Amendment No. 1 to Schedule 13D

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

(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. 1)*

 

 

 

 

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

Andrés Moncayo

Carolina Zang

María de los Ángeles del Prado

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)

 

 

July 31, 2005


(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.   ¨

 

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 18 Pages

 

  1.  

NAME OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

            Eduardo Elsztain

   
  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  x

(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

 

                122,441,102


  8.    SHARED VOTING POWER

 

                0


  9.    SOLE DISPOSITIVE POWER

 

                122,441,102


10.    SHARED DISPOSITIVE POWER

 

                0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            122,441,102

   
12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

 

¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            38.1%

   
14.  

TYPE OF REPORTING PERSON

 

            CO

   

 

 


SCHEDULE 13D

CUSIP No. 226406106    Page 3 of 18 Pages

 

  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)  x

(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

 

                122,441,102


  8.    SHARED VOTING POWER

 

                0


  9.    SOLE DISPOSITIVE POWER

 

                122,441,102


10.    SHARED DISPOSITIVE POWER

 

                0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            122,441,102

   
12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

 

¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            38.1%

   
14.  

TYPE OF REPORTING PERSON

 

            CO

   

 

 


SCHEDULE 13D

CUSIP No. 226406106    Page 4 of 18 Pages

 

  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)  x

(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

 

                122,441,102


  8.    SHARED VOTING POWER

 

                0


  9.    SOLE DISPOSITIVE POWER

 

                122,441,102


10.    SHARED DISPOSITIVE POWER

 

                0

11.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

            122,441,102

   
12.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

 

 

¨

 

13.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

            38.1%

   
14.  

TYPE OF REPORTING PERSON

 

            CO

   

 

 


SCHEDULE 13D

CUSIP No. 226406106    Page 5 of 18 Pages

 

STATEMENT PURSUANT TO RULE 13d-1 OF THE

GENERAL RULES AND REGULATIONS UNDER THE

SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED

 

This constitutes the first electronic filing by the Reporting Persons (as defined herein) and as such, pursuant to the provisions of Regulation S-T under the U.S. Securities Exchange Act, the reporting person is filing a complete Schedule 13D to include and restate all of the information required by Schedule 13D. Although the information included herein is intended as an amendment to the information previously filed by the Reporting Persons, all of the information regarding the Reporting Persons’ ownership of the shares of Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria as required by Schedule 13D.

 

Item 1. Security and Issuer

 

This Statement on Schedule 13D relates to the common stock, par value 1.00 Peso per share (the “Cresud Common Stock”), of Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria, an Argentine stock corporation (“Cresud”). The address of the principal executive office of Cresud is Moreno 877, 23rd Floor, (C1066AAD) Buenos Aires, Argentina.

 

Item 2. Identity and Background

 

(a)-(c), (f) This statement is being filed by Eduardo S. Elsztain (“Elsztain”) a citizen of the Republic of Argentina who is serving as Chairman of the Board of each of IFIS Limited (“IFIS”), a limited liability company, organized under de laws of Bermuda and Inversiones Financieras del Sur S.A., a stock corporation organized under the laws of the Republic of Uruguay (“IFISA” and together with Elsztain and IFIS, the “Reporting Persons”). Elsztain’s principal offices are located at Bolívar 108, 1st floor, Buenos Aires, Argentina; IFIS’ principal offices are located at Wessex House, 45 Reid Street, Hamilton HM 12, Bermuda and IFISA’s principal offices are located at Zabala 1422 2nd floor, Montevideo, Republic of Uruguay.

 

(d) None of the Reporting Persons nor, to the best knowledge of the Reporting Persons, 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 the best knowledge of the Reporting Persons, 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 activities subject to, federal or state securities laws or finding any violation of such law.

 

Item 3. Source and Amount of Funds or Other Consideration

 

The Cresud Common Stock beneficially owned by the Reporting Persons is composed of 28,100,712 Shares acquired for an aggregate purchase price of US$24,780,658.15, and 23,953,025 Units (as defined herein) acquired for an aggregate purchase price of US$24,280,690.13. The Units may be converted into 47,170,195 shares of Cresud Common Stock. In addition, the Reporting Persons own warrants that may be exercised at any time and are convertible into 47,170,195 shares of Cresud Common Stock at an exercise price of US$0.6093 per Warrant representing a total amount of US$28,743,630.00.

