Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

First Quarter 2024 Overview

You should refer to "Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations - Factors Affecting Operating Results" in our Annual Report on Form 10-K for the year ended December 31, 2023, for a discussion of key factors affecting operating results in each of our business segments. In addition, you should refer to "Item 9A, Controls and Procedures" in our Annual Report on Form 10-K for the year ended December 31, 2023, and to "Item 4, Controls and Procedures" in this Quarterly Report on Form 10-Q for the period ended March 31, 2024, for a discussion of our internal controls over financial reporting.

Non-U.S. GAAP Financial Measures

Total segment earnings before interest and taxes ("EBIT") is an operating performance measure used by Bunge’s management to evaluate segment operating activities. Bunge also uses Core Segment EBIT, Non-core Segment EBIT, Corporate and Other EBIT, and Total Segment EBIT to evaluate segment operating performance of Bunge’s Core reportable segments, Non-core reportable segments, and Total reportable segments together with Corporate and Other. Core Segment EBIT is the aggregate of the EBIT of each of Bunge’s Agribusiness, Refined and Specialty Oils, and Milling segments. Non-core Segment EBIT is the EBIT of Bunge’s Sugar & Bioenergy segment. Total Segment EBIT is the aggregate of the EBIT of Bunge’s Core and Non-core reportable segments, together with Corporate and Other. Bunge’s management believes Core Segment EBIT, Non-core Segment EBIT, Corporate and Other EBIT and Total Segment EBIT are useful measures of operating profitability since the measures allow for an evaluation of the performance of its segments without regard to financing methods or capital structure. In addition, EBIT is a financial measure that is widely used by analysts and investors in Bunge’s industry. Total Segment EBIT is a non-U.S. GAAP financial measure and is not intended to replace Net income attributable to Bunge, the most directly comparable U.S. GAAP financial measure. Further, Total Segment EBIT excludes EBIT attributable to noncontrolling interests and is not a measure of consolidated operating results under U.S. GAAP and should not be considered as an alternative to Net income or any other measure of consolidated operating results under U.S. GAAP. See the reconciliation of Net income attributable to Bunge to Total Segment EBIT below.

Executive Summary

Net Income (Loss) Attributable to Bunge - For the three months ended March 31, 2024, Net income attributable to Bunge was $244 million, a decrease of $388 million compared to $632 million for the three months ended March 31, 2023. The decrease for the three months ended March 31, 2024, was due to lower Segment EBIT in our Core segments and Corporate and Other, as further discussed in the Segment Overview & Results of Operations section below, partially offset by lower income tax expense as discussed further below.

Earnings Per Share - Diluted - For the three months ended March 31, 2024, Net income attributable to Bunge shareholders - diluted, was $1.68 per share, a decrease of $2.47 per share, compared to income of $4.15 per share for the three months ended March 31, 2023.

EBIT - For the three months ended March 31, 2024, Total Segment EBIT was $433 million, a decrease of $453 million compared to Total Segment EBIT of $886 million for the three months ended March 31, 2023. The decrease in Total Segment EBIT for the three months ended March 31, 2024, was due to lower Segment EBIT in our Core segments and Corporate and Other activities, as further discussed in the Segment Overview & Results of Operations section below.

Income Tax (Expense) Benefit - Income tax expense was $117 million for the three months ended March 31, 2024 compared to $183 million for the three months ended March 31, 2023. The decrease was primarily due to lower pre-tax income in 2024, partially offset by unfavorable discrete tax adjustments in 2024.

Liquidity and Capital Resources – At March 31, 2024, working capital, which equals Total current assets less Total current liabilities, was $8,311 million, a decrease of $321 million, compared to working capital of $8,632 million at March 31, 2023, and a decrease of $352 million, compared to working capital of $8,663 million at December 31, 2023. The decrease in working capital at March 31, 2024, compared to March 31, 2023, was primarily due to lower Trade accounts receivables, net and Inventories balances, partially offset by lower Trade accounts payable balances, all of which were primarily driven by lower commodity prices. The decrease in working capital at March 31, 2024, compared to December 31, 2023, was primarily due to higher Trade accounts payable balances as well as higher Short-term debt balances, partially offset by a higher Inventories balance as a result of increases in inventory volumes driven by the timing of the South American harvest.

