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

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

Third 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 September 30, 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 September 30, 2024, Net income attributable to Bunge was $221 million, a decrease of $152 million compared to $373 million, for the three months ended September 30, 2023. For the nine months ended September 30, 2024, Net income attributable to Bunge was $535 million, a decrease of $1,092 million, compared to $1,627 million for the nine months ended September 30, 2023. The decrease for the three and nine months ended September 30, 2024, was primarily due to lower Segment EBIT in our Core and Non-core segments, 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 September 30, 2024, Net income attributable to Bunge shareholders - diluted, was $1.56 per share, a decrease of $0.91 per share, compared to income of $2.47 per share for the three months ended September 30, 2023. For the nine months ended September 30, 2024, Net income attributable to Bunge shareholders - diluted, was $3.73 per share, a decrease of $6.98 per share, compared to income of $10.71 per share for the nine months ended September 30, 2023.

EBIT - For the three months ended September 30, 2024, Total Segment EBIT was $407 million, a decrease of $177 million compared to Total Segment EBIT of $584 million for the three months ended September 30, 2023. For the nine months ended September 30, 2024, Total Segment EBIT was $1,025 million, a decrease of $1,357 million compared to Total Segment EBIT of $2,382 million for the nine months ended September 30, 2023. The decrease in Total Segment EBIT for the three and nine months ended September 30, 2024, was primarily due to lower Segment EBIT in our Core and Non-core segments, resulting primarily from lower gross profit in our Agribusiness segment, as further discussed in the Segment Overview & Results of Operations section below.

Income Tax (Expense) Benefit - Income tax expense was $89 million for the three months ended September 30, 2024 compared to $114 million for the three months ended September 30, 2023. Income tax expense was $236 million for the nine months ended September 30, 2024 compared to $495 million for the nine months ended September 30, 2023. The decrease for the three and nine months ended September 30, 2024 was primarily due to lower pre-tax income in 2024, partially offset by unfavorable discrete tax adjustments in 2024.

Liquidity and Capital Resources – At September 30, 2024, working capital, which equals Total current assets less Total current liabilities, was $8,228 million, a decrease of $151 million, compared to working capital of $8,379 million at September 30, 2023, and a decrease of $435 million, compared to working capital of $8,663 million at December 31, 2023. The decrease in working capital at September 30, 2024, compared to September 30, 2023, was primarily due to lower Other current assets, lower Trade accounts receivables, net and a higher Current portion of long-term debt balance, partially offset by lower Trade accounts payable balances, higher Cash and cash equivalents and a lower Short-term debt balance. The decrease in working capital at September 30, 2024, compared to December 31, 2023, was primarily due to a higher Current portion of long-term debt balance, lower Other current assets and Trade accounts receivable, net balances, partially offset by lower Trade accounts payable balances, as well as higher Inventories and Cash and cash equivalents as described within the Liquidity and Capital Resources section below.

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. See Note 2 - Acquisitions and Dispositions for details regarding Bunge's disposition of its 50% interest in BP Bunge Bioenergia.

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 September 30,Nine Months Ended September 30,
(US$ in millions)2024202320242023
Net income (loss) attributable to Bunge$221$373$535$1,627
Interest income(33)(38)(112)(121)
Interest expense127133358374
Income tax expense (benefit)89114236495
Noncontrolling interests' share of interest and tax3287
Total Segment EBIT$407$584$1,025$2,382
Agribusiness Segment EBIT3224617381,951
Refined and Specialty Oils Segment EBIT200227611677
Milling Segment EBIT17238846
Core Segment EBIT5397111,4372,674
Corporate and Other EBIT(138)(182)(421)(417)
Sugar and Bioenergy Segment EBIT6559125
Non-core Segment EBIT6559125
Total Segment EBIT$407$584$1,025$2,382

