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Adecoagro Announces It Has Entered Into A Transaction Agreement With Tether Investments

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LUXEMBOURG, March 27, 2025 /PRNewswire/ — Adecoagro S.A. (NYSE: AGRO) (“Adecoagro” or the “Company”), a leading sustainable production company in South America and Tether Investments S.A. de C.V. (“Tether“), a member of the Tether Group which includes the issuer of USDT, the world’s largest stablecoin, today announced that they have entered into a Transaction Agreement. Pursuant to the terms of the agreement, which has been unanimously approved by Adecoagro’s Board of Directors, Tether will promptly commence a tender offer to acquire up to 49,596,510 Common Shares of the Company at a price in cash of $12.41 per Common Share (representing, when added to the Shares already owned by Tether, approximately 70% of the outstanding Common Shares of the Company). The closing of the transaction is subject to certain closing conditions, including there being validly tendered and not validly withdrawn a number of Common Shares that, when added to the Common Shares already owned by Tether, represents at least 51% of the outstanding Common Shares on a fully diluted basis.

“I am very excited about this transaction and the opportunity to have a significant shareholder like Tether, who shares the entrepreneurial spirit that led us to create Adecoagro 23 years ago and that continues to be present in our day-to-day decisions.” said Mariano Bosch, Co-Founder and Chief Executive Officer of Adecoagro. “At Adecoagro we produce food and renewable energy, which is associated with the traditional agribusiness industry, but the adoption of cutting-edge technology is present in our four business segments and is a relevant driver of our low-cost strategy. Having our largest shareholder understand the importance of technology and support our existing projects and future ventures, places us in a privileged position to continue expanding our culture and work.”

Mr. Bosch further added “Tether‘s support for the Company’s strategic vision, is an acknowledgment to the hard work of our passionate and diverse team, that is capable of developing these efficient and sustainable production models in the interior of Argentina, Brazil and Uruguay, with a constant focus on doing things better every day to continue delivering long-term returns and generating value for our shareholders.”

“Among the things I am excited about is that our Board of Directors, which is a key element of our governance model, will benefit from the continuity of some of our current members and from the fresh ideas that the new additional directors will provide. Also, there is a specific retention plan for management, and we are all excited to continue working hard on making Adecoagro an even better company” elaborated Mr. Bosch.

Mr Bosch concluded “I think we have reached an agreement that respects and protects minority shareholders, and I am very happy about that. That is why I decided not to sell any of my shares, unless it is necessary to move forward with the transaction and enable Tether to reach the minimum threshold.”

Emilio Gnecco, Chief Financial Officer of Adecoagro added “The work we have done over the past years have led to deliver consistent results and better positioned us for long-term sustainable growth. We are at a point where we have become a solid platform from which we can expand our current businesses and potential new ones. The incorporation of a shareholder like Tether will allow us to pursue a more ambitious growth plan.”

“This transaction reflects Tether‘s commitment to investing in sustainable, future-oriented companies that have a deep impact on real-world economies,” said Paolo Ardoino, CEO of Tether. “Adecoagro has built an impressive track record of innovation in food and renewable energy production across South America, and we are proud to support its vision. Our investment aligns with Tether‘s broader strategy to back infrastructure, technology, and businesses that advance economic freedom and resilience, especially in regions where these values are most needed. We look forward to contributing to Adecoagro’s continued growth and long-term success.”

J.P. Morgan is acting as exclusive financial advisor and Davis Polk & Wardwell LLP and Elvinger Hoss Prussen are acting as legal advisors to the Company. McDermott Will & Emery LLP is acting as legal advisor to Tether.

About Adecoagro:
Adecoagro is a leading sustainable production company in South America. Adecoagro owns 210.4 thousand hectares of farmland, and several industrial facilities spread across the most productive regions of Argentina, Brazil and Uruguay, where it produces over 2.8 million tons of agricultural products and over 1 million MWh of renewable electricity.

About Tether:
Tether is a pioneer in the field of stablecoin technology, driven by an aim to revolutionize the global financial landscape. With a mission to provide accessible and efficient financial, communication, artificial intelligence, and energy infrastructure. Tether enables greater financial inclusion, and communication resilience, fosters economic growth, and empowers individuals and businesses alike. As the creator of the largest, most transparent, and liquid stablecoin in the industry, Tether is dedicated to building sustainable and resilient infrastructure for the benefit of underserved communities. By leveraging cutting-edge blockchain and peer-to-peer technology, it is committed to bridging the gap between traditional financial systems and the potential of decentralized finance.