Segment Overview & Results of Operations

Our operations are organized, managed and classified into four reportable segments based upon their similar economic characteristics, nature of products and services offered, production processes, types and classes of customer, and distribution methods. We further organize these reportable segments into Core operations and Non-core operations. Core operations comprise our Agribusiness, Refined and Specialty Oils, and Milling segments. Non-core operations comprise our Sugar & Bioenergy segment, which itself primarily comprises the Company’s 50% interest in the net earnings of BP Bunge Bioenergia, a joint venture with BP p.l.c. ("BP").

Our remaining operations are not reportable segments, as defined by the applicable accounting standard, and are classified as Corporate and Other. Corporate and Other includes salaries and overhead for corporate functions that are not allocated to our individual reportable segments because the operating performance of each reportable segment is evaluated by the Company's chief operating decision maker exclusive of these items, as well as certain other activities including Bunge Ventures, the Company's captive insurance activities, and trade receivables securitization program, as well as certain income tax assets and liabilities.

A reconciliation of Net income (loss) attributable to Bunge to Total Segment EBIT follows:

			Three Months Ended March 31,
(US$ in millions)			2024						2023
Net income (loss) attributable to Bunge			$	244					$	632
Interest income			(42)						(43)
Interest expense			108						112
Income tax expense (benefit)			117						183
Noncontrolling interests' share of interest and tax			6						2
Total Segment EBIT			$	433					$	886
Agribusiness Segment EBIT			278						705
Refined and Specialty Oils Segment EBIT			226						233
Milling Segment EBIT			33						9
Core Segment EBIT			537						947
Corporate and Other EBIT			(128)						(80)
Sugar and Bioenergy Segment EBIT			24						19
Non-core Segment EBIT			24						19
Total Segment EBIT			$	433					$	886

Core Segments

Agribusiness Segment

			Three Months Ended March 31,
(US$ in millions, except volumes)			2024						2023						% Change
Volumes (in thousand metric tons)			20,192						18,386						10		%
Net sales			$	9,740					$	10,852					(10)		%
Cost of goods sold			(9,286)						(10,044)						(8)		%
Gross profit			454						808						(44)		%
Selling, general and administrative expense			(155)						(132)						17		%
Foreign exchange (losses) gains – net			(62)						39						259		%
EBIT attributable to noncontrolling interests			3						(21)						(114)		%
Other income (expense) – net			53						11						382		%
Income (loss) from affiliates			(15)						—						100		%
Total Agribusiness Segment EBIT			$	278					$	705					(61)		%

Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023

Agribusiness segment Net sales decreased 10%, to $9,740 million for the three months ended March 31, 2024. The net decrease was primarily due to the following:

*•*In Processing, Net sales decreased 12%, primarily due to lower average sales prices experienced in all regions for our global soybean oilseed processing businesses as well as our Europe softseed businesses, driven by relative price

stabilization as a result of supply and demand rebalancing. The above decreases were slightly offset by higher volumes primarily driven from increased activity in our Europe softseed business at our Ukrainian facilities.

• In Merchandising, Net sales decreased 7%, primarily due to lower average sales prices in our global wheat, corn, and oils businesses. This decrease was partially offset by an increase in volumes, primarily due to fewer supply constraints compared to the prior period in our global corn, wheat, and oils businesses as well as an increase in our ocean freight business sales resulting from stronger execution.

Cost of goods sold decreased 8%, to $9,286 million for the three months ended March 31, 2024. The net decrease was primarily due to the following:

• In Processing, Cost of goods sold decreased 7%, primarily due to lower Net sales. The decrease was partially offset by unfavorable mark-to-market results in the current period as well as the lack of mark-to-market gains from the recovery of inventory in Ukraine recognized in the prior period.

