NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION, PRINCIPLES OF CONSOLIDATION, AND SIGNIFICANT ACCOUNTING POLICIES
The accompanying unaudited condensed consolidated financial statements include the accounts of Bunge Global SA ("Bunge" or the "Company"), its subsidiaries and variable interest entities ("VIEs") in which Bunge is considered to be the primary beneficiary, and as a result, include the assets, liabilities, revenues, and expenses of all entities over which Bunge has a controlling financial interest. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X under the Securities Exchange Act of 1934, as amended ("Exchange Act"). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to Securities and Exchange Commission ("SEC") rules. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have been included. The condensed consolidated balance sheet at December 31, 2023 has been derived from Bunge’s audited consolidated financial statements at that date. Operating results for the six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024. The financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2023, forming part of Bunge’s 2023 Annual Report on Form 10-K filed with the SEC on February 22, 2024.
On November 1, 2023, Bunge Global SA completed the change of jurisdiction of incorporation of its group holding company from Bermuda to Switzerland (the "Redomestication"). The Redomestication, as approved by our shareholders, was effected pursuant to a scheme of arrangement under Bermuda law. Each common share of Bunge Limited, par value $0.01 per share, was cancelled in exchange for an equal number of registered shares of Bunge Global SA, par value $0.01 per share (the "registered shares"). The registered shares began trading on the New York Stock Exchange (the "NYSE") under the symbol "BG" on November 1, 2023, which is the same symbol under which the Bunge Limited shares were previously traded. References to the term "shares" refer to Bunge Limited common shares prior to the Redomestication and to Bunge Global SA registered shares after the Redomestication, unless otherwise specified.
Cash, Cash Equivalents, and Restricted Cash
Restricted cash is included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the condensed consolidated statements of cash flows. The following table provides a reconciliation of cash and cash equivalents and restricted cash, reported within the condensed consolidated balance sheets, which sum to the total of the same such amounts shown in the condensed consolidated statements of cash flows.
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | June 30, 2023 |
Cash and cash equivalents | $ | 1,161 | | | $ | 1,330 | |
Restricted cash included in Other current assets | 40 | | | 30 | |
| | | |
Total | $ | 1,201 | | | $ | 1,360 | |
Cash paid for income taxes, net of refunds received, was $244 million and $312 million for the six months ended June 30, 2024, and 2023, respectively. Cash paid for interest expense was $207 million and $242 million for the six months ended June 30, 2024, and 2023, respectively.
New Accounting Pronouncements and Disclosure Rules
In March 2024, the SEC adopted final climate-related disclosure rules under SEC Release No. 33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors. The rules require disclosure of governance, risk management, and strategy related to material climate-related risks as well as disclosure of material greenhouse gas emissions in registration statements and annual reports. In addition, the rules require presentation of certain climate-related disclosures in the annual consolidated financial statements. On April 4, 2024, the SEC voluntarily stayed the effective date of the final rules pending completion of judicial review following certain legal challenges. The rules are effective beginning with annual periods ending December 31, 2025, pending resolution of the stay. Bunge is currently evaluating the impact of the rules on the Company’s disclosures.
In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (Topic 740). The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions. The new requirements apply to all entities subject to income taxes and will be effective for annual periods beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively and early adoption is permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting—Improvements to Reportable Segment Disclosures (Topic 280). The standard requires incremental disclosures related to reportable segments, including disaggregated expense information and the title and position of the company's chief operating decision maker ("CODM"), as identified for purposes of segment determination. The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Entities must adopt the changes to the segment reporting guidance on a retrospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements.
2. ACQUISITIONS AND DISPOSITIONS
Acquisitions
Viterra Limited Business Combination Agreement
On June 13, 2023, Bunge entered into a definitive business combination agreement (the "Business Combination Agreement") with Viterra Limited ("Viterra") and its shareholders including certain affiliates of Glencore PLC, Canada Pension Plan Investment Board, and British Columbia Investment Management Corporation (collectively, the "Sellers"), to acquire Viterra in a stock and cash transaction (the "Acquisition"). Bunge shareholders approved the Acquisition at the Extraordinary General Meeting held October 5, 2023. The Acquisition of Viterra by Bunge will create an innovative global agribusiness company well positioned to meet the demands of increasingly complex markets and better serve farmers and end-customers.
Under the terms of the Business Combination Agreement, Viterra shareholders are anticipated to receive approximately 65.6 million registered shares of Bunge, with an aggregate value of approximately $7.0 billion as of June 30, 2024 and receive approximately $2.0 billion in cash (collectively the "Transaction Consideration"), in return for 100% of the outstanding equity of Viterra. The determination of the final value of the Transaction Consideration will depend on the Company's share price at the time of closing. Upon completion of the transaction, the Sellers are expected to own approximately 30% of the combined Bunge company on a fully diluted basis, before giving effect to any share repurchases by Bunge occurring after June 13, 2023.
In connection with the execution of the Business Combination Agreement, Bunge has secured a total of $8.0 billion in acquisition debt financing ("Acquisition Financing"). Bunge intends to use a portion of the Acquisition Financing to fund the cash portion of the Transaction Consideration and the remainder for repayment of certain indebtedness of Viterra, which is expected to be repaid at closing. See Note 13 - Debt for further information.
The Acquisition is subject to the satisfaction of regulatory approvals and other customary closing conditions. The Acquisition is expected to receive the remaining regulatory approvals and close in the next several months. The Business Combination Agreement may be terminated by mutual written consent of the parties and includes certain customary termination rights. If the Business Combination Agreement is terminated in connection with certain circumstances relating to the failure to obtain certain antitrust and competition clearances that are conditions to closing, Bunge would be obligated to pay the Sellers a fee of $400 million in the aggregate.
Additionally, on June 12, 2023 in contemplation of the Business Combination Agreement, Bunge Limited's Board of Directors approved a $1.7 billion expansion of the existing share repurchase program for the repurchase of Bunge's issued and outstanding shares. Approximately $300 million remained outstanding under the existing program prior to the expansion of the program, resulting in an aggregate program size of up to $2.0 billion of repurchases of Bunge's issued and outstanding shares. Since June 13, 2023, Bunge repurchased 9,784,835 shares for $1.0 billion. Therefore, as of June 30, 2024, $1.0 billion remains outstanding for repurchases under the program. See Note 17 - Equity for further details on share repurchases.
CJ Latam and Selecta Share Purchase Agreement
On October 10, 2023, Bunge entered into a definitive share purchase agreement with CJ CheilJedang Corporation and STIC CJ Global Investment Corporate Partnership Private Equity Fund to acquire 100% of outstanding equity of CJ Latam Participações Ltda. and CJ Selecta S.A. (collectively, “CJ”) for a total cash consideration of approximately $510 million to be adjusted for net debt, plus an additional sum in consideration for the value of net working capital. Operations of CJ primarily consist of an oilseed processing facility located in Brazil. Bunge expects to finance the transaction through cash from operations and existing financing facilities. The acquisition is expected to close in the last half of 2024, subject to customary closing conditions.
Dispositions
BP Bunge Bioenergia
On June 19, 2024, Bunge entered into a definitive share purchase agreement with BP Biofuels Brazil Investment Limited ("BP") to sell its 50% ownership share in BP Bunge Bioenergia, a joint venture formed to cultivate sugar cane, produce and sell sugar and sugar ethanol, and create power cogeneration activities, for an approximate total net amount of $800 million, depending on timing of closing and customary closing adjustments. The transaction is expected to close in the fourth quarter of 2024, subject to customary closing conditions. Further, upon transaction close, Bunge will indemnify BP against certain legal claims as defined in the share purchase agreement.
During the quarter, Bunge received a refundable deposit towards the closing purchase price of $103 million, which is recorded within Other current liabilities on the condensed consolidated balance sheet at June 30, 2024 and as an investing cash inflow within Proceeds from investments in affiliates on the condensed consolidated statement of cash flows for the six months ended June 30, 2024.