No Offer or Solicitation; Additional Information and Where to Find It
The tender offer referenced in this communication has not yet commenced. This announcement is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell securities. The solicitation and offer to buy the Company’s securities will only be made pursuant to an Offer to Purchase and related tender offer materials. At the time the tender offer is commenced, Tether will be required to file a tender offer statement on Schedule TO and thereafter the Company will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC with respect to the tender offer. THE TENDER OFFER MATERIALS (INCLUDING AN OFFER TO PURCHASE, A RELATED LETTER OF TRANSMITTAL AND CERTAIN OTHER TENDER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9 WILL CONTAIN IMPORTANT INFORMATION. THE COMPANY’S STOCKHOLDERS ARE URGED TO READ THESE DOCUMENTS CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION THAT HOLDERS OF THE COMPANY’S SECURITIES SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING TENDERING THEIR SECURITIES. These materials will be made available to the Company’s stockholders at no expense to them. The tender offer materials and the Solicitation/Recommendation Statement will be made available for free at the SEC’s website at www.sec.gov. Copies of the documents filed by the Company with the SEC by will be available free of charge on the Company’s internet website at www.adecoagro.com or by contacting the Company’s investor relations department at ir@adecoagro.com.

Forward Looking Statements
This release contains information that may constitute forward-looking statements for purposes of applicable securities laws. Forward-looking statements can be identified by the fact that they do not relate strictly to historic or current facts and often use words such as “anticipate,” “estimate,” “expect,” “believe,” “will likely result,” “outlook,” “project” and other words and expressions of similar meaning. Investors are cautioned not to place undue reliance on forward-looking statements. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including, but not limited to: (i) the risk that the tender offer may not be completed in a timely manner or at all; (ii) uncertainties as to the percentage of the Company’s shareholders tendering their shares in the tender offer; (iii) the possibility that competing offers or acquisition proposals for the Company will be made; (iv) the possibility that any or all of the various conditions to the consummation of the tender offer may not be satisfied or waived, including the failure to receive any required regulatory approvals from any applicable governmental entities (or any conditions, limitations or restrictions placed on such approvals); (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the transaction agreement related to the tender offer, including in circumstances which would require the Company to pay a termination fee or other expenses; (vi) the effect of the announcement or pendency of the transactions contemplated by such transaction agreement on the Company’s ability to retain and hire key personnel, its ability to maintain relationships with its suppliers and others with whom it does business, or its operating results and business generally; (vii) risks related to diverting management’s attention from the Company’s ongoing business operations; (viii) the risk that shareholder litigation in connection with the transactions contemplated by such transaction agreement may result in significant costs of defense, indemnification and liability and (ix) those set forth in the “Risk Factors” section of the Company’s Form 20-F for the fiscal year ended December 31, 2023 and subsequent filings with the SEC. The Company may not succeed in addressing these and other risks. Consequently, all forward-looking statements in this release are qualified by the factors, risks and uncertainties contained therein. In addition, the forward-looking statements included in this press release represent the Company’s views as of the date of this press release and these views could change. However, while the Company may elect to update these forward-looking statements at some point, the Company specifically disclaims any obligation to do so, other than as required by federal securities laws. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date of this release.

View original content:https://www.prnewswire.com/news-releases/adecoagro-announces-it-has-entered-into-a-transaction-agreement-with-tether-investments-302413050.html

SOURCE Adecoagro S.A.

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Purina Films Docuseries A Different Breed Earns Three Daytime Emmy® Award Nominations

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Emmy®-nominated series celebrates the extraordinary bond between people and pets through the world of canine competition

ST. LOUIS, July 21, 2026 /PRNewswire/ — When pet lovers see the human-pet bond in action, it creates connection and deepens the appreciation they have for the animals in their own lives. That connection recently led Purina to dive deeper into the world of canine competition through a docuseries that is now receiving critical acclaim. Today, Purina is celebrating three Daytime Emmy® Award nominations for A Different Breed, its original nine-episode documentary series produced through Purina Films in partnership with InkBlot Narratives and WPP Media, including recognition for Outstanding Lifestyle Program, Outstanding Editing and Outstanding Directing.