 

The funds used to purchase the Cresud Common Stock were derived from IFISA’s working capital and a capital contribution received from IFIS, IFISA’s principal shareholder which owns directly 99.975 % of IFISA and Consultores Venture Capital Limited owns the remaining 0.025%. Consultores Venture Capital Limited is a Cayman Islands company controlled by Elsztain with an 85% ownership.


SCHEDULE 13D

CUSIP No. 226406106    Page 6 of 18 Pages

 

Item 4. Purpose of Transaction

 

The Reporting Persons acquired the Shares held for their own account in order to increase its equity stake in Cresud.

 

Elsztain is the Chairman of the Board of Directors of IFIS, IFISA, Cresud and IRSA. Elsztain is the beneficial owner of 46.6% of the shares of IFIS. Elsztain owns directly 24.3% of IFIS and indirectly 2.0% through Duriland S.A., a corporation organized under the laws of the Republic of Uruguay, and 16.9% through Dolphin Fund plc, an Isle of Man limited liability company. IFIS owns 99.975% of IFISA and Consultores Venture Capital Limited owns the remaining 0.025%. Elsztain owns 85.0% of Consultores Venture Capital Limited, a company incorporated in the Cayman Islands. By virtue of his beneficial ownership of IFISA, IFIS and Elsztain are beneficial owners of all the shares of Cresud Common Stock held for the account of IFISA which represents 38.1% of the total outstanding shares of Cresud Common Stock.

 

Subject to, among other things, availability at prices deemed favorable, the Reporting Persons may purchase additional Units (as defined herein), Notes (as defined herein), Warrants (as defined herein) and/or shares of Cresud Common Stock from time to time in the open market, in privately negotiated transactions or otherwise.

 

Except as described above, neither the Reporting Persons nor, to the best knowledge of the Reporting Persons, any person named in Schedule A hereto, has any present plans or intentions that could result in or relate to any of the actions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

 

Item 5. Interests in Securities of the Issuer

 

As of July 31, 2005, assuming the full conversion of Cresud’s Notes and Warrants owned by the Reporting Persons as described in Item 6, IFISA would own 122,441,102 shares of Cresud Common Stock, representing 38.1% on a fully diluted basis.

 

The following is a detailed description of the Reporting Persons’ beneficiary ownership and their relationship with Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria:

 

(i) Elsztain by virtue of his position and voting power of IFIS may be deemed to beneficially own 43.2% of the shares of IFISA. Elsztain owns directly 24.3% of the equity of IFIS and indirectly 2.0% through Duriland S.A., a stock corporation organized under the laws of the Republic of Uruguay, and 16.9% through Dolphin Fund plc, a limited liability company incorporated in the Isle of Man. IFIS owns 99.975% of the equity of IFISA. Therefore, Elsztain may be deemed to be the beneficial owner of 38% of the issued and outstanding shares of common stock of IFISA which in turn owns, on a fully diluted basis, approximately 38.1% of the issued and outstanding shares of Cresud and approximately 3.7% of the issued and outstanding shares of IRSA. In addition, Cresud owns, on a fully diluted basis, 36.6% of the issued and outstanding shares of IRSA. Finally, IRSA owns, on a fully diluted basis, 65.2% of the issued and outstanding shares of APSA.

 

(ii) IFIS, as direct owner of 99.975% of the shares of IFISA, would be the beneficial owner of all the shares of Cresud Common Stock held for its account, which is 38.1%.


SCHEDULE 13D

CUSIP No. 226406106    Page 7 of 18 Pages

 

(iii) IFISA would be the direct owner of 122,441,102 shares of Cresud Common Stock representing approximately 47.6% of the Cresud Common Stock that would be outstanding if no other holder were to convert any Notes or exercise any Warrants.

 

Given the foregoing, Elsztain, IFIS and IFISA may be deemed to be the beneficial owners of the following shares, in each case, on a fully diluted basis:

 

  1. 122,441,102 of the issued and outstanding shares of Cresud, representing 38.1% of all outstanding shares of Cresud.