Core Segments

Agribusiness Segment

Three Months Ended September 30,Nine Months Ended September 30,
(US$ in millions, except volumes)20242023% Change20242023% Change
Volumes (in thousand metric tons)19,89218,8546%60,66355,4979%
Net sales$9,292$10,082(8)%$28,689$31,809(10)%
Cost of goods sold(8,900)(9,437)(6)%(27,554)(29,359)(6)%
Gross profit392645(39)%1,1352,450(54)%
Selling, general and administrative expense(147)(145)1%(452)(428)6%
Foreign exchange (losses) gains – net20(52)138%(81)(77)5%
EBIT attributable to noncontrolling interests4(9)144%14(29)148%
Other income (expense) – net7936119%18854248%
Income (loss) from affiliates(26)(14)86%(66)(19)247%
Total Agribusiness Segment EBIT$322$461(30)%$738$1,951(62)%

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Agribusiness segment Net sales decreased 8%, to $9,292 million for the three months ended September 30, 2024. The net decrease was primarily due to the following:

*•*In Processing, Net sales decreased 8%, primarily due to lower average sales prices experienced in all regions for our global soybean oilseed processing businesses, driven by relative price stabilization due to a more balanced

supply and demand environment. The above decreases were partially offset by higher volumes primarily driven from increased activity in Argentina due to the drought experienced in the region in the prior year.

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

Cost of goods sold decreased 6%, to $8,900 million for the three months ended September 30, 2024. The net decrease was primarily due to the following:

  • In Processing, Cost of goods sold decreased 5%, 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 9%, primarily due to lower Net sales as well as favorable mark-to-market results in the current period.

Foreign exchange (losses) gains - net increased 138% to a gain of $20 million for the three months ended September 30, 2024. The net gain in the current year was the result of gains in our processing business, primarily due to the impact of a weaker U.S. dollar on U.S. dollar-denominated loans payable in non-U.S. dollar functional currency operations.

Loss from affiliates increased 86% to a loss of $26 million for the three months ended September 30, 2024, primarily due to a $19 million impairment charge in the current period associated with a minority investment in North America.

Segment EBIT decreased 30%, to $322 million for the three months ended September 30, 2024. The net decrease was primarily due to the following:

  • In Processing, a decrease of 49% was primarily due to lower Gross profit in our North America oilseed processing business as well as impairment charges incurred in the current period, as described above. This decrease was partially offset by favorable foreign exchange results as described above.

  • In Merchandising, an increase of 232% was primarily due to higher Gross profit, driven by increased results in our ocean freight and global oil businesses.

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

Agribusiness segment Net sales decreased 10%, to $28,689 million for the nine months ended September 30, 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 due to a more balanced supply and demand environment, in addition to overall lower volumes in our global soybean oilseed processing businesses. The above decreases were slightly offset by higher volumes in our Europe softseed business primarily driven from increased activity at our Ukrainian facilities.

  • In Merchandising, Net sales decreased 4%, primarily due to lower average sales prices in our global corn, wheat, and oil businesses. The decrease was partially offset by an increase in volumes, primarily due to fewer supply constraints compared to the prior period in our global corn, oils, and wheat businesses.

Cost of goods sold decreased 6% to $27,554 million for the nine months ended September 30, 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 4%, primarily due to lower Net sales, as further described above, as well favorable mark-to-market results in the current period. The decrease was partially offset by the lack of mark-to-market gains from the recovery of inventory in Ukraine recognized in the prior period.

Other income (expense) - net was income of $188 million for the nine months ended September 30, 2024 compared to income of $54 million for the nine months ended September 30, 2023. The increase was primarily due to gains in Argentina related to foreign currency positioning.

Loss from affiliates increased 247% to a loss of $66 million of for the nine months ended September 30, 2024, primarily due to a $19 million impairment charge in the current period associated with a minority investment in North America and lower results from a minority investment in a crush facility in Argentina.

Segment EBIT decreased 62% to $738 million for the nine months ended September 30, 2024. The net decrease was primarily due to the following:

*•*In Processing, a decrease of 68% was primarily due to lower Gross profit, driven by lower Gross profit in our North America oilseed processing business and global soybean oilseed processing businesses as well as a impairment charges incurred in the current year, as described above. This decrease was partially offset by an increase in Other income (expense) - net as highlighted above.

