Item 1.01 - Entry into a Material Definitive Agreement
On October 6, 2021, Bunge Limited ("Bunge") and certain of its subsidiaries
amended their trade receivables securitization program with Coöperatieve
Rabobank U.A., as administrative agent (the "Administrative Agent"), and certain
commercial paper conduit purchasers and committed purchasers (the
"Securitization"), pursuant to the Twentieth Amendment to and Restatement of
Receivables Transfer Agreement and Fifth Amended and Restated Receivables
Transfer Agreement, which each will become effective on October 18, 2021
(collectively, the "Securitization transaction documents"). In connection
therewith, Bunge exercised a portion of the U.S.$200 million accordion feature
under the Securitization transaction documents to increase the aggregate size of
the facility by U.S.$125 million to an aggregate of U.S.$925 million. In
addition, the Securitization transaction documents were amended to include
provisions relating to the future discontinuance of the London Interbank Offered
Rate ("LIBOR") and set forth the mechanics of establishing the Secured Overnight
Financing Rate ("SOFR") or another applicable benchmark rate as a replacement
rate. The Securitization termination date and other relevant terms and
conditions were substantially unchanged pursuant to this amendment.
The Securitization transaction documents contain certain customary
representations and warranties and affirmative covenants, including a
representation as to the eligibility of the receivables being sold, and contain
customary termination events and service defaults. Bunge and its subsidiaries
are required to repurchase any receivables that are not eligible as represented
on the date of sale or become subject to certain non-credit related obligor
offsets following sale to the Securitization. Apart from such repurchase
obligations, any recourse to Bunge and its subsidiaries under the Securitization
will be limited to Bunge's first loss position as subordinated lender, which
will be sized based on the historical performance of Bunge's pool of trade
receivables.
The foregoing description of the Securitization transaction documents does not
purport to be complete and is qualified in its entirety by reference to the full
text of the Twentieth Amendment to and Restatement of Receivables Transfer
Agreement and the Fifth Amended and Restated Receivables Transfer Agreement, a
copy of each of which will be filed as an exhibit to the Company's Quarterly
Report on Form 10-Q for the period ended September 30, 2021.
Item 2.03 - Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
The information set forth in Item 1.01 of this Current Report on Form 8-K is
hereby incorporated by reference in this Item 2.03.
Item 9.01 - Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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