The Daytime Emmy® Awards recognize excellence in daytime television and streaming programming across lifestyle, documentary, instructional, travel, culinary and children’s content. A Different Breed is nominated alongside productions from some of the entertainment industry’s leading studios, networks and streaming platforms.

Streaming on Prime Video, A Different Breed follows 18 teams on the road to the Purina Pro Plan Incredible Dog Challenge National Finals, putting the spotlight on the competitors, their dogs and the extraordinary relationships that drive them. The series marks an intentional shift from traditional brand-led content toward storytelling that entertains, inspires and fosters meaningful connections – all in new channels and formats that resonate with the viewing habits of today’s consumer.

“The way people discover and engage with content continues to evolve, and we’re evolving with them,” said Andrea Faccio, President and Chief Growth Officer at Purina. “At Purina, we’ve always believed the bond between people and pets is full of inspiring stories. A Different Breed gave us the opportunity to share those stories in a way people actively choose to experience, and we’re incredibly proud to see them recognized alongside some of the industry’s most celebrated programs.”

Through Purina Films, Purina is evolving how it connects with pet lovers taking a more entertainment-led approach to storytelling, creating premium content that highlights the meaningful role pets play in people’s lives. By inviting viewers behind the scenes of the Purina Pro Plan Incredible Dog Challenge and into competitors’ lives and homes, A Different Breed tells the kinds of emotionally rich stories today’s audiences actively seek out.

The backdrop of the series is the Purina Pro Plan Incredible Dog Challenge, a premier canine performance sports competition that has showcased extraordinary canine athletes and their handlers for nearly 30 years. The competition features a variety of events, including high-flying disc routines, agility courses, weave pole racing and diving dog competitions.

The National Academy of Television Arts & Sciences will announce the winners of the Daytime Emmy Awards on October 30, 2026.

All nine episodes of A Different Breed are available to stream exclusively on Prime Video in the U.S. at no additional cost with a Prime membership. The second season of the Emmy®-nominated series is in production, continuing Purina’s commitment to bring audiences authentic stories that celebrate the incredible bond between people and pets.

About Nestlé Purina PetCare 
Nestlé Purina PetCare creates richer lives for pets and the people who love them. Founded in 1894, Purina has helped dogs and cats live longer, healthier lives by offering scientifically based nutritional innovations.

Purina manufactures some of the world’s most trusted and popular pet care products, including Dog Chow, Purina ONE, Pro Plan, Friskies and Tidy Cats. Our more than 11,000 U.S. associates take pride in our trusted pet food, treat and litter brands that feed 46 million dogs and 68 million cats every year. Nearly 500 Purina scientists, veterinarians, and pet care experts ensure our commitment to unsurpassed quality and nutrition.

Over the past five years, Purina has contributed more than $150 million towards organizations that bring, and keep, people and pets together, as well as those that help our communities and environment thrive.

Purina is part of Nestlé, a global leader in Nutrition, Health and Wellness. For more information, visit purina.com or subscribe here to get the latest Purina news.

View original content to download multimedia:https://www.prnewswire.com/news-releases/purina-films-docuseries-a-different-breed-earns-three-daytime-emmy-award-nominations-302831018.html

SOURCE Purina

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Toy Foundation Partners with Build-A-Bear & Chuck E. Cheese to Raise $100,000 for Children in Need

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The International Day of Play-themed cause marketing campaigns engaged consumers through promotions, exclusive product, & pin pad donations.

NEW YORK, July 21, 2026 /PRNewswire/ — The Toy Foundation™, the philanthropic arm of The Toy Association™, celebrated the United Nation’s International Day of Play (June 11) with two cause marketing campaigns with Build-A-Bear Foundation and Chuck E. Cheese. Together, the campaigns raised over $100,000, as families across the country and around the world supported The Toy Foundation’s mission to deliver the power of play to children in need.

The Toy Foundation’s partnership with Chuck E. Cheese included a three-part fundraising campaign throughout the month of June. At nearly 500 Chuck E. Cheese locations, families who donated $5 at checkout received 500 tickets to use toward prizes, turning a charitable gift into extra fun. Families also had the option to make a $1 or $3 donation directly at the pin pad, powered by FreedomPay’s Gateway to Giving™ — a charitable program that enables seamless giving at the point of sale, creating another opportunity to support a child in need. At select fun centers, families could also purchase a Chuck E. Cheese x Crazy Aaron’s Limited-Edition Thinking Putty, with one hundred percent of the purchase price benefitting The Toy Foundation.