As of June 30, 2024, the carrying value of Bunge's investment in BP Bunge Bioenergia is $432 million. The investment is reported within Investments in affiliates in the Sugar and Bioenergy segment on the condensed consolidated balance sheet. Additionally, $(79) million of Bunge's Accumulated other comprehensive income (loss) as of June 30, 2024 is related to the investment in BP Bunge Bioenergia.
Partnership with Repsol - Bunge Iberica SA
On March 26, 2024, Bunge entered into a definitive stock purchase agreement with Repsol Industrial Transformation, SLU, a wholly owned subsidiary of Repsol SA ("Repsol"), whereby Bunge will divest 40% of its Spanish operating subsidiary, Bunge Iberica SA ("BISA"), in exchange for $300 million plus up to $40 million in contingent payments, as well as certain adjustments in consideration, including net working capital and net debt, among other items. BISA operates three industrial facilities in the Iberian Peninsula. The transaction is expected to close in late 2024, subject to customary closing conditions.
3. TRADE STRUCTURED FINANCE PROGRAM
The Company engages in various trade structured finance activities to leverage the value of its global trade flows. These activities include programs under which the Company generally obtains U.S. dollar and foreign currency-denominated letters of credit ("LCs") from financial institutions, each based on an underlying commodity trade flow, and time deposits denominated in U.S. dollars and foreign currencies, as well as foreign exchange forward contracts, in which trade related payables are set-off against receivables, all of which are subject to legally enforceable set-off agreements.
As of June 30, 2024, and December 31, 2023, time deposits and LCs of $8,092 million and $6,880 million, respectively, were presented net on the condensed consolidated balance sheets as the criteria of ASC 210-20, Offsetting, had been met. The net losses and gains related to such activities are included as an adjustment to Cost of goods sold in the accompanying condensed consolidated statements of income. At June 30, 2024, and December 31, 2023, time deposits, including those presented on a net basis, carried weighted-average interest rates of 5.87% and 5.77%, respectively. During the six months ended June 30, 2024 and 2023, total net proceeds from issuances of LCs were $4,310 million and $3,035 million,
respectively. These cash inflows were offset by the related cash outflows resulting from placement of the time deposits and repayment of the LCs. All cash flows related to the programs are included in operating activities in the condensed consolidated statements of cash flows.
As part of the trade structured finance activities, LCs may be sold to financial institutions on a discounted basis. Bunge does not service derecognized LCs. The terms of the sale may require the Company to continue to make periodic interest payments to financial institutions based on changes in the Secured Overnight Financing Rate ("SOFR") for a period of up to one year. Bunge’s payment obligation to financial institutions as part of the trade structured finance activities, reported in Other current liabilities, including any unrealized gain or loss on changes in SOFR is not significant as of June 30, 2024 or December 31, 2023. The notional amounts of LCs subject to continuing variable interest payments that have been derecognized from the Company's condensed consolidated balance sheets as of June 30, 2024, and December 31, 2023 are included in Note 12 - Derivative Instruments And Hedging Activities. The net gain or loss included in Cost of goods sold resulting from the fair valuation of such variable interest rate obligations is not significant for the three and six month periods ended June 30, 2024 and 2023.
4. TRADE ACCOUNTS RECEIVABLE AND TRADE RECEIVABLES SECURITIZATION PROGRAM
Trade Accounts Receivable
Changes to the allowance for expected credit losses related to Trade accounts receivable were as follows: | | | | | | | | | | | |
| Six Months Ended June 30, 2024 |
Rollforward of the Allowance for Credit Losses (US$ in millions) | Short-term | Long-term (1) | Total |
Allowance as of January 1, 2024 | $ | 104 | | $ | 32 | | $ | 136 | |
Current period provisions | 25 | | — | | 25 | |
Recoveries | (26) | | — | | (26) | |
Write-offs charged against the allowance | (7) | | (1) | | (8) | |
Foreign exchange translation differences | (4) | | (3) | | (7) | |
Allowance as of June 30, 2024 | $ | 92 | | $ | 28 | | $ | 120 | |
(1) Long-term portion of the allowance for credit losses is included in Other non-current assets.
| | | | | | | | | | | |
| Six Months Ended June 30, 2023 |
Rollforward of the Allowance for Credit Losses (US$ in millions) | Short-term | Long-term (1) | Total |
Allowance as of January 1, 2023 | $ | 90 | | $ | 46 | | $ | 136 | |
Current period provisions | 39 | | — | | 39 | |
Recoveries | (33) | | (1) | | (34) | |
Write-offs charged against the allowance | (1) | | (12) | | (13) | |
Foreign exchange translation differences | 2 | | 1 | | 3 | |
Allowance as of June 30, 2023 | $ | 97 | | $ | 34 | | $ | 131 | |
(1) Long-term portion of the allowance for credit losses is included in Other non-current assets.
Trade Receivables Securitization Program
Bunge and certain of its subsidiaries participate in a trade receivables securitization program (the "Program") with a financial institution, as administrative agent, and certain commercial paper conduit purchasers and committed purchasers (collectively, the "Purchasers"). Koninklijke Bunge B.V., a wholly owned subsidiary of Bunge, acts as master servicer, responsible for servicing and collecting the accounts receivable for the Program. The Program is designed to enhance Bunge’s financial flexibility by providing an additional source of liquidity for its operations.
The Program provides for funding of up to $1.5 billion and from time to time with the consent of the administrative agent, Bunge may request one or more of the existing committed purchasers or new committed purchasers to increase the total commitments by an amount not to exceed $1 billion pursuant to an accordion provision. The Program will terminate on May 17, 2031; however, each committed purchaser's commitment to purchase trade receivables under the Program will terminate earlier on December 17, 2024, with a feature that permits Bunge to request 364-day extensions. The Program includes sustainability provisions, pursuant to which the applicable margin will be increased or decreased based on Bunge's performance relative to certain sustainability targets, including, but not limited to, science-based targets ("SBTs") that define Bunge's climate goals within its operations and a commitment to a deforestation-free supply chain in 2025.
Under the Program's pledge structure, Bunge Securitization B.V. ("BSBV"), a consolidated bankruptcy remote special purpose entity, transfers certain trade receivables to the Purchasers in exchange for a cash payment up to the aggregate size of the Program. Bunge also retains ownership of a population of unsold receivables. BSBV agrees to guaranty the collection of sold receivables and grants a lien to the administrative agent on all unsold receivables. Collections on unsold receivables and guarantee payments are classified as operating activities in Bunge’s condensed consolidated statements of cash flows.
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Receivables sold which were derecognized from Bunge's balance sheet | $ | 1,161 | | | $ | 1,230 | |
Receivables pledged to the administrative agent and included in Trade accounts receivable | $ | 249 | | | $ | 343 | |
Bunge's risk of loss following the sale of trade receivables is limited to the assets of BSBV, primarily comprised of unsold receivables pledged to the administrative agent.
The table below summarizes the cash flows and discounts of Bunge’s trade receivables associated with the Program. Servicing fees under the Program were not significant in any period.
| | | | | | | | | | | |
| Six Months Ended June 30, |
(US$ in millions) | 2024 | | 2023 |
Gross receivables sold | $ | 5,724 | | | $ | 6,901 | |
Proceeds received in cash related to transfers of receivables | $ | 5,704 | | | $ | 6,872 | |
Cash collections from customers on receivables previously sold | $ | 5,793 | | | $ | 6,901 | |
Discounts related to gross receivables sold included in Selling, general & administrative expenses | $ | 20 | | | $ | 29 | |
5. INVENTORIES
Inventories by segment consist of the following:
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Agribusiness | $ | 6,848 | | | $ | 5,830 | |
Refined and Specialty Oils | 1,061 | | | 1,096 | |
Milling | 143 | | | 175 | |
Corporate and Other | 5 | | | 4 | |
Total | $ | 8,057 | | | $ | 7,105 | |
Readily marketable inventories ("RMI") are agricultural commodity inventories, such as soybeans, soybean meal, soybean oil, palm oil, corn, and wheat carried at fair value because of their commodity characteristics, widely available markets, and international pricing mechanisms. All other inventories are carried at lower of cost or net realizable value.