• In Merchandising, Cost of goods sold decreased 8%, primarily due to the lower Net sales as well as favorable mark-to-market results.

Foreign exchange (losses) gains - net decreased 259% to a loss of $62 million for the three months ended March 31, 2024. The net loss in the current year was the result of losses in our Processing business, primarily due to the impact of a stronger U.S. dollar on U.S. dollar-denominated loans payable in non-U.S. dollar functional currency operations.

Other income (expense) - net was income of $53 million for the three months ended March 31, 2024, compared to income of $11 million for the three months ended March 31, 2023. The increase was primarily in our Processing business, due to gains in Argentina related to foreign currency positioning.

Segment EBIT decreased 61%, to $278 million for the three months ended March 31, 2024. The net decrease was primarily due to the following:

• In Processing, a decrease of 72% was primarily due to lower Gross profit, driven by lower margins in our global soybean oilseed processing businesses as well as lower foreign exchange results as described above, partially offset by an increase in other income as highlighted above.

• In Merchandising, an increase of 44% was primarily due to higher Gross profit, driven by increased results in our ocean freight and global oil businesses.

Refined and Specialty Oils Segment

			Three Months Ended March 31,
(US$ in millions, except volumes)			2024						2023						% Change
Volumes (in thousand metric tons)			2,195						2,146						2		%
Net sales			$	3,240					$	3,888					(17)		%
Cost of goods sold			(2,881)						(3,546)						(19)		%
Gross profit			359						342						5		%
Selling, general and administrative expense			(100)						(95)						5		%
Foreign exchange (losses) gains – net			(11)						5						320		%
EBIT attributable to noncontrolling interests			(6)						(4)						(50)		%
Other income (expense) – net			(16)						(15)						(7)		%
Income (loss) from affiliates			—						—						—		%
Total Refined and Specialty Oils Segment EBIT			$	226					$	233					(3)		%

Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023

Refined and Specialty Oils segment Net sales decreased 17%, to $3,240 million for the three months ended March 31, 2024. The decrease was primarily due to lower sales prices in all regions, driven by relative price stabilization and increased supply. Sales volumes were consistent with the prior period.

Cost of goods sold decreased 19%, to $2,881 million for the three months ended March 31, 2024. The decrease was primarily due to lower prices in all regions, as described for Net sales above, as well as favorable mark-to-market results.

Segment EBIT decreased 3% to $226 million for the three months ended March 31, 2024. Although Gross profit was higher compared to the prior period, unfavorable Foreign exchange (losses) gains -net, primarily driven by the devaluation of the Egyptian pound, resulted in an overall decrease in results.

Milling Segment

			Three Months Ended March 31,
(US$ in millions, except volumes)			2024						2023						% Change
Volumes (in thousand metric tons)			874						821						6		%
Net sales			$	381					$	515					(26)		%
Cost of goods sold			(321)						(484)						(34)		%
Gross profit			60						31						94		%
Selling, general and administrative expense			(25)						(21)						19		%
Foreign exchange (losses) gains – net			—						—						—		%
EBIT attributable to noncontrolling interests			—						—						—		%
Other income (expense) – net			(2)						(1)						100		%
Income (loss) from affiliates			—						—						—		%
Total Milling Segment EBIT			$	33					$	9					267		%

Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023

Milling segment Net sales decreased 26%, to $381 million for the three months ended March 31, 2024. The decrease was primarily due to lower sales prices in both our South American wheat milling and North American corn milling businesses. These decreases were partially offset by a slight increase in volumes across both regions.

Cost of goods sold decreased 34%, to $321 million for the three months ended March 31, 2024. The decrease was primarily due to lower sales prices, as described for Net sales above, as well as favorable mark-to-market results.

Segment EBIT increased 267%, to $33 million for the three months ended March 31, 2024. The increase was primarily due to higher Gross profit driven by South America, as described above.

