Bunge Limited filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits
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Packaged Foods
Consumer Staples
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported)
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(Exact name of registrant as specified in its charter)
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1391 Timberlake Manor Parkway Chesterfield, MO | 63017 | |||||||
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| (Former name or former address, if changed since last report) | ||||||||
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 1.01 Entry into Material Definitive Agreements
BLFC Term Loan Agreement
On June 30, 2025, Bunge Limited Finance Corp. (“BLFC”), a wholly owned subsidiary of Bunge Global SA (“Bunge”), entered into a Term Loan Agreement (the "Term Loan Agreement"), by and among BLFC, as borrower, the lenders from time to time party thereto (the "Lenders"), and Sumitomo Mitsui Banking Corporation, as administrative agent (in such capacity, the "Administrative Agent"). The Lenders are committed to make term loans to BLFC under the Term Loan Agreement in the aggregate amount of $2 billion. The term loans will mature on June 1, 2028.
The proceeds of the loans under the Term Loan Agreement shall be used (i) to fund Bunge's acquisition (the "Viterra Acquisition") of Viterra Limited ("Viterra"), (ii) to pay a portion of Viterra’s existing debt facilities on the closing date of the Viterra Acquisition and (iii) to pay the fees and expenses incurred in connection with the Viterra Acquisition, the debt facilities provided under Term Loan Agreement and other documents in connection therewith and the other transactions contemplated in connection therewith.
Borrowings will bear interest, at BLFC’s option, at the daily simple Secured Overnight Financing Rate (“SOFR”) plus an applicable margin or an alternate base rate as defined in the Term Loan Agreement.
The Term Loan Agreement contains customary representations and warranties and affirmative and negative covenants, including certain limitations on the ability of BLFC, among other things, to incur liens, incur indebtedness, or engage in mergers, consolidations or joint ventures, and customary events of default.
The obligations of BLFC under the Term Loan Agreement are guaranteed by Bunge pursuant to a separate Guaranty, dated as of June 30, 2025 (the “Guaranty”).
From time to time, certain of the Lenders under the Term Loan Agreement and/or their affiliates provide financial services to Bunge, BLFC and other subsidiaries of Bunge. These lenders, or their respective affiliates, have received, and may in the future receive, customary fees and expenses for those services.
The foregoing descriptions of the Term Loan Agreement and Guaranty do not purport to be complete and are qualified in their entirety by reference to the full text of the documents included as Exhibits 10.1 and 10.2, respectively, hereto, and are incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information set forth in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference in this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(d): Exhibits.
| Exhibit No. | Description | ||||||||||
| Term Loan Agreement, June 30, 2025 | |||||||||||
| Guaranty, dated June 30, 2025 | |||||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 30, 2025
| BUNGE GLOBAL SA | |||||
By: | /s/Lisa Ware-Alexander | ||||
Name: | Lisa Ware-Alexander | ||||
Title: | Secretary | ||||