Bunge Global SA (NYSE: BG) (the “Company” or “Bunge”) today
announced that Bunge Limited Finance Corp., its wholly owned
finance subsidiary, has successfully priced a public offering of
$2.0 billion aggregate principal amount, comprised of three
tranches of senior unsecured notes (collectively, the “Senior
Notes”), as follows:
- $400 million aggregate principal amount of 4.100% Senior Notes
due 2028;
- $800 million aggregate principal amount of 4.200% Senior Notes
due 2029; and
- $800 million aggregate principal amount of 4.650% Senior Notes
due 2034.
The Senior Notes will be fully and unconditionally guaranteed by
Bunge Global SA on a senior unsecured basis. The offering was made
pursuant to a registration statement filed with the U.S. Securities
and Exchange Commission. The offering is expected to close on
September 17, 2024, subject to the satisfaction of customary
closing conditions.
Bunge intends to use the net proceeds from the offering of the
Senior Notes to fund a portion of the cash consideration for
Bunge’s proposed acquisition (the “Business Combination”) of
Viterra Limited (“Viterra”) and to repay a portion of certain
Viterra debt to be assumed in connection with the Business
Combination, including, in each case, related fees and expenses,
and, with any remaining amounts, for general corporate
purposes.
Each series of Senior Notes will be subject to a special
mandatory redemption (at a price equal to 101% of the aggregate
principal amount of such series of Senior Notes, plus accrued and
unpaid interest, if any, to, but excluding, the special mandatory
redemption date) under certain circumstances if the Business
Combination is not consummated or is not consummated by an agreed
upon date.
SMBC Nikko Securities America, Inc., BNP Paribas Securities
Corp., BofA Securities, Inc., J.P. Morgan Securities LLC, Mizuho
Securities USA LLC, BMO Capital Markets Corp. and Rabo Securities
USA, Inc. are acting as joint book-running managers for the
offering of Senior Notes. ANZ Securities, Inc., BBVA Securities
Inc., Citigroup Global Markets Inc., Commerz Markets LLC, Credit
Agricole Securities (USA) Inc., HSBC Securities (USA) Inc., ING
Financial Markets LLC, MUFG Securities Americas Inc., Natixis
Securities Americas LLC, Oversea-Chinese Banking Corporation
Limited, PNC Capital Markets LLC, Santander US Capital Markets LLC,
Standard Chartered Bank, Scotia Capital (USA) Inc. and Wells Fargo
Securities, LLC are acting as senior co-managers for the offering
of Senior Notes. Cabrera Capital Markets LLC, Deutsche Bank
Securities Inc., ICBC Standard Bank Plc and Bank of China (Europe)
S.A. are acting as co-managers for the offering of Senior
Notes.
This offering of Senior Notes may be made only by means of the
prospectus supplement and the accompanying prospectus related to
the offering. Copies of the prospectus supplement and the
accompanying prospectus relating to the offering can be obtained by
contacting SMBC Nikko Securities America, Inc. by phone at
1-888-868-6856 or by email at prospectus@smbcnikko-si.com, BNP
Paribas Securities Corp. by phone at 1-800-854-5674 or by email at
DL.US.Syndicate.Support@us.bnpparibas.com, BofA Securities, Inc. by
phone at 1-800-294-1322 or by email at
dg.prospectus_requests@bofa.com, J.P. Morgan Securities LLC at
1-212-834-4533, or Mizuho Securities USA LLC at 1-866-271-7403.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any sale of,
these Senior Notes in any jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
About Bunge
At Bunge (NYSE: BG), our purpose is to connect farmers to
consumers to deliver essential food, feed and fuel to the world.
With more than two centuries of experience, unmatched global scale
and deeply rooted relationships, we work to strengthen global food
security, increase sustainability where we operate, and help
communities prosper. As a world leader in oilseed processing and a
leading producer and supplier of specialty plant-based oils and
fats, we value our partnerships with farmers to bring quality
products from where they’re grown to where they’re consumed. At the
same time, we collaborate with our customers to develop tailored
and innovative solutions to meet evolving dietary needs and trends
in every part of the world. Our Company has its registered office
in Geneva, Switzerland and its corporate headquarters in St. Louis,
Missouri. We have approximately 23,000 dedicated employees working
across approximately 300 facilities located in more than 40
countries.
Website Information
We routinely post important information for investors on our
website, www.bunge.com, in the "Investors" section. We may use this
website as a means of disclosing material, non-public information
and for complying with our disclosure obligations under Regulation
FD. Accordingly, investors should monitor the Investors section of
our website, in addition to following our press releases, U.S.
Securities and Exchange Commission ("SEC") filings, public
conference calls, presentations and webcasts. The information
contained on, or that may be accessed through, our website is not
incorporated by reference into, and is not a part of, this
document.
Cautionary Statement Concerning Forward Looking
Statements
The Private Securities Litigation Reform Act of 1995 provides a
"safe harbor" for forward looking statements to encourage companies
to provide prospective information to investors. This press release
includes forward looking statements that reflect our current
expectations about the size, timing and terms of the proposed
offering. Forward looking statements include all statements that
are not historical in nature. We have tried to identify these
forward looking statements by using words including "may," "will,"
"should," "could," "expect," "anticipate," "believe," "plan,"
"intend," "estimate," "continue" and similar expressions. These
forward looking statements are subject to a number of risks,
uncertainties, assumptions and other factors that could cause our
actual results, performance, prospects or opportunities to differ
materially from those expressed in, or implied by, these forward
looking statements. The following factors, among others, could
cause actual results to differ from these forward looking
statements: our ability to complete the proposed offering on the
expected timing and terms, or at all, the impact on our employees,
operations, and facilities from the war in Ukraine and the
resulting economic and other sanctions imposed on Russia, including
the impact on us resulting from the continuation and/or escalation
of the war and sanctions against Russia; the effect of weather
conditions and the impact of crop and animal disease on our
business; the impact of global and regional economic, agricultural,
financial and commodities market, political, social and health
conditions; changes in government policies and laws affecting our
business, including agricultural and trade policies, financial
markets regulation and environmental, tax and biofuels regulation;
the impact of seasonality; the impact of government policies and
regulations; the outcome of pending regulatory and legal
proceedings; our ability to complete, integrate and benefit from
acquisitions, divestitures, joint ventures and strategic alliances,
including without limitation Bunge’s pending business combination
with Viterra; the impact of industry conditions, including
fluctuations in supply, demand and prices for agricultural
commodities and other raw materials and products that we sell and
use in our business, fluctuations in energy and freight costs and
competitive developments in our industries; the effectiveness of
our capital allocation plans, funding needs and financing sources;
the effectiveness of our risk management strategies; operational
risks, including industrial accidents, natural disasters, pandemics
or epidemics and cybersecurity incidents; changes in foreign
exchange policy or rates; the impact of our dependence on third
parties; our ability to attract and retain executive management and
key personnel; and other factors affecting our business generally.
The forward looking statements included in this release are made
only as of the date of this release, and except as otherwise
required by federal securities law, we do not have any obligation
to publicly update or revise any forward looking statements to
reflect subsequent events or circumstances.
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version on businesswire.com: https://www.businesswire.com/news/home/20240910836841/en/
Media Contact: Bunge News Bureau Bunge 636-292-3022
news@bunge.com
Investor Contact: Ruth Ann Wisener Bunge 636-292-3014
Ruthann.wisener@bunge.com
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