Corporate and Other

			Three Months Ended March 31,
(US$ in millions)			2024						2023						% Change
Net sales			$	13					$	9					44		%
Cost of goods sold			(11)						(9)						22		%
Gross profit			2						—						100		%
Selling, general and administrative expense			(159)						(105)						51		%
Foreign exchange (losses) gains – net			(5)						5						200		%
EBIT attributable to noncontrolling interests			1						—						100		%
Other income (expense) – net			33						20						65		%
Income (loss) from affiliates			—						—						—		%
Total Corporate and Other EBIT			$	(128)					$	(80)					(60)		%

Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023

Corporate and Other EBIT decreased by 60%, to a loss of $128 million for the three months ended March 31, 2024. The decrease was primarily driven by increased SG&A expense, including $61 million related to acquisition and integration costs associated with the announced acquisition with Viterra.

Non-core Segment

Sugar and Bioenergy Segment

			Three Months Ended March 31,
(US$ in millions)			2024						2023						% Change
Net sales			$	43					$	64					(33)		%
Cost of goods sold			(42)						(64)						(34)		%
Gross profit			1						—						100		%
Income (loss) from affiliates			23						19						21		%
Total Sugar and Bioenergy Segment EBIT			$	24					$	19					26		%

Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023

Segment EBIT increased 26%, to $24 million for the three months ended March 31, 2024. The increase was due to more favorable results from our equity investment in BP Bunge Bioenergia, primarily resulting from higher sugar sales prices and volumes, partially offset by lower ethanol prices.

Interest - A summary of consolidated interest income and expense follows:

			Three Months Ended March 31,
(US$ in millions)			2024						2023						% Change
Interest income			$	42					$	43					(2)		%
Interest expense			(108)						(112)						(4)		%

Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023

Interest income decreased 2%, to $42 million for the three months ended March 31, 2024. Interest expense decreased by (4)%, to $108 million for the three months ended March 31, 2024. Interest income and Interest expense are consistent with the prior period as a result of similar debt levels across periods.

Liquidity and Capital Resources

Our main financial objectives are to prudently manage financial risks, ensure consistent access to liquidity and minimize cost of capital in order to efficiently finance our business and maintain balance sheet strength. We generally finance our ongoing operations with cash flows generated from operations, issuances of commercial paper, borrowings under various bilateral and syndicated revolving credit facilities, term loans, and proceeds from the issuance of senior notes. Acquisitions and long-lived assets are generally financed with a combination of equity and long-term debt.

Working Capital

			As of
(US$ in millions, except current ratio)			March 31, 2024						March 31, 2023						December 31, 2023
Cash and cash equivalents			$	2,939					$	3,052					$	2,602
Trade accounts receivable, net			2,285						2,789						2,592
Inventories			7,505						8,952						7,105
Other current assets			4,011						4,247						4,051
Total current assets			$	16,740					$	19,040					$	16,350
Short-term debt			$	1,010					$	540					$	797
Current portion of long-term debt			6						868						5
Trade accounts payable			4,503						5,476						3,664
Current operating lease obligations			315						408						308
Other current liabilities			2,595						3,116						2,913
Total current liabilities			$	8,429					$	10,408					$	7,687
Working capital**(1)**			$	8,311					$	8,632					$	8,663
Current ratio**(1)**			1.99						1.83						2.13

(1) Working capital is defined as Total current assets less Total current liabilities; Current ratio represents Total current assets divided by Total current liabilities.

Working capital was $8,311 million at March 31, 2024, a decrease of $352 million from working capital of $8,663 million at December 31, 2023, and a decrease of $321 million from working capital of $8,632 million at March 31, 2023.