RMI by segment consists of the following:
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Agribusiness(1) | $ | 6,503 | | | $ | 5,519 | |
Refined and Specialty Oils | 269 | | | 302 | |
Milling | 4 | | | 16 | |
| | | |
| | | |
Total | $ | 6,776 | | | $ | 5,837 | |
(1) The Company engages in trading and distribution, or merchandising activities, and part of RMI can be attributable to such activities and is not held for processing. Included in RMI is $5,527 million and $4,242 million attributable to merchandising activities at June 30, 2024, and December 31, 2023, respectively.
6. OTHER CURRENT ASSETS
Other current assets consist of the following:
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Unrealized gains on derivative contracts, at fair value | $ | 1,256 | | | $ | 1,481 | |
Prepaid commodity purchase contracts (1) | 492 | | | 320 | |
Secured advances to suppliers, net (2) | 124 | | | 462 | |
Recoverable taxes, net | 315 | | | 378 | |
Margin deposits | 932 | | | 618 | |
| | | |
Marketable securities and other short-term investments (3) | 166 | | | 105 | |
Income taxes receivable | 97 | | | 54 | |
Prepaid expenses | 224 | | | 346 | |
Restricted cash | 40 | | | 21 | |
Other | 311 | | | 266 | |
Total | $ | 3,957 | | | $ | 4,051 | |
(1) Prepaid commodity purchase contracts represent advance payments against contracts for future deliveries of specified quantities of agricultural commodities. The balance includes certain advance payments on contracts with various unconsolidated investees see Note 14- Related Party Transactions.
(2) Bunge provides cash advances to suppliers, primarily Brazilian soybean farmers, to finance a portion of the suppliers’ production costs. The balance includes certain advance payments on contracts with various unconsolidated investees see Note 14- Related Party Transactions. The Company does not bear any of the costs or operational risks associated with growing the related crops. The advances are largely collateralized by future crops and physical assets of the suppliers, carry a local market interest rate, and settle when the farmers' crops are harvested and sold. The secured advances to suppliers are reported net of allowances of $8 million at June 30, 2024, and December 31, 2023.
(-) Interest earned on secured advances to suppliers of $6 million and $4 million for the three months ended June 30, 2024, and 2023, respectively, and $16 million and $11 million for the six months ended June 30, 2024 and 2023 is included in Net sales in the condensed consolidated statements of income.
(3) Marketable securities and other short-term investments - Bunge invests in foreign government securities, corporate debt securities, deposits, equity securities, and other securities. The following is a summary of amounts recorded in the Company's condensed consolidated balance sheets as marketable securities and other short-term investments.
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Foreign government securities | $ | 87 | | | $ | 39 | |
| | | |
| | | |
Equity securities | 20 | | | 28 | |
Other | 59 | | | 38 | |
Total | $ | 166 | | | $ | 105 | |
As of June 30, 2024, and December 31, 2023, $108 million and $67 million, respectively, of marketable securities and other short-term investments were recorded at fair value. All other investments were recorded at cost, and due to the
short-term nature of these investments, their carrying values approximate fair values. For the three months ended June 30, 2024, and 2023, unrealized losses of $4 million and unrealized gains of $1 million, respectively, have been recorded and recognized in Other income (expense) - net for investments held at June 30, 2024, and 2023. For the six months ended June 30, 2024, and 2023, unrealized losses of $7 million and $6 million, respectively, have been recorded and recognized in Other income (expense) - net for investments held at June 30, 2024, and 2023.
7. OTHER NON-CURRENT ASSETS
Other non-current assets consist of the following:
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Recoverable taxes, net (1) | $ | 20 | | | $ | 25 | |
Judicial deposits (1) | 109 | | | 120 | |
Other long-term receivables, net (2) | 16 | | | 16 | |
Income taxes receivable (1) | 125 | | | 136 | |
Long-term investments (3) | 168 | | | 142 | |
Affiliate loans receivable | 8 | | | 8 | |
Long-term receivables from farmers in Brazil, net (1) | 30 | | | 43 | |
Unrealized gains on derivative contracts, at fair value | 1 | | | 1 | |
Other | 109 | | | 124 | |
Total | $ | 586 | | | $ | 615 | |
(1) A significant portion of these non-current assets arise from the Company’s Brazilian operations and their realization could take several years.
(2) Net of allowances as described in Note 4 - Trade Accounts Receivable and Trade Receivables Securitization Program.
(3) As of June 30, 2024, and December 31, 2023, $12 million of long-term investments are recorded at fair value.
Recoverable taxes, net - Recoverable taxes include value-added taxes paid upon the acquisition of property, plant and equipment, raw materials and taxable services, and other transactional taxes which can be recovered in cash or as compensation against income taxes, or other taxes Bunge may owe, primarily in Brazil and Europe. Recoverable taxes are reported net of allowances of $13 million at June 30, 2024, and December 31, 2023.
Judicial deposits - Judicial deposits are funds the Company has placed on deposit with the courts in Brazil. These funds are held in judicial escrow relating to certain legal proceedings pending resolution and bear interest at the Selic rate, which is the benchmark rate of the Brazilian central bank.
Income taxes receivable - Income taxes receivable include overpayments of current income taxes plus accrued interest. These income tax prepayments are expected to be used for the settlement of future income tax obligations. Income taxes receivable in Brazil bear interest at the Selic rate.
Long-term investments - Long-term investments primarily comprise Bunge's noncontrolling equity investments in growth stage agribusiness and food companies held by Bunge Ventures.
Affiliate loans receivable - Affiliate loans receivable are primarily interest-bearing receivables from unconsolidated affiliates with remaining maturities of greater than one year.
Long-term receivables from farmers in Brazil, net - The Company provides financing to farmers in Brazil, primarily through secured advances against farmer commitments to deliver agricultural commodities (primarily soybeans) upon harvest of the then-current year’s crop, and through credit sales of fertilizer to farmers. The balance includes certain advance payments on contracts with various unconsolidated investees see Note 14- Related Party Transactions. Certain such long-term receivables from farmers are originally recorded in Other current assets as prepaid commodity purchase contracts or secured advances to suppliers (see Note 6 - Other Current Assets) or Other non-current assets according to their maturity. Advances initially recorded in Other current assets are reclassified to Other non-current assets if collection issues arise and amounts become past due with resolution of such matters expected to take more than one year.
The average recorded investment in long-term receivables from farmers in Brazil for the six months ended June 30, 2024, and the year ended December 31, 2023, was $80 million and $88 million, respectively. The table below summarizes the Company’s recorded investment in long-term receivables from farmers in Brazil and the related allowance amounts.
| | | | | | | | | | | | | | | | | | | | | | | |
| June 30, 2024 | | December 31, 2023 |
(US$ in millions) | Recorded Investment | | Allowance | | Recorded Investment | | Allowance |
For which an allowance has been provided: | | | | | | | |
Legal collection process (1) | $ | 27 | | | $ | 27 | | | $ | 30 | | | $ | 30 | |
Renegotiated amounts | — | | | — | | | 2 | | | 1 | |
For which no allowance has been provided: | | | | | | | |
Legal collection process (1) | 14 | | | — | | | 19 | | | — | |
Renegotiated amounts (2) | 3 | | | — | | | 5 | | | — | |
Other long-term receivables (3) | 13 | | | — | | | 18 | | | — | |
Total | $ | 57 | | | $ | 27 | | | $ | 74 | | | $ | 31 | |
(1) All amounts in legal collection processes are considered past due upon initiation of legal action.