 

Elsztain, IFIS, IFISA and Cresud may be deemed to be the beneficial owners of the following shares, in each case, on a fully diluted basis:

 

  2. 233,358,837 of the issued and outstanding shares of IRSA, representing 40.3% of all outstanding shares of IRSA.

 

Elsztain, IFIS, IFISA, Cresud and IRSA may be deemed to be the beneficial owners of the following shares, in each case, on a fully diluted basis:

 

  3. 138,795,745 of the issued and outstanding shares of APSA, representing 65.2% of all outstanding shares of APSA.

 

As of July 31, 2005, assuming full conversion by the Reporting Persons of Cresud’s Notes and exercise of Cresud’s Warrants included in the Units owned by IFISA as discussed in Item 6, and assuming further that none of other Cresud’s shareholders convert their Notes, the Reporting Persons would control 47.6% of the outstanding shares Cresud Common Stock. Assuming the full conversion by the Reporting Persons of Cresud’s Notes and exercise of the Warrants included in the Units owned by IFISA as well as other Cresud’s shareholders, the Reporting Persons would control 38.1% of IRSA Common Stock.

 

(iv) Except as set forth from Paragraph (i) to (iii) of this Item 5(a), to the best knowledge of the Reporting Persons, none of the other persons identified pursuant to Item 2 above beneficially owns any shares of the Alto Palermo Common Stock.

 

(b) Item 5(a) is incorporated herein by reference.

 

(c) Transactions by the Reporting Persons or persons named in Schedule A hereto in Alto Palermo Common Stock that were effected during the past 60 days are listed on Annex I, which is incorporated herein by reference.

 

(d)-(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

Pursuant to a Prospectus (the “Prospectus”), dated October 11, 2002, contained in Cresud’s Registration Statement on Form F-3 No. 333-90476, filed with the Securities and Exchange Commission on June 14, 2002, Cresud offered (the “Offering”) rights to subscribe for an aggregate amount of 50,0000,000 units (“Units”), each consisting of US$1.00 principal amount of Cresud’s 8% Convertible Notes due 2007 (each, a “Note”) and one non-detachable warrant (each, a “Warrant”) to purchase shares of Cresud Common Stock, for an aggregate amount of US$50,000,000. All information included in this Schedule 13D pertaining to the Offering, Units, Notes and Warrants is based on information provided in the Prospectus, the indenture governing the Notes and the warrant agreement governing the Warrants.


SCHEDULE 13D

CUSIP No. 226406106    Page 8 of 18 Pages

 

After December 13, 2002, holders of the Notes may convert, subject to certain conditions, such Notes into shares of Cresud Common Stock at a conversion price of US$0.5078 per share. The initial conversion price of the Notes is subject to adjustment as described in the Prospectus. The Notes mature on November 14, 2007. Each Warrant is exercisable only if the Note to which such Warrant is attached has been converted, and such Warrant is exercisable on the last day of each quarter following such conversion until expiration of the Warrants on November 14, 2007. Each Warrant entitles the holder to purchase such number of shares of Cresud Common Stock equal to the number of shares for which the attached Note was converted. The exercise price for the Warrants is US$0.6093 per share of Cresud Common Stock. Neither the Notes nor the Warrants are separately transferable until, in each case, the Note to which a Warrant is attached is converted.

 

As described in the Prospectus, pursuant to Argentine law and Cresud’s bylaws, Cresud was required to first offer the subscription rights contained in the Prospectus to all of Cresud’s existing holders of shares or ADSs. The subscription period for such holders expired on November 13, 2002. Thereafter, Cresud was permitted to sell any unsubscribed Units to third parties. On November 20, 2002 (the “Issuance Date”), the Reporting Persons purchased 23,848,296 Units for an aggregate purchase price of US$23,848,296. In addition, from December 2002 until April 2004 the Reporting Persons purchased 389,234 Units for an aggregate purchase price of US$720,791.01 and sold 284,505 Units for an aggregate selling price of US$335,490.40. Such Units became convertible (in the case of the Notes) commencing on December 14, 2002 and the Warrants are exercisable on the last day of the fiscal quarter following such conversion into an amount of 47,170,195 shares of Cresud Common Stock (assuming all Notes are converted) plus 47,170,195 shares (assuming all Warrants are exercised by Reporting Persons), giving Reporting Persons a total of 94,340,390 shares representing a 29.36% equity interest in Cresud on a fully diluted basis. In the case that IFISA decided to exercise the Warrants, IFISA will have to pay an exercise price of US$0.6093 for each Warrant representing a total amount of US$28,743,630.00.