“Partnering with The Toy Foundation this International Day of Play allowed us to make a real difference through the power of play,” said Scott Drake, CEO of CEC Entertainment. “Play is at the heart of everything we do, and we are deeply grateful to the families that joined us in supporting this great cause. Together, we are giving back in a meaningful way that inspires pride across our entire community.”

Build-A-Bear brought its signature warmth to workshops across the U.S. and the UK with a weeklong fundraising campaign held June 8 to 12. Shoppers made donations in amounts of their choosing at checkout, both in stores and online, with every dollar supporting The Toy Foundation’s work to deliver play to children in need.

“Build-A-Bear Foundation is proud to partner with The Toy Foundation in advancing the shared belief that play has the power to positively impact children’s lives,” said David Henderson, president of Build-A-Bear Foundation. “From toy donations and sponsorship support to this International Day of Play fundraising campaign, we are committed to helping create more moments of joy for children and families in need. We are so grateful to our guests and partners whose generosity continues to make that impact possible.”

These fundraising campaigns complimented The Toy Foundation’s International Day of Play toy collection initiative, which resulted in nearly 20 companies donating $5.7 million in toys. The toy donations are being distributed to more than 450,000 children in under-resourced communities, schools, and hospitals around the world.

“We are grateful to Build-A-Bear Foundation and Chuck E. Cheese for their support, collaboration, and partnership in hosting two successful cause marketing campaigns, and to the companies that generously donated toys in honor of International Day of Play,” said Pam Mastrota, executive director of The Toy Foundation. “Together, we are making a lasting impact, transforming children’s lives with the power of play.”

The Toy Foundation partners with companies and retailers to create tailored cause marketing campaigns that engage consumers and support children through play.

Campaign opportunities include:

Retail campaigns that donate a portion of proceeds from select productsPoint-of-sale donation campaignsCo-branded products featuring cause-related messagingCustomized campaigns tailored to a company’s goals

To learn more and get involved in advancing the toy industry’s collective impact, visit toyfoundation.org or contact The Toy Foundation team.

About The Toy Foundation™ www.toyfoundation.org
The Toy Foundation™ is a 501(c)(3) children’s charity and philanthropic arm of The Toy Association. The uniting force for the collective philanthropy of the toy industry, The Toy Foundation is dedicated to creating a world where every child experiences the comfort, joy, and extraordinary benefits of play. The Toy Foundation works toward this vision through two program areas, Toy Chest, a toy distribution initiative, and Play Fund, a grant distribution initiative. By working together, The Toy Foundation has delivered the power of play to 38 million children in need worldwide. To learn more about The Toy Foundation, visit toyfoundation.org.

About Build‑A‑Bear Workshop, Inc.
Founded in 1997, Build‑A‑Bear is a leading global retailtainment brand on a mission to add a little more heart to life. At Build-A-Bear, guests are invited to create personalized furry friends through a unique stuffing, dressing, accessorizing and naming process, accentuated by a memorable “heart ceremony” that creates moments of connection for people of all ages.

Over the years, Build‑A‑Bear has grown into a multi‑generational phenomenon, positioned at the intersection of pop‑culture trends. Beyond its signature retail experience, the brand also offers pre‑stuffed plush, gifting, partnerships with best‑in‑class licensed and collectible characters, and original storytelling through Build‑A‑Bear Entertainment, LLC. Build‑A‑Bear’s current brand platform and message, “The Stuff You Love,” crosses ages and cultures while celebrating nearly 30 years of helping people mark life’s meaningful moments.

Today, Build‑A‑Bear operates more than 650 company-owned, partner-operated and franchise experience locations across more than 30 countries, complemented by buildabear.com. Build‑A‑Bear Workshop, Inc. (NYSE: BBW) reported $529.8 million in total revenues for fiscal 2025, representing the company’s 5th consecutive year of record results. Learn more at the Investor Relations section of buildabear.com.