(2) These renegotiated amounts are current on repayment terms.
(3) New advances expected to be realized through farmer commitments to deliver agricultural commodities in crop periods greater than twelve months from the balance sheet date. Such advances are reclassified from Other non-current assets to Other current assets in later periods depending on the expected date of their realization.
The table below summarizes the activity in the allowance for doubtful accounts related to long-term receivables from farmers in Brazil.
| | | | | | | | | | | | | | |
| Six Months Ended June 30, | | |
(US$ in millions) | 2024 | | 2023 | | | |
Allowance as of January 1 | $ | 31 | | | $ | 36 | | | | |
Bad debt provisions | 1 | | | — | | | | |
Recoveries | — | | | (1) | | | | |
Write-offs | — | | | — | | | | |
Transfers | (1) | | | — | | | | |
Foreign exchange translation | (4) | | | 3 | | | | |
Allowance as of June 30 | $ | 27 | | | $ | 38 | | | | |
8. INVESTMENTS IN AFFILIATES AND VARIABLE INTEREST ENTITIES
Investment in Affiliates
Terminal XXXIX De Santos S.A. (“T-39”)
On May 29, 2024, Bunge entered into a share purchase agreement to indirectly acquire a 25% interest of T-39. The acquisition price for Bunge's 25% interest is Brazilian reais 300 million (approximately $54 million). T-39 operations primarily consist of a port facility located in the Port of Santos, Brazil. The transaction is expected to close in late 2024, subject to customary closing conditions.
BP Bunge Bioenergia
On June 19, 2024, Bunge entered into a definitive share purchase agreement to sell its 50% ownership share in BP Bunge Bioenergia, see Note 2 - Acquisitions and Dispositions.
Consolidated Variable Interest Entities
On September 19, 2023, Bunge entered into a fixed-priced call option agreement ("Option") to acquire the shares of Terminal de Granéis de Santa Catarina ("TGSC") with primary assets consisting of a grain port terminal currently under construction in South America strategically located near an existing Bunge facility. The agreement requires Bunge to make
future installment payments for the Option which will be utilized, in part, to fund terminal construction. TGSC is a VIE as a result of having insufficient equity at risk. Bunge is the primary beneficiary due to a de facto agent relationship with the equity owner of TGSC and has consolidated the entity. As all of TGSC’s equity is held by a third-party, Bunge reflects all TGSC earnings and equity as attributable to noncontrolling interests in the condensed consolidated statements of income and condensed consolidated balance sheets, respectively.
Further, Bunge Chevron Ag Renewables LLC (the "Joint Venture") is a VIE in which Bunge is considered to be the primary beneficiary because it is responsible for the day-to-day operating decisions of the Joint Venture as well as the marketing of the principal products, primarily soybean meal and oil produced and sold by the Joint Venture, among other factors.
The following table presents the values of the assets and liabilities associated with the above listed VIEs in which Bunge is considered the primary beneficiary to the extent included in Bunge’s condensed consolidated balance sheets as of June 30, 2024, and December 31, 2023. All amounts exclude intercompany balances, which have been eliminated upon consolidation.
For all other VIEs in which Bunge is considered the primary beneficiary, the entities meet the definition of a business, and the VIE's assets can be used other than for the settlement of the VIE’s obligations. As such these VIEs have been excluded from the below table.
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Current assets: | | | |
Cash and cash equivalents | $ | 616 | | | $ | 606 | |
Trade accounts receivable | 3 | | | 1 | |
Inventories | 41 | | | 76 | |
Other current assets | 27 | | | 146 | |
Total current assets | 687 | | | 829 | |
Property, plant and equipment, net | 283 | | | 196 | |
| | | |
Other intangible assets, net | 79 | | | 91 | |
| | | |
| | | |
Total assets | $ | 1,049 | | | $ | 1,116 | |
| | | |
Current liabilities: | | | |
Trade accounts payable and accrued liabilities | $ | 52 | | | $ | 70 | |
| | | |
| | | |
Other current liabilities | 28 | | | 143 | |
Total current liabilities | 80 | | | 213 | |
Long-term debt | 44 | | | 44 | |
| | | |
Other non-current liabilities | 7 | | | 5 | |
| | | |
Total liabilities | $ | 131 | | | $ | 262 | |
Non-Consolidated Variable Interest Entities
In 2024, Bunge's maximum exposure to loss associated with VIEs for which Bunge has determined it is not the primary beneficiary increased approximately $96 million as a result of certain future commitments related to an unconsolidated VIE.
For additional information on VIEs for which Bunge has determined it is not the primary beneficiary, along with the Company's related maximum exposure to losses associated with such investments, please refer to Note 11 - Investments in Affiliates and Variable Interest Entities, included in the Company's 2023 Annual Report on Form 10-K.
9. INCOME TAXES
Income tax expense is provided on an interim basis based on management’s estimate of the annual effective income tax rate and includes the tax effects of certain discrete items, such as changes in tax laws or tax rates or other unusual or non-recurring tax adjustments in the interim period in which they occur. In addition, results from jurisdictions projecting a loss for the year where no tax benefit can be recognized are treated discretely in the interim period in which they occur. The effective tax rate is highly dependent on the geographic distribution of the Company’s worldwide earnings or losses and tax regulations in each jurisdiction. Management regularly monitors the assumptions used in estimating its annual effective tax rate, including the realizability of deferred tax assets, and adjusts estimates accordingly. Volatility in earnings within a taxing jurisdiction could result in a determination that additional valuation allowance adjustments may be warranted.
Income tax expense for the three and six months ended June 30, 2024, was $30 million and $147 million, respectively. Income tax expense for the three and six months ended June 30, 2023, was $198 million and $381 million, respectively. The effective tax rate for the three and six months ended June 30, 2024, was higher than the U.S. statutory rate of 21% primarily due to jurisdictional mix of earnings and unfavorable adjustments related to foreign currency fluctuations in South America. The effective tax rate for the three and six months ended June 30, 2023, was higher than the U.S. statutory rate of 21% primarily due to jurisdictional mix of earnings.
As a global enterprise, the Company files income tax returns that are subject to periodic examination and challenge by federal, state, and foreign tax authorities. In many jurisdictions, income tax examinations, including settlement negotiations or litigation, may take several years to finalize. The Company is currently under examination or litigation in various locations throughout the world. While it is difficult to predict the outcome or timing of resolution of any particular matter, management believes that the condensed consolidated financial statements reflect the largest amount of tax benefit that is more likely than not to be realized.
10. OTHER CURRENT LIABILITIES
Other current liabilities consist of the following:
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Unrealized losses on derivative contracts, at fair value | $ | 1,046 | | | $ | 1,038 | |
Accrued liabilities | 700 | | | 865 | |
Advances on sales (1) | 364 | | | 463 | |
Dividends payable (2) | 289 | | | 96 | |
Income tax payable | 115 | | | 238 | |
Disposition deposit (3) | 103 | | | — | |
Other | 306 | | | 213 | |
Total | $ | 2,923 | | | $ | 2,913 | |
(1) The Company records advances on sales when cash payments are received in advance of the Company’s performance and recognizes revenue once the related performance obligation is completed. Advances on sales are impacted by the seasonality of Bunge's business, including the timing of harvests in the northern and southern hemispheres, and amounts at each balance sheet date will generally be recognized in earnings within twelve months or less.
(2) See Note 17 - Equity.
(3) On June 19, 2024, Bunge entered into a definitive share purchase agreement to sell its 50% ownership share in BP Bunge Bioenergia. During the quarter, Bunge received a refundable deposit towards the closing purchase price of $103 million. See Note 2 - Acquisitions and Dispositions.