 

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 is a party.

 

Item 7. Material to Be Filed as Exhibits

 

None


SCHEDULE 13D

CUSIP No. 226406106    Page 9 of 18 Pages

 

Schedule A

 

1. Eduardo S. Elsztain

Bolívar 108, 1st floor

(1066) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

Directors and Executive Officers of IFIS Limited

 

Directors

 

1. Eduardo S. Elsztain

Director

Wessex House, 45 Reid Street

Hamilton HM 12

Bermuda

Citizen of Argentina

 

2. Saul Zang

Director

Wessex House, 45 Reid Street

Hamilton HM 12

Bermuda

Citizen of Argentina

 

3. Mariana Renata Carmona de Elsztain

Director

Wessex House, 45 Reid Street

Hamilton HM 12

Bermuda

Citizen of Argentina

 

4. Alejandro Gustavo Elsztain

Director

Wessex House, 45 Reid Street

Hamilton HM 12

Bermuda

Citizen of Argentina


SCHEDULE 13D

CUSIP No. 226406106    Page 10 of 18 Pages

 

Directors and Executive Officers of Inversiones Financieras del Sur S.A.

 

Directors

 

1. Eduardo S. Elsztain

Chairman of the Board

Zabala 1422, 2nd floor

(11500) Montevideo

Republic of Uruguay

Citizen of Argentina

 

2. Eduardo Simon Bartfeld

Director

Zabala 1422, 2nd floor

(11500) Montevideo

Citizen of Uruguay

 

3. Olga Stirling

Director

Zabala 1422, 2nd floor

(11500) Montevideo

Citizen of Uruguay


SCHEDULE 13D

CUSIP No. 226406106    Page 11 of 18 Pages

 

Directors and Executive Officers of

Cresud Sociedad Anónima Comercial, Inmobiliaria, Financiera y Agropecuaria

 

Directors

 

1. Eduardo Sergio Elsztain

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

2. Saúl Zang

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

3. Alejandro Gustavo Elsztain

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

4. Clarisa Diana Lifsic

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

5. Gabriel Adolfo Resnik

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

6. Jorge Oscar Fernandez

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

7. Susan Segal

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of United States of America


SCHEDULE 13D

CUSIP No. 226406106    Page 12 of 18 Pages

 

8. Fernando Adrián Elsztain

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

7. David Alberto Perednik

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

8. Gary Gladstein

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of United States of America

 

10. Salvador Darío Bergel

Alternate Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

11. Juan Carlos Quintana Terán

Alternate Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

12. Gastón Armando Lernoud

Alternate Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina


SCHEDULE 13D

CUSIP No. 226406106    Page 13 of 18 Pages

 

Senior Management

 

1. Eduardo Sergio Elsztain

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

2. Alejandro Gustavo Elsztain

Director

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

3. Gabriel Blasi

Chief Financial Officer

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

4. Alejandro Bartolomé

Chief Production Officer

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

5. David A. Perednik

Chief Administrative Officer

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

6. José Luis Rinaldini

Chief Subsidiaries Supervisor

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

7. Alejandro Casaretto

Chief Real Estate Officer

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

8. Carlos Blousson

Chief Sales Officer

Moreno 877, 23rd floor

(C1091AAQ) Buenos Aires

Republic of Argentina

Citizen of Argentina

 

 


SCHEDULE 13D

CUSIP No. 226406106    Page 14 of 18 Pages

 

Transactions by the Reporting Persons or persons named in Schedule A hereto in Shares

that were effected during the past 60 days

 

Annex 1

 