Cash and Cash Equivalents - Cash and cash equivalents were $2,939 million at March 31, 2024, an increase of $337 million from $2,602 million at December 31, 2023, and a decrease of $113 million from $3,052 million at March 31, 2023. Cash balances are managed in accordance with our investment policy, the objectives of which are to preserve the principal value of our cash assets, maintain a high degree of liquidity, and deliver competitive returns subject to prevailing market conditions. Cash balances are typically invested in short-term deposits, money market funds, and commercial paper programs with highly-rated financial institutions and in U.S. government securities. Please refer to the Cash Flows section

of this report, below, for details regarding the primary factors giving rise to the change in Cash and cash equivalents during the three months ended March 31, 2024.

Trade accounts receivable, net - Trade accounts receivable, net were $2,285 million at March 31, 2024, a decrease of $307 million from $2,592 million at December 31, 2023, and a decrease of $504 million from $2,789 million at March 31, 2023. The decrease from December 31, 2023 and March 31, 2023, was primarily due to decreased Net sales in the current period driven by factors described in the Segment Overview & Results of Operations above.

Inventories - Inventories were $7,505 million at March 31, 2024, an increase of $400 million from $7,105 million at December 31, 2023, and a decrease of $1,447 million from $8,952 million at March 31, 2023. The increase from December 31, 2023 was primarily due to increased volumes in conjunction with the timing of the South American harvest. The decrease from March 31, 2023, was primarily due to lower average commodity prices partially offset by higher volumes as of March 31, 2024.

RMI comprise agricultural commodity inventories, such as soybeans, soybean meal, soybean oil, palm oil, corn, and wheat that are readily convertible to cash because of their commodity characteristics, widely available markets and international pricing mechanisms. Total RMI reported at fair value was $6,218 million, $5,837 million, and $7,231 million at March 31, 2024, December 31, 2023, and March 31, 2023, respectively (see Note 5 - Inventories to our condensed consolidated financial statements).

Other current assets - Other current assets were $4,011 million at March 31, 2024, a decrease of $40 million from $4,051 million at December 31, 2023, and a decrease of $236 million from $4,247 million at March 31, 2023. The decrease from December 31, 2023, was primarily due to lower unrealized gains on derivative contracts at fair value, as well as a decrease in both secured advances to suppliers and prepaid expenses. The decrease was partially offset by an increase in margin deposits and marketable securities and other short-term investments. The decrease from March 31, 2023, was primarily due to significantly lower unrealized gains on derivative contracts, partially offset by increases in margin deposits, marketable securities and other short-term investments, and secured advances to suppliers.

Short-term debt - Short-term debt, including the Current portion of long-term debt, was $1,016 million at March 31, 2024, an increase of $214 million from $802 million at December 31, 2023, and a decrease of $392 million from $1,408 million at March 31, 2023. The higher short-term debt levels at March 31, 2024 compared to December 31, 2023 were due to higher borrowings by Bunge operating companies on local bank lines of credit to meet working capital funding requirement. The lower short-term debt levels compared to March 31, 2023 were driven by timing of payments due as well as an overall reduction of the Current portion of long-term debt.

Trade accounts payable - Trade accounts payable were $4,503 million at March 31, 2024, an increase of $839 million from $3,664 million at December 31, 2023, and a decrease of $973 million from $5,476 million at March 31, 2023. The increase from December 31, 2023 was primarily due to higher inventory volumes in conjunction with the South American harvest. The decrease from March 31, 2023, was primarily due to lower average inventory prices during the current period.

Other current liabilities - Other current liabilities were $2,595 million at March 31, 2024, a decrease of $318 million from $2,913 million at December 31, 2023, and a decrease of $521 million from $3,116 million at March 31, 2023. The decrease from December 31, 2023, was primarily due to lower accrued liability balances, as a result of the timing of payments related to the variable compensation plan, as well as lower unrealized losses on derivative contracts. The decrease from March 31, 2023, was primarily due to significantly lower unrealized losses on derivative contracts.

Debt

As highlighted in Note 13 - Debt and discussed further below, we utilize a variety of debt financing structures to maintain financial flexibility to meet our various financial objectives.