  • In Merchandising, a decrease of 27% was primarily due lower Gross profit, driven by lower results in our global corn business.

Refined and Specialty Oils Segment

Three Months Ended September 30,Nine Months Ended September 30,
(US$ in millions, except volumes)20242023% Change20242023% Change
Volumes (in thousand metric tons)2,3342,2782%6,8296,6363%
Net sales$3,158$3,601(12)%$9,519$11,090(14)%
Cost of goods sold(2,820)(3,249)(13)%(8,507)(10,063)(15)%
Gross profit338352(4)%1,0121,027(1)%
Selling, general and administrative expense(103)(98)5%(303)(291)4%
Foreign exchange (losses) gains – net(8)(2)300%(21)8(363)%
EBIT attributable to noncontrolling interests(13)(6)117%(31)(17)82%
Other income (expense) – net(14)(19)(26)%(46)(50)(8)%
Income (loss) from affiliates———%———%
Total Refined and Specialty Oils Segment EBIT$200$227(12)%$611$677(10)%

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Refined and Specialty Oils segment Net sales decreased 12%, to $3,158 million for the three months ended September 30, 2024. The decrease was primarily due to lower sales prices in all regions, driven by relative price stabilization and increased global supply, partially offset by increased volumes in Asia due to higher demand for certain products driven by better pricing, as well as increased volumes in North America due to expanded capacity at our Avondale refinery.

Cost of goods sold decreased 13%, to $2,820 million for the three months ended September 30, 2024. The decrease was primarily due to lower prices in all regions, as described for Net sales above, in addition to favorable mark-to-market results.

Segment EBIT decreased 12% to $200 million for the three months ended September 30, 2024. The decrease was primarily due to lower Gross profit driven by lower margins in our soybean oil refining businesses.

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

Refined and Specialty Oils segment Net sales decreased 14%, to $9,519 million for the nine months ended September 30, 2024. The decrease was primarily due to lower average sales prices in all regions, driven by prices stabilizing and increased global supply, partially offset by increased volumes in Asia due to higher demand for certain products driven by better pricing, as well as increased volumes in North America due to expanded capacity at our Avondale refinery.

Cost of goods sold decreased 15%, to $8,507 million for the nine months ended September 30, 2024. The decrease in Cost of goods sold was primarily due to lower prices in all regions, as described in Net sales above, in addition to more favorable mark-to-market results.

Segment EBIT decreased 10%, to $611 million for the nine months ended September 30, 2024. Although Gross profit remained relatively consistent between periods, the decrease was primarily due to unfavorable Foreign exchange (losses) gains - net, primarily driven by the devaluation of the Egyptian pound in the first quarter of 2024.

Milling Segment

Three Months Ended September 30,Nine Months Ended September 30,
(US$ in millions, except volumes)20242023% Change20242023% Change
Volumes (in thousand metric tons)9618908%2,8062,55510%
Net sales$407$479(15)%$1,189$1,484(20)%
Cost of goods sold(364)(429)(15)%(1,020)(1,363)(25)%
Gross profit4350(14)%16912140%
Selling, general and administrative expense(25)(25)—%(74)(70)6%
Foreign exchange (losses) gains – net———%(2)(1)100%
EBIT attributable to noncontrolling interests———%—1(100)%
Other income (expense) – net(1)(2)(50)%(4)(5)(20)%
Income (loss) from affiliates———%(1)—(100)%
Total Milling Segment EBIT$17$23(26)%$88$4691%

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Milling segment Net sales decreased 15%, to $407 million for the three months ended September 30, 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 an increase in volumes across both regions.

Cost of goods sold decreased 15%, to $364 million for the three months ended September 30, 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 decreased 26%, to $17 million for the three months ended September 30, 2024. The decrease was primarily due to lower Gross profit in South America wheat milling, as described above.

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

Milling segment Net sales decreased 20%, to $1,189 million for the nine months ended September 30, 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 an increase in volumes across both regions.

Cost of goods sold decreased 25%, to $1,020 million for the nine months ended September 30, 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 91%, to $88 million for the nine months ended September 30, 2024. The increase was primarily due to higher Gross profit in South America wheat milling, as described above.

