Zang Second Vice Chairman
Bolívar
108, 1st Floor
(C1066AAD)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
4.Ilan Ariel Elsztain
Alternate Director
Bolívar 108, 1st Floor
(C1066AAD) Ciudad Autónoma de Buenos Aires
Republic of Argentina
Citizen of Argentina
|
Directors of Consultores Venture Capital Limited
|
1.
|
Eduardo
S. Elsztain
Chairman
4th
floor Harbour Place,
South
Church Street P.O. Box 10240
Grand
Cayman,
KY1-1002,
Cayman Islands
Citizen
of Argentina
|
2.
|
Saúl
Zang
Director
4th
floor Harbour Place,
South
Church Street P.O. Box 10240
Grand
Cayman,
KY1-1002,
Cayman Islands
Citizen
of Argentina
|
Directors of Inversiones Financieras del Sur S.A.
|
1.
|
Eduardo
S. Elsztain
Chairman
of the Board
Ruta 8 KM 17.500 Edificio@1 Local 106,
91600, Montevideo
Republic
of Uruguay
Citizen
of Argentina
|
3.
|
Martín
Polak
Director
Ruta 8
KM 17.500 Edificio@1 Local 106,
91600,
Montevideo
Republic
of Uruguay
Citizen
of Uruguay
|
|
2.
|
Saúl
Zang
Vice
Chairman
Ruta 8 KM 17.500 Edificio@1 Local 106,
91600, Montevideo
Republic
of Uruguay
Citizen
of Argentina
|
4.
|
Olga
Stirling
Director
Ruta 8 KM 17.500 Edificio@1 Local 106,
91600, Montevideo
Republic
of Uruguay
Citizen
of Uruguay
|
Directors of Agroinvestment S.A.
|
1.
|
Eduardo
S. Elsztain
Chairman
Zabala
1422, 2nd Floor
11500,
Montevideo
Republic
of Uruguay
Citizen
of Argentina
|
3.
|
Martin
Polak
Second
Vice Chairman
Zabala
1422, 2nd Floor
11500,
Montevideo
Republic
of Uruguay
Citizen
of Uruguay
|
|
2.
|
Mariana
Renata Carmona de Elsztain
Vice
Chairman
Zabala
1422, 2nd Floor
11500,
Montevideo
Republic
of Uruguay
Citizen
of Argentina
|
|
|
14
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
Directors and Executive Officers of Cresud Sociedad Anónima
Comercial, Inmobiliaria, Financiera y Agropecuaria
Directors
|
1.
|
Eduardo
Sergio Elsztain
Chairman
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
10.
|
Ilan
Elsztain
Alternate
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
2.
|
Saúl
Zang
Vice
Chairman
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
11.
|
Eduardo
Kalpakian
Alternate
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
3.
|
Alejandro
Gustavo Elsztain
Second
Vice Chairman
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
12.
|
Mariana
Renata Carmona de Elsztain
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
4.
|
Gabriel
Adolfo Gregorio Reznik
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
13.
|
Enrique
Alberto Antonini
Alternate
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
5.
|
Jorge
Oscar Fernández
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
14.
|
Liliana
Glikin
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
15
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
|
6.
|
Fernando
Adrián Elsztain
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
15.
|
Iair
Elsztain
Alternate
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
7.
|
Pedro
Dámaso Labaqui Palacio
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
16.
|
Alejandro
Mario Bartolome
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
8.
|
Alejandro
Gustavo Casaretto
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
17.
|
María
Gabriela Macagni
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
9.
|
Gastón
Armando Lernoud
Alternate
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
18.
|
Nicolás
Bendersky
Director
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
|
|
|
|
Executive Officers
|
1.
|
Alejandro
Gustavo Elsztain
Chief
Executive Officer
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
3.
|
Alejandro
Gustavo Casaretto
Regional
Manager of Agricultural
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
|
2.
|
Matías
Iván Gaivironsky
Chief
Financial Officer and Chief Administrative Officer
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
4.
|
Diego
Francisco Chillado Biaus
Chief
Operative Officer of Argentina
Carlos M. Della Paolera 261, 9th floor
(C1001ADA)
Ciudad Autónoma de Buenos Aires
Republic
of Argentina
Citizen
of Argentina
|
|
|
|
|
|
|
|
16
SCHEDULE 13D
|
CUSIP
No. 226406106
|
|
|
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:
June 9, 2023
|
Eduardo S. Elsztain
|
Consultores Venture Capital Uruguay
|
|
By: /S/
Eduardo S. Elsztain
Name:
Eduardo S. Elsztain
|
By: /S/
Eduardo S. Elsztain
Name:
Eduardo S. Elsztain
Title:
Chairman of the Board
|
|
IFIS Limited
|
Consultores Assets Management S.A.
|
|
By: /S/
Eduardo S. Elsztain
Name:
Eduardo S. Elsztain
Title:
Chairman of the Board
|
By: /S/
Eduardo S. Elsztain
Name:
Eduardo S. Elsztain
Title:
Chairman of the Board
|
|
Inversiones Financieras del Sur S.A.
|
Consultores Venture Capital Limited
|
|
By: /S/
Eduardo S. Elsztain
Name:
Eduardo S. Elsztain
Title:
Chairman of the Board
|
By: /S/
Eduardo S. Elsztain
Name:
Eduardo S. Elsztain
Title:
Chairman of the Board
|
|
Agroinvestment S.A.
|
|
|
By: /S/
Eduardo S. Elsztain
Name:
Eduardo S. Elsztain
Title:
Chairman of the Board
|
|
17