Revolving Credit Facilities — At March 31, 2024, we had $5,665 million unused and available committed borrowing capacity, comprised of committed revolving credit facilities. The following table summarizes these facilities as of the periods presented:

(US$ in millions)												Committed Capacity						Incremental Commitments**(2)**						Borrowings Outstanding
Revolving Credit Facilities**(1)**						Maturities						March 31, 2024						March 31, 2024						March 31, 2024						December 31, 2023
$1.1 Billion 364-day Revolving Credit Agreement (3)						2025						$	1,100					$	—					$	—					$	—
$3.2 Billion 5-year Revolving Credit Agreement (3)						2029						1,950						1,250						—						—
$3.5 Billion 3-year Revolving Facility Agreement (3)						2026						1,750						1,750						—						—
$865 Million 5-year Revolving Credit Agreement						2026						865						—						—						—
Total Revolving Credit Facilities												$	5,665					$	3,000					$	—					$	—

(1)The short-term credit ratings of the commercial paper program require Bunge to keep same day unused committed borrowing capacity under its long-term committed credit facilities in an amount greater or equal to the amount of commercial paper issued and outstanding.

(2)Incremental commitments are available to be drawn on and after the date Bunge completes its acquisition of Viterra, subject to the satisfaction of certain conditions.

(3)See Note 13 - Debt for a description of current period activity related to these facilities.

Short and long-term debt —

			As of
US$ in millions			March 31, 2024						March 31, 2023						December 31, 2023
Short-term debt			$	1,010					$	540					$	797
Long-term debt, including current portion			4,085						5,180						4,085
Total debt			$	5,095					$	5,720					$	4,882
Average total debt outstanding for the period			$	5,021					$	5,335					$	5,293

Our total debt was $5,095 million at March 31, 2024, an increase of $213 million from $4,882 million at December 31, 2023, and a decrease $625 million from $5,720 million at March 31, 2023. The higher total debt levels at March 31, 2024 compared to December 31, 2023 were primarily due to an increase in short-term bank borrowings as described above. The lower total debt levels compared to March 31, 2023, were due to an overall reduction of long-term debt, including the current portion driven by higher cash provided by working capital changes.

The following table summarizes additional information on our short-term debt at March 31, 2024.

(US$ in millions)						Outstanding Balance at March 31, 2024						Weighted Average Interest Rate at March 31, 2024						Highest Balance Outstanding During Quarter Ended March 31, 2024						Average Balance During Quarter Ended March 31, 2024						Weighted Average Interest Rate During Quarter Ended March 31, 2024
Bank borrowings (1)						$	1,010					7.13		%				$	1,076					$	946					7.35		%
Commercial paper						—						—		%				—						—						—		%
Total						$	1,010											$	1,076					$	946

(1) Includes $190 million of local currency bank borrowings in certain Central and Eastern European as well as Asia-Pacific countries at a weighted average interest rate of 11.71% as of March 31, 2024.

From time to time, through our financing subsidiaries, we enter into bilateral short-term credit lines as necessary. At March 31, 2024, there were no borrowings outstanding under these bilateral short-term credit lines.

In addition, Bunge's operating companies had $1,010 million and $797 million in short-term borrowings outstanding from local bank lines of credit at March 31, 2024, and December 31, 2023, respectively, to support working capital requirements.

As described in Note 2 - Acquisitions and Dispositions, Bunge has secured a total of $8.0 billion in Acquisition Financing. For further details on the Acquisition Financing, refer to Note 13 - Debt. Bunge intends to use a portion of the Acquisition Financing to fund the cash portion of the Transaction Consideration and the remainder repayment of certain indebtedness of Viterra which is expected to be repaid at closing.

Credit Ratings — Bunge’s debt ratings and outlook by major credit rating agencies at March 31, 2024, were as follows:

						Short-term Debt (1)						Long-term Debt						Outlook
Standard & Poor’s						A-2						BBB+						Positive
Moody’s						P-2						Baa2						Review for Upgrade
Fitch						F-2						BBB						Rating Watch Positive

(1) Short-term debt rating applies only to the commercial paper program with Bunge Limited Finance Corp. as the issuer.