Corporate and Other

Three Months Ended September 30,Nine Months Ended September 30,
(US$ in millions)20242023% Change20242023% Change
Net sales$13$944%$39$2934%
Cost of goods sold(15)(13)15%(46)(40)15%
Gross profit(2)(4)(50)%(7)(11)(36)%
Selling, general and administrative expense(161)(178)(10)%(494)(430)15%
Foreign exchange (losses) gains – net26(67)%35(40)%
EBIT attributable to noncontrolling interests—1(100)%22—%
Other income (expense) – net23(7)429%7434118%
Income (loss) from affiliates———%1(17)106%
Total Corporate and Other EBIT$(138)$(182)24%$(421)$(417)(1)%

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Corporate and Other EBIT increased 24%, to a loss of $138 million for the three months ended September 30, 2024. The increase was primarily driven by a decrease in SG&A expense primarily as the result of lower variable compensation expense, partially offset by higher acquisition and integration costs associated with the announced acquisition of Viterra. The company recognized acquisition and integration costs within Corporate and Other EBIT of $62 million, and $48 million for the three months ended September 30, 2024, and 2023, respectively. Additionally, results in the prior year included a $20 million impairment charge, in Other income (expense) - net, related to the full impairment of a long-term investment.

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

Corporate and Other EBIT decreased 1%, to a loss of $421 million for the nine months ended September 30, 2024. The decrease was primarily driven by an increase in SG&A expense resulting from increased acquisition and integration costs associated with the announced acquisition of Viterra, partially offset by lower variable compensation expense. The company recognized acquisition and integrations costs within Corporate and Other EBIT of $185 million, and $66 million for the nine months ended September 30, 2024, and 2023, respectively. The increase described above was partially offset by impairment charges in the prior year of $20 million, in Other income (expense) - net, related to the full impairment of a long-term investment and $16 million, in Income (loss) from affiliates, related to a minority investment in Australian Plant Proteins, a start-up manufacturer of novel protein ingredients.

Non-core Segment

Sugar and Bioenergy Segment

Three Months Ended September 30,Nine Months Ended September 30,
(US$ in millions)20242023% Change20242023% Change
Net sales$38$56(32)%$130$192(32)%
Cost of goods sold(37)(54)(31)%(127)(188)(32)%
Gross profit12(50)%34(25)%
Selling, general and administrative expense(1)(1)—%(2)(1)100%
Foreign exchange (losses) gains – net—1(100)%—1(100)%
Other income (expense) – net———%—2(100)%
Income (loss) from affiliates653(89)%8119(93)%
Total Sugar and Bioenergy Segment EBIT$6$55(89)%$9$125(93)%

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Segment EBIT decreased 89%, to $6 million for the three months ended September 30, 2024. The decrease was due to less favorable results from our investment in BP Bunge Bioenergia, primarily resulting from foreign exchange losses on U.S. dollar denominated debt of BP Bunge Bioenergia in the current period. The decrease was also driven by lower gross margins in BP Bunge Bioenergia compared to the prior year due to higher operating costs and lower ethanol prices, which were partially offset by higher sugar and ethanol volumes.

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

Segment EBIT decreased 93%, to $9 million for the nine months ended September 30, 2024. The decrease was due to less favorable results from our investment in BP Bunge Bioenergia, primarily resulting from the release of a tax valuation allowance in the prior period, as well as foreign exchange losses on U.S. dollar denominated debt of BP Bunge Bioenergia in the current period, and lower gross margins compared to the prior year due to lower ethanol prices.

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

Three Months Ended September 30,Nine Months Ended September 30,
(US$ in millions)20242023% Change20242023% Change
Interest income$33$38(13)%$112$121(7)%
Interest expense(127)(133)(5)%(358)(374)(4)%

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

Interest income decreased 13%, to $33 million for the three months ended September 30, 2024. Interest expense decreased 5%, to $127 million for the three months ended September 30, 2024. Interest income and Interest expense are consistent with the prior period as a result of similar average debt levels and interest rates remaining substantially flat.