Name


   Transaction
Type


   Trade
Date


   Amount of
ADRs


   Price per
ADR


   Place

Alejandro G. Elsztain

   Buy    07/12/05    3,300    US$ 11.50    Nasdaq

Alejandro G. Elsztain

   Buy    07/14/05    5,500    US$ 11.60    Nasdaq

Alejandro G. Elsztain

   Buy    07/15/05    2,200    US$ 11.30    Nasdaq

Name


   Transaction
Type


   Trade
Date


   Amount of
Shares


   Price per
Share


   Place

Alejandro Casaretto

   Sell    07/04/05    2,714    Ps. 3.45    Buenos Aires Stock Exchange

Alejandro Casaretto

   Sell    07/20/05    4,934    Ps. 3.47    Buenos Aires Stock Exchange

 

 


SCHEDULE 13D

CUSIP No. 226406106    Page 15 of 18 Pages

 

IFISA’s transactions in Cresud

 

Transaction Type


  

Trade

Date


   Amount of ADRs

   Price per ADR

   Place

Sell

   05/04/2005    1,500    US$ 14.03    Nasdaq

Sell

   05/04/2005    1,000    US$ 14.04    Nasdaq

Sell

   05/04/2005    2,618    US$ 14.08    Nasdaq

Buy

   05/05/2005    20,478    US$ 11.14    Nasdaq

Buy

   05/13/2005    12,092    US$ 11.79    Nasdaq

Buy

   05/13/2005    3,000    US$ 11.78    Nasdaq

Buy

   05/16/2005    6,100    US$ 12.24    Nasdaq

Buy

   05/17/2005    1,700    US$ 12.29    Nasdaq

Buy

   05/17/2005    4,500    US$ 12.07    Nasdaq

Buy

   05/18/2005    1,400    US$ 12.02    Nasdaq

Buy

   05/23/2005    1,500    US$ 12.01    Nasdaq

Sell

   05/31/2005    6,800    US$ 12.97    Nasdaq

Buy

   06/03/2005    12,900    US$ 11.9244    Nasdaq

Buy

   06/03/2005    5,900    US$ 11.9174    Nasdaq

Buy

   06/21/2005    7,000    US$ 11.9792    Nasdaq

Buy

   06/22/2005    694    US$ 11.95    Nasdaq

Buy

   06/24/2005    500    US$ 12    Nasdaq

Buy

   06/27/2005    10,000    US$ 11.8594    Nasdaq

Transaction Type


  

Trade

Date


   Amount of Shares

   Price per Share

   Place

Sell

   05/04/2005    1,000    Ps. 4.00    Buenos Aires Stock Exchange

Buy

   05/05/2005    52,000    Ps. 3.23    Buenos Aires Stock Exchange

Buy

   05/17/2005    15,000    Ps. 3.51    Buenos Aires Stock Exchange

Buy

   06/03/2005    10,000    Ps. 3.43    Buenos Aires Stock Exchange

Buy

   06/06/2005    13,155    Ps. 3.47    Buenos Aires Stock Exchange

Buy

   06/06/2005    15,000    Ps. 3.47    Buenos Aires Stock Exchange

Buy

   06/21/2005    25,000    Ps. 3.43    Buenos Aires Stock Exchange

Buy

   06/21/2005    41,000    Ps. 3.44    Buenos Aires Stock Exchange

Buy

   06/22/2005    9,984    Ps. 3.43    Buenos Aires Stock Exchange

Buy

   06/27/2005    2,000    Ps. 3.43    Buenos Aires Stock Exchange

Sell

   07/21/2005    1,000    Ps. 3.38    Buenos Aires Stock Exchange

 

+


SCHEDULE 13D

CUSIP No. 226406106    Page 16 of 18 Pages

 

SIGNATURE

 

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: September 16, 2005

 

   

Eduardo S. Elsztain

By:

 

/S/ Eduardo S.Elsztain


   

Name: Eduardo S. Elsztain


SCHEDULE 13D

CUSIP No. 226406106    Page 17 of 18 Pages

 

SIGNATURE

 

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: September 16, 2005

 

   

IFIS Limited

By:

 

/S/ Eduardo S.Elsztain


   

Name: Eduardo S. Elsztain

   

Title: Chairman of the Board of Directors


SCHEDULE 13D

CUSIP No. 226406106    Page 18 of 18 Pages

 

SIGNATURE

 

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: September 16, 2005

 

   

Inversiones Financieras del Sur S.A.

By:

 

/S/ Eduardo S. Elsztain


   

Name: Eduardo S. Elsztain

   

Title: Chairman of the Board