Following the announcement of the Acquisition, all three rating agencies reviewed our credit ratings and published updated credit opinions on us, reflecting their views of the credit profile of the Company both on a current standalone basis, and a pro-forma at closing basis. Based on its review, Standard and Poor's upgraded our credit rating to BBB+ and further placed us on positive outlook for an upgrade to A-. Moody’s kept our credit rating unchanged at Baa2 and placed us on a review for upgrade to Baa1. Fitch kept our credit rating unchanged at BBB and placed us on credit watch positive for an upgrade to BBB+. We expect Standard and Poor's, Moody’s, and Fitch to resolve their positive outlook, review for upgrade and credit watch positive status respectively at or before the closing date of the acquisition, based on a variety of factors including but not limited to our operating performance, our financial position and high certainty that the Acquisition will close.

Our debt agreements do not have any credit rating downgrade triggers that would accelerate maturity of our debt. However, credit rating downgrades would increase borrowing costs under our syndicated credit facilities (a credit rating upgrade, on the other hand, would reduce our borrowing cost) and, depending on their severity, could impede our ability to obtain credit facilities or access the capital markets in the future on competitive terms. A significant increase in our borrowing costs could impair our ability to compete effectively in our business relative to competitors with higher credit ratings.

Our credit facilities and certain senior notes require us to comply with specified financial covenants including minimum current ratio, maximum debt to capitalization ratio and limitations on secured indebtedness. We were in compliance with these covenants as of March 31, 2024.

Equity

Total equity is set forth in the following table:

(US$ in millions)						March 31, 2024						December 31, 2023
Equity:
Registered shares						$	1					$	1
Additional paid-in capital						5,854						5,900
Retained earnings						12,321						12,077
Accumulated other comprehensive income (loss)						(6,194)						(6,054)
Treasury shares, at cost						(1,431)						(1,073)
Total Bunge shareholders’ equity						10,551						10,851
Noncontrolling interest						977						963
Total equity						$	11,528					$	11,814

Total Bunge shareholders’ equity was $10,551 million at March 31, 2024, compared to $10,851 million at December 31, 2023, a decrease of $300 million. The decrease was primarily due to $400 million in repurchases of registered shares, as described in Note 17 - Equity, and $140 million of loss in Other comprehensive income (loss), as described in Note 17 - Equity, partially offset by $244 million of Net income (loss) attributable to Bunge.

Share repurchase program - As noted in Note 2 - Acquisitions and Dispositions, on June 12, 2023, Bunge Limited's Board of Directors approved the expansion of an existing $500 million program for the repurchase of Bunge’s issued and outstanding shares. At the time, approximately $300 million of capacity for the repurchase of Bunge shares remained available under the existing program and Bunge Limited's Board of Directors approved the expansion of the program by an additional $1.7 billion, for an aggregate unutilized capacity of $2.0 billion at June 12, 2023. The program continues to have an indefinite term. During the three months ended March 31, 2024, Bunge repurchased 4,376,974 shares for $400 million. As of March 31, 2024, 11,893,950 shares were repurchased for $1.2 billion and $1.0 billion remained outstanding for repurchases under the program.

Cash Flows

						Three Months Ended March 31,
(US$ in millions)						2024						2023
Cash provided by (used for) operating activities						$	994					$	931
Cash provided by (used for) investing activities						(396)						45
Cash provided by (used for) financing activities						(259)						901
Effect of exchange rate changes on cash and cash equivalents and restricted cash						(9)						28
Net increase (decrease) in cash and cash equivalents and restricted cash						$	330					$	1,905

Our cash flows from operations vary depending on, among other items, the market prices and timing of purchases and sales of our inventories. Generally, during periods when commodity prices are rising, our Agribusiness operations require increased use of cash to support working capital to acquire inventories and fund daily settlement requirements on exchange traded futures that we use to minimize price risk related to purchases and sales of our inventories.