About Chuck E. Cheese
Chuck E. Cheese is where over 550,000 happy birthdays are celebrated every year. For nearly 50 years, Chuck E. Cheese has been the place Where A Kid Can Be A Kid®, making birthday kids the star of the show through its interactive experiences, arcade games and the beloved Chuck E. Cheese character. The brand operates more than 500 locations globally and remains committed to providing a fun, safe and inclusive environment through industry-leading programs such as Kid Check® and its partnership with Autism Speaks. As a strong advocate for local communities, Chuck E. Cheese has donated more than $24 million to schools and nonprofits through its fundraising programs. For more information, visit www.chuckecheese.com.

Contact: Erin Wright
The Toy Foundation
646.520.4851
ewright@toyfoundation.org

View original content:https://www.prnewswire.com/news-releases/toy-foundation-partners-with-build-a-bear–chuck-e-cheese-to-raise-100-000-for-children-in-need-302831086.html

SOURCE The Toy Foundation

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Play a Video Game Against a Dish of Living Neurons: Intactis Bio Launches “Biostack”

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Served from a rack mountable Biohybrid Processing Unit (BPU) to lower AI energy usage. 

SALT LAKE CITY, July 21, 2026 /PRNewswire/ — Intactis Bio launched the Biostack Alpha, a video game in which allows anyone to compete against living human neurons grown in the lab. A player sits on one side of the web-browser. On the other is Biohybrid Intelligence: a small population of neurons in a dish that receives the game board as patterns of electrical stimulation. These neurons then answer, move by move, where to drop the next piece.

 

Play a video game against living neurons in rack mountable Biohybrid Processing Unit (BPU) to lower AI energy usage.

Biocomputation is a field focused on curbing the AI energy crises by replacing inefficient silicon chips with low energy biological processors. Biostack is the most tactile and publicly accessible demonstration yet to emerge from the field of biocomputation. Play today at play.intactis.bio. 

A biocomputer you can rack

Biostack runs on the Intactis BPU (Biohybrid Processing Unit), a biocomputer built into the same form factor as the GPUs widely distributed in data centers today. Living neurons at its core are wrapped in the cooling, life support, and signal hardware needed to keep the neurons healthy while they compute. The unit pairs the living substrate with silicon and rack mountable networking, which allows the systems to scale out using existing data center infrastructure.

The map that makes neurons playable

What makes the tissue controllable is a computational neuroscience model. Intactis ran a comprehensive screen to map how electrical stimulus drives neural outputs, cataloguing more than 150 statistically significant relationships and accounting for up to 96% of the tissue’s response. “Biocomputation is not a black box. We have the actual equation,” said Daniel Rodriguez-Granrose, PhD, Founder and CEO of Intactis Bio. This design space lets the company map neural responses onto specific game controls, so the biocomputer can directly learn the Biostack board state and ideal responses in a closed loop.

How a dish of neurons plays

Each turn, Biostack compresses the board (the current piece, the height of every column, and any gaps) into a compact code and delivers it to the tissue as a timed sequence of electrical pulses. The neurons respond, and the system reads their answer as a six-bit placement: four bits choose one of ten columns, two bits choose one of four rotations. Together this represents over 1000 unique electrical inputs to encode the board space and up to 40 possible destinations for every piece. Intactis has successfully transmitted this information to the neurons, and mapped their response back to the live game. In this demo, game performance held and even improved across overnight gaps between sessions. The living network is genuinely shaped by use.

Why a game matters

The stakes reach well beyond the screen. AI’s appetite for electricity is on track to outrun global electricity production. A supercomputer can draw on the order of 20 megawatts; a human brain runs on about 20 watts. The company projects energy-cost reductions around 95%, total-cost reductions around 90%, and data center footprint reductions around 88% versus exaflop-scale silicon.

From demo to business

Intactis sells the capability as Cloud Biocompute as a Service, targeting gaming, robotics, AI and LLM developers already spending $20,000 or more per month on GPUs. The company has secured more than $1 million in early capital and non-dilutive support and is raising a $5 million seed round to bring the BPU to data center partners. Intactis is built by a team with more than $900 million in prior exits.

About Intactis Bio

Intactis Bio builds biohybrid computers that run living human neurons alongside silicon to deliver compute with dramatically lower energy, cost, and footprint. Its rack-mountable Biohybrid Processing Unit (BPU) targets the widening gap between AI compute demand and available power. Learn more at intactis.bio.

View original content to download multimedia:https://www.prnewswire.com/news-releases/play-a-video-game-against-a-dish-of-living-neurons-intactis-bio-launches-biostack-302831095.html

SOURCE Intactis Bio Corp

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