11. FAIR VALUE MEASUREMENTS
Bunge's various financial instruments include certain components of working capital such as Trade accounts receivable and Trade accounts payable. Additionally, Bunge uses short- and long-term debt to fund operating requirements. Trade accounts receivable, Trade accounts payable, and Short-term debt are generally stated at their carrying value, which is a reasonable estimate of fair value. See Note 3 - Trade Structured Finance Program for trade structured finance program, Note 7 - Other Non-Current Assets for long-term receivables from farmers in Brazil, net and other long-term investments, and Note 13 - Debt for short- and long-term debt. Bunge's financial instruments also include derivative instruments and marketable securities, which are stated at fair value.
The fair value standard describes three levels within its hierarchy that may be used to measure fair value.
| | | | | | | | |
Level | Description | Financial Instrument (Assets / Liabilities) |
Level 1 | Quoted prices (unadjusted) in active markets for identical assets or liabilities. | Exchange traded derivative contracts.
Marketable securities in active markets. |
Level 2 | Observable inputs, including adjusted Level 1 quotes, quoted prices for similar assets or liabilities, quoted prices in markets that are less active than traded exchanges and other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | Exchange traded derivative contracts (less liquid markets).
Readily marketable inventories.
Over-the-counter ("OTC") commodity purchase and sales contracts.
OTC derivatives whose value is determined using pricing models with inputs that are generally based on exchange traded prices, adjusted for location specific inputs that are primarily observable in the market or can be derived principally from or corroborated by observable market data.
Marketable securities in less active markets. |
Level 3 | Unobservable inputs that are supported by little or no market activity and that are a significant component of the fair value of the assets or liabilities. | Assets and liabilities whose value is determined using proprietary pricing models, discounted cash flow methodologies or similar techniques. Assets and liabilities for which the determination of fair value requires significant management judgment or estimation. |
In many cases, a valuation technique used to measure fair value includes inputs from multiple levels of the fair value hierarchy. The lowest level of input that is a significant component of the fair value measurement determines the placement of the entire fair value measurement in the hierarchy. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the classification of fair value assets and liabilities within the fair value hierarchy levels.
For a further definition of fair value and the associated fair value levels, refer to Note 15 - Fair Value Measurements, included in the Company's 2023 Annual Report on Form 10-K.
The following table sets forth, by level, the Company’s assets and liabilities that were accounted for at fair value on a recurring basis.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Fair Value Measurements at Reporting Date |
| | June 30, 2024 | | December 31, 2023 |
(US$ in millions) | | Level 1 | Level 2 | Level 3 | Total | | Level 1 | Level 2 | Level 3 | Total |
Assets: | | | | | | | | | | |
Cash equivalents | | $ | 50 | | $ | 81 | | $ | — | | $ | 131 | | | $ | 315 | | $ | 149 | | $ | — | | $ | 464 | |
Readily marketable inventories (Note 5) | | — | | 5,514 | | 1,262 | | 6,776 | | | — | | 5,175 | | 662 | | 5,837 | |
Trade accounts receivable (1) | | — | | 1 | | — | | 1 | | | — | | 1 | | — | | 1 | |
Unrealized gain on derivative contracts (2): | | | | | | | | | | |
Interest rate | | — | | 9 | | — | | 9 | | | — | | 12 | | — | | 12 | |
Foreign exchange | | — | | 426 | | — | | 426 | | | — | | 253 | | — | | 253 | |
Commodities | | 53 | | 614 | | 35 | | 702 | | | 198 | | 737 | | 88 | | 1,023 | |
Freight | | 55 | | — | | — | | 55 | | | 80 | | — | | — | | 80 | |
Energy | | 63 | | — | | — | | 63 | | | 114 | | — | | — | | 114 | |
Credit | | — | | 2 | | — | | 2 | | | — | | — | | — | | — | |
| | | | | | | | | | |
| | | | | | | | | | |
Other (3) | | 60 | | 60 | | — | | 120 | | | 40 | | 39 | | — | | 79 | |
Total assets | | $ | 281 | | $ | 6,707 | | $ | 1,297 | | $ | 8,285 | | | $ | 747 | | $ | 6,366 | | $ | 750 | | $ | 7,863 | |
Liabilities: | | | | | | | | | | |
Trade accounts payable (1) | | $ | — | | $ | 531 | | $ | 377 | | $ | 908 | | | $ | — | | $ | 591 | | $ | 232 | | $ | 823 | |
Unrealized loss on derivative contracts (4): | | | | | | | | | | |
Interest rate | | — | | 289 | | — | | 289 | | | 1 | | 273 | | — | | 274 | |
Foreign exchange | | — | | 367 | | — | | 367 | | | — | | 223 | | — | | 223 | |
Commodities | | 80 | | 424 | | 22 | | 526 | | | 166 | | 417 | | 17 | | 600 | |
Freight | | 84 | | — | | — | | 84 | | | 68 | | — | | — | | 68 | |
Energy | | 58 | | 1 | | — | | 59 | | | 132 | | 1 | | — | | 133 | |
Credit | | — | | 2 | | — | | 2 | | | — | | — | | — | | — | |
| | | | | | | | | | |
Total liabilities | | $ | 222 | | $ | 1,614 | | $ | 399 | | $ | 2,235 | | | $ | 367 | | $ | 1,505 | | $ | 249 | | $ | 2,121 | |
(1) These receivables and payables are hybrid financial instruments for which Bunge has elected the fair value option as they are derived from purchases and sales of agricultural commodity products in the normal course of business.
(2) Unrealized gains on derivative contracts are generally included in Other current assets. There were $1 million included in Other non-current assets at June 30, 2024, and December 31, 2023, respectively.
(3) Other includes the fair values of marketable securities and investments in Other current assets and Other non-current assets.
(4) Unrealized losses on derivative contracts are generally included in Other current liabilities. There were $281 million and $260 million included in Other non-current liabilities at June 30, 2024, and December 31, 2023, respectively.
Cash equivalents —Cash equivalents primarily includes money market funds and commercial paper investments. Bunge analyzes how the prices are derived and determines whether the prices are liquid or less liquid tradable prices. Cash equivalents with liquid prices are valued using prices from publicly available sources and classified as Level 1. Cash equivalents with less liquid prices are valued using third-party quotes or pricing models and classified as Level 2.
Readily marketable inventories—RMI reported at fair value are valued based on commodity futures exchange quotations, broker or dealer quotations, or market transactions in either listed or OTC markets with appropriate adjustments for differences in local markets where the Company's inventories are located. In such cases, the inventory is classified within Level 2. Certain inventories may utilize significant unobservable data related to local market adjustments to determine fair value. In such cases, the inventory is classified as Level 3.
If the Company used different methods or factors to determine fair values, amounts reported as unrealized gains and losses on derivative contracts and RMI at fair value in the condensed consolidated balance sheets and condensed consolidated statements of income could differ. Additionally, if market conditions change subsequent to the reporting date, amounts reported
in future periods as unrealized gains and losses on derivative contracts and RMI at fair value in the condensed consolidated balance sheets and condensed consolidated statements of income could differ.
Derivatives—The majority of exchange traded futures and options contracts and exchange cleared contracts are valued based on unadjusted quoted prices in active markets and are classified within Level 1. The majority of the Company’s exchange traded agricultural commodity futures are cash-settled on a daily basis and, therefore, are not included in these tables. The Company's forward commodity purchase and sales contracts are classified as derivatives along with other OTC derivative instruments, primarily relating to freight, energy, foreign exchange and interest rates, and are classified within Level 2 or Level 3 as described below. The Company estimates fair values based on exchange quoted prices, adjusted as appropriate for differences in local markets. These differences are generally valued using inputs from broker or dealer quotations, or market transactions in either the listed or OTC markets. In such cases, these derivative contracts are classified within Level 2.
OTC derivative contracts include swaps, options, and structured transactions that are generally fair valued using quantitative models that require the use of multiple market inputs including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets which are not highly active, other observable inputs relevant to the asset or liability, and market inputs corroborated by correlation or other means. These valuation models include inputs such as interest rates, prices, and indices, to generate continuous yield or pricing curves and volatility factors. Where observable inputs are available for substantially the full term of the asset or liability, the instrument is categorized in Level 2. Certain OTC derivatives trade in less active markets with less availability of pricing information and certain structured transactions can require internally developed model inputs that might not be observable in or corroborated by the market.