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

Interest income decreased 7%, to $112 million for the nine months ended September 30, 2024. Interest expense decreased 4%, to $358 million for the nine months ended September 30, 2024. Interest income and Interest expense are consistent with the prior period as a result of similar average debt levels and interest rates remaining substantially flat.

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)September 30, 2024September 30, 2023December 31, 2023
Cash and cash equivalents$2,836$2,173$2,602
Trade accounts receivable, net2,1002,5092,592
Inventories7,4657,5487,105
Other current assets3,5184,3944,051
Total current assets$15,919$16,624$16,350
Short-term debt$755$914$797
Current portion of long-term debt6633015
Trade accounts payable3,2113,9753,664
Current operating lease obligations288317308
Other current liabilities2,7742,7382,913
Total current liabilities$7,691$8,245$7,687
Working capital**(1)**$8,228$8,379$8,663
Current ratio**(1)**2.072.022.13

(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 $8,228 million at September 30, 2024, a decrease of $435 million from working capital of $8,663 million at December 31, 2023, and a decrease of $151 million from working capital of $8,379 million at September 30, 2023.

Cash and Cash Equivalents - Cash and cash equivalents were $2,836 million at September 30, 2024, an increase of $234 million from $2,602 million at December 31, 2023, and an increase of $663 million from $2,173 million at September 30, 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 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 nine months ended September 30, 2024.

Trade accounts receivable, net - Trade accounts receivable, net were $2,100 million at September 30, 2024, a decrease of $492 million from $2,592 million at December 31, 2023, and a decrease of $409 million from $2,509 million at September 30, 2023. The decrease from December 31, 2023 and September 30, 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 $7,465 million at September 30, 2024, an increase of $360 million from $7,105 million at December 31, 2023, and a decrease of $83 million from $7,548 million at September 30, 2023. The increase from December 31, 2023 was primarily due to increased volumes in conjunction with the timing of the South American harvest, partially offset by certain lower average commodity prices, including soybeans, while inventories remained consistent from September 30, 2023.

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 $6,195 million, $5,837 million, and $6,172 million

at September 30, 2024, December 31, 2023, and September 30, 2023, respectively (see Note 5 - Inventories to our condensed consolidated financial statements).

Other current assets - Other current assets were $3,518 million at September 30, 2024, a decrease of $533 million from $4,051 million at December 31, 2023, and a decrease of $876 million from $4,394 million at September 30, 2023. The decrease from December 31, 2023 and September 30, 2023, was primarily due to significantly lower unrealized gains on derivative contracts at fair value as well as a decrease in secured advances to suppliers as market conditions in Brazil have lead to a reduction in new advances in the current period. The decrease from December 31, 2023 was partially offset by an increase in margin deposits in the current period.

Short-term debt - Short-term debt, including the Current portion of long-term debt, was $1,418 million at September 30, 2024, an increase of $616 million from $802 million at December 31, 2023, and an increase of $203 million from $1,215 million at September 30, 2023. The higher short-term debt levels at September 30, 2024 compared to December 31, 2023 and September 30, 2023, were due to an increase in the Current portion of long-term debt associated with our 1.63% Senior Notes, due 2025, partially offset by lower borrowings by Bunge operating companies on local bank lines of credit.

Trade accounts payable - Trade accounts payable were $3,211 million at September 30, 2024, a decrease of $453 million from $3,664 million at December 31, 2023, and a decrease of $764 million from $3,975 million at September 30, 2023. The decrease from December 31, 2023 was primarily due to certain lower average commodity prices, including soybeans and timing of payments. The decrease from September 30, 2023 was primarily due to timing of payments.

Other current liabilities - Other current liabilities were $2,774 million at September 30, 2024, a decrease of $139 million from $2,913 million at December 31, 2023, and an increase of $36 million from $2,738 million at September 30, 2023. The decrease from December 31, 2023, was primarily due to a decrease in advances on sales and income tax payable, partially offset by a $103 million refundable deposit received in relation to the sale of BP Bunge Bioenergia (see Note 2 - Acquisitions and Dispositions for further details) and higher accrued dividends (see Note 17 - Equity for further details). The slight increase from September 30, 2023, was primarily due to a refundable deposit received in relation to the sale of BP Bunge Bioenergia, as discussed above, higher accrued dividends, and an increase in income tax payable, partially offset by lower unrealized losses on derivative contracts and a decrease in advances on sales.

