BUNGELTD: conclusion of a material definitive agreement, creation of a direct financial obligation or obligation under an off-balance sheet arrangement of a holder, financial statements and supporting documents (Form 8-K)


Item 1.01 Conclusion of a Material Definitive Agreement

At October 29, 2021, Bunge Limited Finance Corp. (“BLFC”), a wholly owned subsidiary of Bunge Limited (“Bunge”), has entered into an unsecured credit agreement (the “Credit Agreement”) between BLFC, as). The credit agreement includes a we $ 865,000,000
revolving credit facility (the “Revolving Credit Facility”) which matures on
October 29, 2026 and one we $ 250,000,000 deferred drawing term loan facility that BLFC is required to draw before October 29, 2022 (the “Term Loan”) which will mature on October 29, 2028. The credit agreement amends and reaffirms the $ 865,000,000 Credit agreement, dated September 6, 2017, among BLFC, as borrower, CoBank, ACB, as administrative agent and principal arranger, and certain lenders who have been parties to it from time to time, which was due on
September 6, 2022. At the same time as the conclusion of the credit agreement, BLFC reimbursed in full its $ 250,000,000 term loan, dated February 25, 2021, which was due to expire on February 24, 2022. BLFC may use the proceeds of future borrowings under the credit agreement to fund intercompany advances to
Bunge and / or some Bunge subsidiaries, repay the outstanding pari passu debt of BLFC and pay expenses incurred under the credit agreement and any pari passu debt of BLFC.

Borrowings under the Credit Agreement will bear interest, at BLFC’s option, at LIBOR plus the Applicable Margin (defined below) or weekly reset LIBOR then in effect plus the Applicable Margin. The Margin applicable to a LIBOR Loan or Weekly Reset LIBOR Loan (the “Applicable Margin”) (i) will vary between 1.00% and 1.625% for the Revolving Credit Facility and (ii) will vary between 1.100% and 1.725 % for the Loan term and be based on the highest unsecured senior long-term debt rating that Moody’s Investors Service, Inc. (“Moody’s”) and
Standard & Poor’s Rating Services (“S&P”) provides (a) Bunge, or (b) if Moody’s or S&P, as the case may be, does not provide such a rating Bunge, then the
Bunge Master Trust or (c) if Moody’s or S&P, as the case may be, does not provide such a rating of Bunge and the Bunge Master Trust, then BLFC (the “Rating Level”). Amounts under the credit agreement that remain unused are subject to a commitment fee payable quarterly on the basis of the average unused portion of the credit agreement at rates ranging from 0.090% to 0.225%, varying depending on rating level. The credit agreement also includes benchmark replacement provisions.

The Credit Agreement contains certain customary representations and warranties and affirmative and negative covenants, including certain limitations on BLFC’s ability, among other things, to contract liens, incur debt, sell or transfer assets or receivables. or to engage in mergers, consolidations, mergers or joint ventures and the usual events of default.

BLFC’s obligations under the Credit Agreement are guaranteed by Bunge
in accordance with a separate warranty agreement, dated October 29, 2021 (warranty “). The Guarantee contains certain customary representations and warranties and affirmative and negative covenants. The Guarantee requires Bunge
maintain a minimum total ratio of consolidated current assets to total adjusted consolidated current liabilities, a maximum ratio of adjusted consolidated net debt to consolidated adjusted capitalization and a maximum capital balance of guaranteed debt. The Guarantee also includes certain limitations on the capacity of Bunge engage in merger, consolidation or merger transactions or sell or otherwise transfer all or substantially all of its property, business or assets.

From time to time, certain of the Lenders under the Credit Agreement and / or their affiliates provide financial services to Bunge, BLFC and other subsidiaries of Bunge.

The Credit Agreement and the Guarantee are included in Exhibits 10.1 and 10.2, respectively, herein and are incorporated by reference herein. The foregoing descriptions of the Credit Agreement and Guarantee do not claim to be complete and are qualified in their entirety by reference to the full text of these documents.

  Item 2.03    Creation of a Direct Financial Obligation or an Obligation under an
               Off-Balance Sheet Arrangement of a Registrant

The information set out in Section 1.01 of this current report on Form 8-K is hereby incorporated by reference in this Section 2.03.

  Item 9.01 Financial Statements and Exhibits

  (d) Exhibits

       Exhibit No.      Description
         10.1             Credit Agreement, dated October 29, 2021, among Bunge
                        Limited Finance Corp., as Borrower, CoBank ACB, as
                        Administrative Agent and Lead Arranger, and certain
                        lenders party thereto
         10.2             Guaranty by Bunge Limited pursuant to the Credit
                        Agreement, dated October 29, 2021
       104              Cover Page Interactive Data File (embedded within the
                        Inline XBRL document)

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