Marketable securities and investments—Comprise foreign government securities, corporate debt securities, deposits, equity securities, and other investments. Bunge analyzes how the prices are derived and determines whether the prices are liquid or less liquid tradable prices. Marketable securities and investments with liquid prices are valued using prices from publicly available sources and classified as Level 1. Marketable securities and investments with less liquid prices are valued using third-party quotes or pricing models and classified as Level 2 or Level 3 as described below.
Level 3 Measurements
The following relates to assets and liabilities measured at fair value on a recurring basis using Level 3 measurements. An instrument may transfer into or out of Level 3 due to inputs becoming either observable or unobservable.
Level 3 Measurements—Transfers in and/or out of Level 3 represent existing assets or liabilities that were either previously categorized as a higher level for which the inputs to the model became unobservable or assets and liabilities that were previously classified as Level 3 for which the lowest significant input became observable during the period. Bunge's policy regarding the timing of transfers between levels is to record the transfers at the end of the reporting period.
Level 3 Readily marketable inventories and Trade accounts payable—The significant unobservable inputs resulting in Level 3 classification for RMI, physically settled forward purchase and sales contracts, and Trade accounts payable, relate to certain management estimations regarding costs of transportation and other local market or location-related adjustments, primarily freight related adjustments in the interior of Brazil and the lack of market corroborated information in Canada. In both situations, the Company uses proprietary information such as purchase and sales contracts and contracted prices to value freight, premiums and discounts in its contracts. Movements in the prices of these unobservable inputs alone would not be expected to have a material effect on the Company's financial statements as these contracts do not typically exceed one future crop cycle.
Level 3 Derivatives—Level 3 derivative instruments utilize both market observable and unobservable inputs within the fair value measurements. These inputs include commodity prices, price volatility, interest rates, volumes, and locations.
Level 3 Others—Primarily relates to marketable securities and investments valued using third-party quotes or pricing models with inputs based on similar securities adjusted to reflect management’s best estimate of the specific characteristics of the securities held by the Company. Such inputs represent a significant component of the fair value of the securities held by the Company, resulting in the securities being classified as Level 3.
The tables below present reconciliations for assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the three and six months ended June 30, 2024, and 2023. These instruments were valued using pricing models that management believes reflect the assumptions that would be used by a marketplace participant.
| | | | | | | | | | | | | | | |
| |
| Three Months Ended June 30, 2024 |
(US$ in millions) | Readily Marketable Inventories(2) | Derivatives, Net | Trade Accounts Payable | | Total |
Balance, April 1, 2024 | $ | 976 | | $ | 26 | | $ | (604) | | | $ | 398 | |
Total gains and losses (realized/unrealized) included in Cost of goods sold (1) | 208 | | (15) | | 5 | | | 198 | |
| | | | | |
| | | | | |
Purchases | 630 | | — | | (46) | | | 584 | |
Sales | (548) | | — | | — | | | (548) | |
| | | | | |
Settlements | — | | — | | 235 | | | 235 | |
Transfers into Level 3 | 300 | | (1) | | (78) | | | 221 | |
Transfers out of Level 3 | (223) | | 3 | | 50 | | | (170) | |
Translation adjustment | (81) | | — | | 61 | | | (20) | |
Balance, June 30, 2024 | $ | 1,262 | | $ | 13 | | $ | (377) | | | $ | 898 | |
(1) Readily marketable inventories, derivatives, net, and Trade accounts payable, include gains/(losses) of $154 million, $(16) million and $6 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at June 30, 2024.
(2) Effective January 1, 2024, the Company changed its reporting of purchases and sales activity within the readily marketable inventories Level 3 reconciliation to align with the Company's value chain trade flows and intended use, which had no net impact on Level 3 readily marketable inventories period end balances. Prior period activity has been reclassified to conform to current presentation.
| | | | | | | | | | | | | | | | | |
| |
| Three Months Ended June 30, 2023 |
(US$ in millions) | Readily Marketable Inventories(2) | Derivatives, Net | Trade Accounts Payable | Other (3) | Total |
Balance, April 1, 2023 | $ | 1,308 | | $ | 47 | | $ | (494) | | $ | 27 | | $ | 888 | |
Total gains and losses (realized/unrealized) included in Cost of goods sold (1) | 192 | | (56) | | 9 | | — | | 145 | |
| | | | | |
Total gains and losses (realized/unrealized) included in Other income (expense) - net | — | | — | | — | | (2) | | (2) | |
Purchases | 991 | | — | | (89) | | — | | 902 | |
Sales | (694) | | — | | — | | (14) | | (708) | |
| | | | | |
Settlements | — | | — | | 131 | | — | | 131 | |
Transfers into Level 3 | 364 | | 26 | | (10) | | — | | 380 | |
Transfers out of Level 3 | (836) | | (8) | | 42 | | — | | (802) | |
Translation adjustment | 59 | | — | | (26) | | — | | 33 | |
Balance, June 30, 2023 | $ | 1,384 | | $ | 9 | | $ | (437) | | $ | 11 | | $ | 967 | |
(1) Readily marketable inventories, derivatives, net, and Trade accounts payable, includes gains/(losses) of $219 million, $(32) million and $9 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at June 30, 2023.
(2) Effective January 1, 2024, the Company changed its reporting of purchases and sales activity within the readily marketable inventories Level 3 reconciliation to align with the Company's value chain trade flows and intended use, which had no net impact on Level 3 readily marketable inventories period end balances. Prior period activity has been reclassified to conform to current presentation.
(3) Comprises the fair values of marketable securities and investments in Other current assets. Included within Other income (expense) - net of the condensed consolidated statements of income are $16 million mark-to-market losses related to securities still held at June 30, 2023.
| | | | | | | | | | | | | | | |
| |
| | | | | |
| | | | | |
| Six Months Ended June 30, 2024 |
(US$ in millions) | Readily Marketable Inventories(2) | Derivatives, Net | Trade Accounts Payable | | Total |
Balance, January 1, 2024 | $ | 662 | | $ | 71 | | $ | (232) | | | $ | 501 | |
Total gains and losses (realized/unrealized) included in Cost of goods sold (1) | 427 | | (60) | | 12 | | | 379 | |
| | | | | |
| | | | | |
Purchases | 1,379 | | — | | (428) | | | 951 | |
Sales | (1,150) | | — | | — | | | (1,150) | |
| | | | | |
Settlements | — | | — | | 308 | | | 308 | |
Transfers into Level 3 | 712 | | 4 | | (165) | | | 551 | |
Transfers out of Level 3 | (675) | | (2) | | 60 | | | (617) | |
Translation adjustment | (93) | | — | | 68 | | | (25) | |
Balance, June 30, 2024 | $ | 1,262 | | $ | 13 | | $ | (377) | | | $ | 898 | |
(1) Readily marketable inventories, derivatives, net, and Trade accounts payable, include gains/(losses) of $364 million, $(38) million and $13 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at June 30, 2024.
(2) Effective January 1, 2024, the Company changed its reporting of purchases and sales activity within the readily marketable inventories Level 3 reconciliation to align with the Company's value chain trade flows and intended use, which had no net impact on Level 3 readily marketable inventories period end balances. Prior period activity has been reclassified to conform to current presentation.