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 September 30, 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 CapacityIncremental Commitments**(2)**Borrowings Outstanding
Revolving Credit Facilities**(1)**MaturitiesSeptember 30, 2024September 30, 2024December 31, 2023
$1.1 Billion 364-day Revolving Credit Agreement (3)2025$1,100$—$—$—
$3.2 Billion 5-year Revolving Credit Agreement (3)20291,9501,250——
$3.5 Billion 3-year Revolving Facility Agreement (3)20261,7501,750——
$865 Million 5-year Revolving Credit Agreement2026865———
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 millionsSeptember 30, 2024September 30, 2023December 31, 2023
Short-term debt$755$914$797
Long-term debt, including current portion5,4404,2684,085
Total debt$6,195$5,182$4,882
Nine Months Ended September 30, 2024Nine Months Ended September 30, 2023Year Ended December 31, 2023
Average total debt outstanding$5,267$5,323$5,293

Our total debt was $6,195 million at September 30, 2024, an increase of $1,313 million from $4,882 million at December 31, 2023, and an increase of $1,013 million from $5,182 million at September 30, 2023. The higher total debt levels at September 30, 2024 compared to December 31, 2023 and September 30, 2023 were primarily due to an increase in Long-term debt, including current portion, resulting from the issuance of three tranches of unsecured senior notes ("Senior Notes") for an aggregate principal amount of $2.0 billion partially offset by the prepayment of the $750 million 3-year term loan agreement due in 2025. See Note 13 - Debt for further information.

The following table summarizes additional information on our short-term debt at September 30, 2024.

(US$ in millions)Outstanding Balance at September 30, 2024Weighted Average Interest Rate at September 30, 2024Highest Month-End Balance Outstanding During Quarter Ended September 30, 2024Average Balance During Quarter Ended September 30, 2024Weighted Average Interest Rate During Quarter Ended September 30, 2024
Bank borrowings (1)$75513.28%$903$87713.52%
Commercial paper——%4201055.48%
Total$755$982

(1) Includes $307 million of local currency bank borrowings in certain European, South American, and Asia-Pacific countries at a weighted average interest rate of 23.42% as of September 30, 2024.

From time to time, through our financing subsidiaries, we enter into bilateral short-term credit lines as necessary. At September 30, 2024, there were no borrowings outstanding under these bilateral short-term credit lines.

In addition, Bunge's operating companies had $755 million and $797 million in short-term borrowings outstanding from local bank lines of credit at September 30, 2024, and December 31, 2023, respectively, to support working capital requirements.

As described in Note 2 - Acquisitions and Dispositions, we secured a total of $8.0 billion in acquisition debt financing ("Acquisition Financing"). On September 17, 2024, we completed the sale and issuance of three tranches of Senior Notes for an aggregate principal amount of $2.0 billion. See Note 13 - Debt for further information. As a result of the Senior Notes issuance, and in accordance with its terms, the Acquisition Financing commitment was reduced by $2.0 billion to $6.0 billion at September 30, 2024. Bunge intends to use a portion of the proceeds from the Acquisition Financing and Senior Notes issuance to fund a portion of the cash consideration for Bunge's Acquisition of Viterra and to repay a portion of certain Viterra debt to be assumed in connection with the Acquisition, including, in each case, related fees and expenses, and, with any remaining amounts, for general corporate purposes.