During the three months ended March 31, 2024, our cash and cash equivalents and restricted cash increased by $330 million, compared to an increase of $1,905 million during the three months ended March 31, 2023.

Operating: Cash provided by operating activities was $994 million for the three months ended March 31, 2024, an increase of $63 million, compared to cash provided by operating activities of $931 million for the three months ended March 31, 2023. The increase was primarily driven by higher cash provided by working capital changes, as a result of commodity price fluctuations, partially offset by lower reported net income, as described above, during the three months ended March 31, 2024 compared to the three months ended March 31, 2023.

Certain of our non-U.S. operating subsidiaries are primarily funded with U.S. dollar-denominated debt, while currency risk is hedged with U.S. dollar-denominated assets. The functional currency of our operating subsidiaries is generally the local currency. The financial statements of our subsidiaries are calculated in the functional currency, and when the local currency is the functional currency, translated into U.S. dollars. U.S. dollar-denominated loans are remeasured into their respective functional currencies at exchange rates at the applicable balance sheet date. Also, certain of our U.S. dollar functional operating subsidiaries outside the U.S. are partially funded with local currency borrowings, while the currency risk is hedged with local currency denominated assets. Local currency loans in U.S. dollar functional currency subsidiaries outside the U.S. are remeasured into U.S. dollars at the exchange rate on the applicable balance sheet date. The resulting gain or loss is included in our condensed consolidated statements of income as Foreign exchange (losses) gains – net. We recorded a foreign currency gain on our debt of $2 million and $50 million, and for the three months ended March 31, 2024 and March 31, 2023, respectively, which were included as adjustments to reconcile Net income to Cash provided by (used for) operating activities in the line item Foreign exchange (gain) loss on net debt in our condensed consolidated statements of cash flows. These adjustments are required as the gains and losses are non-cash items that arise from financing activities and therefore will have no impact on cash flows from operations.

Investing: Cash used for investing activities was $396 million for the three months ended March 31, 2024, a decrease of $441 million, compared to cash provided by investing activities of $45 million for the three months ended March 31, 2023. The decrease was primarily due to higher net payments for investments and higher capital expenditures.

Additionally, no proceeds were received from the disposal of businesses and property, plant and equipment during the three months ended March 31, 2024, as compared to proceeds received on the sale of our Russian oilseed business during the three months ended March 31, 2023.

Financing: Cash used for financing activities was $259 million for the three months ended March 31, 2024, a decrease of $1,160 million, compared to cash provided by financing activities of $901 million for the three months ended March 31, 2023. During the three months ended March 31, 2024, we received net cash proceeds of short and long-term debt of $238 million, primarily, short-term borrowings from local bank lines, repurchased $400 million of registered shares and paid $95 million in dividends to shareholders. During the three months ended March 31, 2023, we received net cash proceeds of short and long-term debt of $1,002 million, primarily from long-term loans and paid $94 million of dividend payments to shareholders.

Off-Balance Sheet Arrangements

Please refer to Note 15 - Commitments and Contingencies to our condensed consolidated financial statements for details concerning our off-balance sheet arrangements that have or are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources.

Dividends

We paid a regular quarterly cash dividend of $0.6625 per share on March 1, 2024, to shareholders of record on February 16, 2024. Any future determination to pay dividend distributions will, subject to the provisions of applicable law, be at the discretion of the Board, and the approval by shareholders at a general meeting in accordance with Swiss law as described in Note 17 - Equity.

Critical Accounting Policies and Estimates

Critical accounting policies are defined as those policies that are significant to our financial condition and results of operations and require management to exercise significant judgment. For a complete discussion of our accounting policies, see Note 1 to our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on February 22, 2024. For recent accounting pronouncements refer to Note 1 - Basis of Presentation, Principles of Consolidation, And Significant Accounting Policies, to the condensed consolidated financial statements in this Quarterly Report on Form 10-Q.