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| | | | | |
| Six Months Ended June 30, 2023 |
(US$ in millions) | Readily Marketable Inventories(2) | Derivatives, Net | Trade Accounts Payable | Other(3) | Total |
Balance, January 1, 2023 | $ | 412 | | $ | 51 | | $ | (130) | | $ | 27 | | $ | 360 | |
Total gains and losses (realized/unrealized) included in Cost of goods sold (1) | 365 | | (71) | | 18 | | — | | 312 | |
| | | | | |
Total gains and losses (realized/unrealized) included in Other income (expense) - net | — | | — | | — | | (2) | | (2) | |
Purchases | 2,212 | | — | | (429) | | — | | 1,783 | |
Sales | (1,515) | | — | | — | | (14) | | (1,529) | |
| | | | | |
Settlements | — | | — | | 171 | | — | | 171 | |
Transfers into Level 3 | 1,208 | | 29 | | (81) | | — | | 1,156 | |
Transfers out of Level 3 | (1,362) | | — | | 42 | | — | | (1,320) | |
Translation adjustment | 64 | | — | | (28) | | — | | 36 | |
Balance, June 30, 2023 | $ | 1,384 | | $ | 9 | | $ | (437) | | $ | 11 | | $ | 967 | |
(1) Readily marketable inventories, derivatives, net, and Trade accounts payable, includes gains/(losses) of $444 million, $(42) million and $19 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at June 30, 2023.
(2) Effective January 1, 2024, the Company changed its reporting of purchases and sales activity within the readily marketable inventories Level 3 reconciliation to align with the Company's value chain trade flows and intended use, which had no net impact on Level 3 readily marketable inventories period end balances. Prior period activity has been reclassified to conform to current presentation.
(3) Comprises the fair values of marketable securities and investments in Other current assets. Included within Other income (expense) - net of the condensed consolidated statements of income are $16 million in mark-to-market losses related to securities still held at June 30, 2023.
12. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
The Company uses derivative instruments to manage several market risks, such as interest rate, foreign currency rate, and commodity risk. Some of those hedges the Company enters into qualify for hedge accounting ("Hedge Accounting Derivatives") and some, while intended as economic hedges, do not qualify or are not designated for hedge accounting ("Economic Hedge Derivatives"). As these derivatives impact the financial statements in different ways, they are discussed separately below.
Hedge Accounting Derivatives - The Company uses derivatives in qualifying hedge accounting relationships to manage certain of its interest rate, foreign currency, and commodity risks. In executing these hedge strategies, the Company primarily relies on the shortcut and critical terms match methods in designing its hedge accounting strategy, which results in little to no net earnings impact for these hedge relationships. The Company monitors these relationships on a quarterly basis and performs a quantitative analysis to validate the assertion that the hedges are highly effective if there are changes to the hedged item or hedging derivative.
Fair value hedges - These derivatives are used to hedge the effect of interest rate and currency exchange rate changes on certain long-term debt. Under fair value hedge accounting, the derivative is measured at fair value and the carrying value of hedged debt is adjusted for the change in value related to the exposure being hedged, with both adjustments offset to earnings. In other words, the earnings effect of a change in the fair value of the derivative will be substantially offset by the earnings effect of the change in the carrying value of the hedged debt. The net impact of fair value hedge accounting for interest rate swaps is recognized in Interest expense. For cross currency swaps, the changes in currency risk on the derivative are recognized in Foreign exchange gains (losses) – net, and the changes in interest rate risk are recognized in Interest expense. Changes in basis risk are held in Accumulated other comprehensive income (loss) until realized through the coupon.
Cash flow hedges of currency risk - The Company manages currency risk on certain forecasted purchases, sales, and selling, general and administrative expenses with currency forwards. The change in the value of the forward is classified in Accumulated other comprehensive income (loss) until the transaction affects earnings, at which time the change in value of the currency forward is reclassified to Net sales, Cost of goods sold, or Selling, general and administrative expenses. These hedges mature at various times through June 2025. Of the amount currently in Accumulated other comprehensive income (loss), $6 million of deferred losses are expected to be reclassified to earnings in the next twelve months.
Net investment hedges - The Company hedges the currency risk of certain of its foreign subsidiaries with currency forwards for which the currency risk is remeasured through Accumulated other comprehensive income (loss). For currency forwards, the forward method is used. The change in the value of the forward is classified in Accumulated other comprehensive income (loss) until the transaction affects earnings by way of either sale or substantial liquidation of the foreign subsidiary.
The table below provides information about the balance sheet values of hedged items and the notional amount of derivatives used in hedging strategies. The notional amount of the derivative is the number of units of the underlying (for example, the notional principal amount of the debt in an interest rate swap). The notional amount is used to compute interest or other payment streams to be made under the contract and is a measure of the Company’s level of activity. The Company discloses derivative notional amounts on a gross basis.
| | | | | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | December 31, 2023 | Unit of Measure |
Hedging instrument type: | | | |
Fair value hedges of interest rate risk | | | |
| Interest rate swap - notional amount | $ | 2,900 | | $ | 2,900 | | $ Notional |
| Cumulative adjustment to long-term debt from application of hedge accounting | $ | (281) | | $ | (260) | | $ Notional |
| Carrying value of hedged debt | $ | 2,607 | | $ | 2,625 | | $ Notional |
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| | | | |
| | | |
| | | | |
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Cash flow hedges of currency risk | | | |
| Foreign currency forward - notional amount | $ | 13 | | $ | 54 | | $ Notional |
| Foreign currency option - notional amount | $ | 114 | | $ | 99 | | $ Notional |
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| | | |
| | | | |
| | | | |
Net investment hedges | | | |
| Foreign currency forward - notional amount | $ | 1,136 | | $ | 1,112 | | $ Notional |
| | | | |
Economic Hedge Derivatives - In addition to using derivatives in qualifying hedge relationships, the Company enters into derivatives to economically hedge its exposure to a variety of market risks it incurs in the normal course of operations.
Interest rate derivatives are used to hedge exposures to the Company's financial instrument portfolios and debt issuances. The impact of changes in fair value of these instruments is primarily presented in Interest expense.
Currency derivatives are used to hedge the balance sheet and commercial exposures that arise from the Company's global operations. The impact of changes in fair value of these instruments is presented in Cost of goods sold when hedging commercial exposures and Foreign exchange (losses) gains – net when hedging monetary exposures.
Agricultural commodity derivatives are used primarily to manage exposures related to the Company's inventory and forward purchase and sales contracts. Contracts to purchase agricultural commodities generally relate to current or future crop years for delivery periods quoted by regulated commodity exchanges. Contracts for the sale of agricultural commodities generally do not extend beyond one future crop cycle. The impact of changes in fair value of these instruments is presented in Cost of goods sold.
The Company uses derivative instruments referred to as forward freight agreements ("FFAs") and FFA options to hedge portions of its current and anticipated ocean freight costs. The impact of changes in fair value of these instruments is presented in Cost of goods sold.
The Company uses energy derivative instruments to manage its exposure to volatility in energy costs. Hedges may be entered into for natural gas, electricity, coal and fuel oil, including bunker fuel. The impact of changes in fair value of these instruments is presented in Cost of goods sold.
The Company may also enter into other derivatives, including credit default swaps, carbon emission derivatives and equity derivatives to manage its exposure to credit risk and broader macroeconomic risks, respectively. The impact of changes in fair value of these instruments is presented in Cost of goods sold.
The table below summarizes the volume of economic derivatives as of June 30, 2024, and December 31, 2023. For those contracts traded bilaterally through the over-the-counter markets (e.g., forwards, forward rate agreements ("FRA"), and swaps), the gross position is provided. For exchange traded (e.g., futures, FFAs, and options) and cleared positions (e.g., energy swaps), the net position is provided.