Also, in the third quarter of 2024, Bunge's wholly-owned subsidiary, Bunge Limited Finance Corp. ("BLFC"), commenced offers ( the "US Exchange Offers") to exchange all outstanding notes of certain series issued by Viterra Finance B.V. ("VFBV") and guaranteed by Viterra and Viterra B.V., for up to $1.95 billion aggregate principal amount of new notes issued by BLFC and guaranteed by Bunge. In addition, in the third quarter of 2024, Viterra commenced a consent solicitation (the "European Consent Solicitation") to amend the indenture governing VFBV's outstanding 500 million Euro aggregate principal amount of 0.375% senior unsecured notes due 2025 and outstanding 700 million Euro aggregate principal amount of 1.000% senior unsecured notes due 2028 to, among other things, substitute the issuer and guarantors of such notes with Bunge Finance Europe B.V. ("BFE"), a wholly owned finance subsidiary of Bunge, as issuer, and Bunge as guarantor. See Note 13 - Debt for further information.

The US Exchange Offers and European Consent Solicitation are conditioned among other things, upon the consummation of the Acquisition. This Form 10-Q is not intended to and does not constitute an offer to sell or purchase, or the solicitation of an offer to sell or purchase, or the solicitation of any vote of approval or the solicitation of tenders or consents with respect to any security. No offer, solicitation, purchase or sale will be made 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.

Registered Senior Notes — BLFC, a wholly owned finance subsidiary of Bunge, had the following outstanding debt securities (collectively referred to as the "BLFC Notes") registered under the requirements of the Securities Act of 1933, as amended, at September 30, 2024.

(US$ in millions)Aggregate Principal Amount OutstandingBalance Outstanding
1.63% Senior Notes due 2025$600$599
3.25% Senior Notes due 2026700699
3.75% Senior Notes due 2027600598
4.10% Senior Notes due 2028400397
4.20% Senior Notes due 2029800792
2.75% Senior Notes due 20311,000992
4.65% Senior Notes due 2034800790

Bunge unconditionally guarantees BLFC's obligations with respect to the BLFC Notes. Bunge's guarantees are unsecured and unsubordinated obligations of Bunge and rank equally with all other unsecured and unsubordinated obligations of Bunge. The guarantees provide that in the event of a default in payment of principal of, or interest on, BLFC Notes of a particular series, the holder of such series of senior debt securities may institute legal proceedings directly against Bunge to enforce the applicable guarantee without first proceeding against BLFC.

As a holding company, Bunge is dependent upon dividends, loans, or advances or other intercompany transfers of funds from its subsidiaries to meet its obligations, including its obligations under the guarantee. The ability of certain of its subsidiaries to pay dividends and make other payments to Bunge may be restricted by, among other things, applicable laws, as well as agreements to which those subsidiaries may be party. Therefore, the ability of Bunge to make payments with respect to the guarantee may be limited. The BLFC Notes effectively rank junior to all liabilities of Bunge's subsidiaries (other than BLFC). In the event of a bankruptcy, liquidation, or dissolution of a subsidiary (other than BLFC) and following payment of its liabilities, the subsidiary may not have sufficient assets remaining to make payments to Bunge as a shareholder or otherwise.

Credit Ratings — Bunge’s debt ratings and outlook by major credit rating agencies at September 30, 2024, were as follows:

Short-term Debt (1)Long-term DebtOutlook
Standard & Poor’sA-2BBB+CreditWatch Positive
Moody’sP-2Baa1Stable
FitchF-2BBB+Stable

(1) Short-term debt rating applies only to the commercial paper program with BLFC as the issuer.

Following the announcement of the Acquisition and the related financing activity described above, 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. As well as with the issuance of Bunge Senior Notes in the third quarter of 2024, Standard & Poor's, Moody’s and Fitch have taken the following actions:

  • Standard & Poor's upgraded Bunge’s long-term debt credit rating to BBB+ on June 13, 2023 and further placed the outlook on CreditWatch Positive for an upgrade to A- on September 9, 2024;

  • Standard & Poor's also assigned a preliminary A- issue-level rating to Bunge's newly issued $2 billion Senior Notes on September 10, 2024;

  • Moody’s upgraded Bunge’s long-term debt credit rating to Baa1 on August 1, 2024 with stable outlook; and

  • Fitch upgraded Bunge’s long-term debt credit rating to BBB+ on September 5, 2024 with stable outlook.

We expect Standard and Poor's to resolve their CreditWatch Positive status 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 September 30, 2024.

Equity

Total equity is set forth in the following table:

(US$ in millions)September 30, 2024December 31, 2023
Equity:
Registered shares$1$1
Additional paid-in capital5,8815,900
Retained earnings12,23112,077
Accumulated other comprehensive income (loss)(6,354)(6,054)
Treasury shares, at cost(1,624)(1,073)
Total Bunge shareholders’ equity10,13510,851
Noncontrolling interest1,021963
Total equity$11,156$11,814

Total Bunge shareholders’ equity was $10,135 million at September 30, 2024, compared to $10,851 million at December 31, 2023, a decrease of $716 million. The decrease was primarily due to $600 million in repurchases of registered shares, $300 million of loss in Other comprehensive income (loss), and $380 million of declared dividends to shareholders, as described in Note 17 - Equity, partially offset by $535 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 September 30, 2024, Bunge repurchased 2,063,956 shares for $200 million and during the nine months ended September 30, 2024, Bunge repurchased 6,440,930 shares for $600 million. As of September 30, 2024, 13,957,906 shares were repurchased for $1.4 billion and $800 million remained outstanding for repurchases under the program.

Cash Flows

Nine Months Ended September 30,
(US$ in millions)20242023
Cash provided by (used for) operating activities$847$1,860
Cash provided by (used for) investing activities(957)(646)
Cash provided by (used for) financing activities376(213)
Effect of exchange rate changes on cash and cash equivalents and restricted cash—40
Net increase (decrease) in cash and cash equivalents and restricted cash$266$1,041

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 nine months ended September 30, 2024, our cash and cash equivalents and restricted cash increased by $266 million, compared to an increase of $1,041 million during the nine months ended September 30, 2023, as further explained below.

Operating: Cash provided by operating activities was $847 million for the nine months ended September 30, 2024, a decrease of $1,013 million, compared to cash provided by operating activities of $1,860 million for the nine months ended September 30, 2023. The decrease was primarily driven by lower reported net income during the nine months ended September 30, 2024 compared to the nine months ended September 30, 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. For the nine months ended September 30, 2024, we recorded a foreign currency loss on our debt of $39 million, and for the nine months ended September 30, 2023, we recorded a foreign currency gain on our debt of $151 million, 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 $957 million for the nine months ended September 30, 2024, a decrease of $311 million, compared to cash used for investing activities of $646 million for the nine months ended September 30, 2023. The decrease was primarily due to lower proceeds from the disposal of businesses and property, plant and equipment during the nine months ended September 30, 2024, as compared to proceeds received on the sale of our Russian oilseed business during the nine months ended September 30, 2023, in addition to higher net payments for investments and higher spend on capital expenditures. These uses of cash were partially offset by higher net proceeds from investments in affiliates related to prior year investments in South America and the refundable deposit received in the current period for the sale of BP Bunge Bioenergia as further explained in Note 2 - Acquisitions and Dispositions.

Financing: Cash provided by financing activities was $376 million for the nine months ended September 30, 2024, an increase of $589 million, compared to cash used for financing activities of $213 million for the nine months ended September 30, 2023. During the nine months ended September 30, 2024, we received net cash proceeds of short and long-term debt of $1,278 million, primarily from the issuance of three tranches of Senior Notes for an aggregate principal amount of $2.0 billion, partially offset by the prepayment of a $750 million term loan, as described above, repurchased $600 million of registered shares and paid $287 million in dividends to shareholders. During the nine months ended September 30, 2023, we received net cash proceeds of short and long-term debt of $537 million, primarily from draws on long-term loans offset

by the repayment of senior notes, repurchased $466 million of common shares and paid $287 million of dividends 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 distribution of $0.68 per share on September 2, 2024, to shareholders of record on August 19, 2024. On May 15, 2024, shareholders of Bunge Global SA approved a cash dividend distribution in the amount of $2.72 per share, payable in four equal quarterly installments of $0.68 per share beginning in the second quarter of fiscal year 2024 and ending in the first quarter of fiscal year 2025.

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.

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