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| June 30, | December 31, | |
| 2024 | 2023 | Unit of Measure |
(US$ in millions) | Long | (Short) | Long | (Short) |
Interest rate | | | | | |
Swaps | $ | 520 | | $ | (1,413) | | $ | 935 | | $ | (1,465) | | $ Notional |
Futures | $ | — | | $ | (346) | | $ | — | | $ | (612) | | $ Notional |
Forwards | $ | — | | $ | — | | $ | 416 | | $ | (416) | | $ Notional |
Options | $ | — | | $ | — | | $ | — | | $ | (3) | | $ Notional |
Currency | | | | | |
Forwards | $ | 8,890 | | $ | (11,189) | | $ | 8,808 | | $ | (10,356) | | $ Notional |
Swaps | $ | 2,257 | | $ | (1,225) | | $ | 1,357 | | $ | (324) | | $ Notional |
Futures | $ | — | | $ | (2) | | $ | — | | $ | (2) | | $ Notional |
Options | $ | 36 | | $ | (54) | | $ | 5 | | $ | (5) | | Delta |
Agricultural commodities | | | | | |
Forwards | 21,704,818 | | (29,689,276) | | 25,588,125 | | (34,163,143) | | Metric Tons |
| | | | | |
Futures | — | | (6,057,113) | | — | | (1,224,688) | | Metric Tons |
Options | 260,259 | | (48,931) | | 29,420 | | (615,937) | | Metric Tons |
Ocean freight | | | | | |
FFA | — | | (15,766) | | — | | (4,965) | | Hire Days |
| | | | | |
Natural gas | | | | | |
Forwards | 500 | | — | | 300 | | — | | MMBtus |
Swaps | 2,045,261 | | — | | 778,436 | | — | | MMBtus |
Futures | 13,477,273 | | — | | 12,715,588 | | — | | MMBtus |
Options | — | | (4,409,938) | | — | | (2,923,438) | | MMBtus |
Electricity | | | | | |
| | | | | |
Futures | — | | (63,853) | | — | | (281,511) | | Mwh |
| | | | | |
| | | | | |
Energy - other | | | | | |
Swaps | 190,560 | | — | | 202,716 | | — | | Metric Tons |
Futures | 838,860 | | — | | — | | — | | Metric Tons |
Options | — | | — | | 40,920 | | — | | Metric Tons |
Energy - CO2 | | | | | |
Futures | 56,000 | | — | | 675,000 | | — | | Metric Tons |
Options | — | | (75,000) | | 400,000 | | — | | Metric Tons |
Other | | | | | |
Swaps and futures | $ | 90 | | $ | (90) | | $ | 100 | | $ | (106) | | $ Notional |
The Effect of Derivative Instruments and Hedge Accounting on the Condensed Consolidated Statements of Income
The tables below summarize the net effect of derivative instruments and hedge accounting on the condensed consolidated statements of income for the three and six months ended June 30, 2024, and 2023.
| | | | | | | | | | | |
| | Gain (Loss) Recognized in Income on Derivative Instruments |
| | Three Months Ended June 30, |
(US$ in millions) | | 2024 | 2023 |
Income statement classification | Type of derivative | | |
Net sales | | | |
Hedge accounting | Foreign currency | $ | — | | $ | 4 | |
| | | |
Cost of goods sold | | | |
| | | |
| | | |
Hedge accounting | Foreign currency | $ | (1) | | $ | (1) | |
Economic hedges | Foreign currency | (217) | | 324 | |
| Commodities | (26) | | (32) | |
| Other (1) | 95 | | 16 | |
Total Cost of goods sold | | $ | (149) | | $ | 307 | |
| | | |
| | | |
| | | |
| | | |
Selling, general & administrative | | | |
Hedge Accounting | Foreign exchange | $ | — | | $ | 1 | |
| | | |
Interest expense | | | |
Hedge accounting | Interest rate | $ | (30) | | $ | (35) | |
| | | |
Economic hedges | Interest rate | — | | 5 | |
Total Interest expense | | $ | (30) | | $ | (30) | |
| | | |
Foreign exchange (losses) gains – net | | | |
Hedge accounting | Foreign currency | $ | — | | $ | (19) | |
Economic hedges | Foreign currency | 28 | | (39) | |
Total Foreign exchange (losses) gains – net | | $ | 28 | | $ | (58) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
Other comprehensive income (loss) | | | |
| | |
Gains and losses on derivatives used as cash flow hedges of foreign currency risk included in Other comprehensive income (loss) during the period | $ | 12 | | $ | (26) | |
| | |
Gains and losses on derivatives used as net investment hedges included in Other comprehensive income (loss) during the period | $ | 75 | | $ | (40) | |
| | |
| | |
| | |
Amounts released from Accumulated other comprehensive income (loss) during the period | | |
| | |
| | |
Cash flow hedge of foreign currency risk | $ | (2) | | $ | 1 | |
| | |
(1) Other includes results from freight, energy, and other derivatives.
| | | | | | | | | | | |
| | | |
| | Gain (Loss) Recognized in Income on Derivative Instruments |
| | Six months ended June 30, |
(US$ in millions) | | 2024 | 2023 |
Income statement classification | Type of derivative | | |
Net sales | | | |
Hedge accounting | Foreign currency | $ | — | | $ | 5 | |
| | | |
Cost of goods sold | | | |
| | | |
| | | |
Economic hedges | Foreign currency | $ | (199) | | $ | 408 | |
| Commodities | (26) | | 364 | |
| Other (1) | (54) | | 7 | |
Total Cost of goods sold | | $ | (279) | | $ | 779 | |
| | | |
Selling, general & administrative expenses | | | |
Hedge Accounting | Foreign exchange | $ | — | | $ | 1 | |
| | | |
Interest expense | | | |
Hedge accounting | Interest rate | $ | (61) | | $ | (68) | |
Economic hedges | Interest rate | — | | 6 | |
Total Interest expense | | $ | (61) | | $ | (62) | |
| | | |
Foreign exchange (losses) gains | | | |
Hedge accounting | Foreign currency | $ | — | | $ | (21) | |
Economic hedges | Foreign currency | 2 | | (6) | |
Total Foreign exchange (losses) gains - net | | $ | 2 | | $ | (27) | |
| | | |
Other income (expense) | | | |
Economic hedges | Interest rate | $ | — | | $ | 1 | |
Total Other income/(expense) | | $ | — | | $ | 1 | |
| | | |
Other comprehensive income (loss) | | | |
| | |
Gains and losses on derivatives used as cash flow hedges of foreign currency risk included in Other comprehensive income (loss) during the period | $ | 22 | | $ | (31) | |
| | |
Gains and losses on derivatives used as net investment hedges included in Other comprehensive income (loss) during the period | $ | 103 | | $ | (61) | |
| | |
| | |
Amounts released from Accumulated other comprehensive income (loss) during the period | | |
| | |
| | |
Cash flow hedge of foreign currency risk | $ | 1 | | $ | — | |
(1) Other includes results from freight, energy, and other derivatives
13. DEBT
The following table summarizes Bunge's short and long-term debt:
| | | | | | | | | | | | | | |
(US$ in millions) | | June 30, 2024 | | December 31, 2023 |
Short-term debt and Current portion of long-term debt: | | | | |
Revolving credit facilities | | $ | — | | | $ | — | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Commercial paper (1) | | — | | | — | |
Other short-term debt | | 949 | | | 797 | |
Total Short-term debt | | 949 | | | 797 |
Current portion of long-term debt | | 5 | | | 5 | |
Total Short-term debt and Current portion of long-term debt (2) | | 954 | | | 802 | |
Long-term debt: (3) | | | | |
| | | | |
| | | | |
Term loan due 2025 - SOFR plus 0.90% | | 750 | | | 750 | |
Term loan due 2027 - SOFR plus 1.125% | | 250 | | | 250 | |
Term loan due 2028 - SOFR plus 1.325% | | 249 | | | 249 | |
1.63% Senior Notes due 2025 | | 599 | | | 598 | |
3.25% Senior Notes due 2026 | | 699 | | | 698 | |
3.75% Senior Notes due 2027 | | 598 | | | 597 | |
2.75% Senior Notes due 2031 | | 992 | | | 991 | |
Cumulative adjustment to long-term debt from application of hedge accounting | | (281) | | | (260) | |
Other long-term debt | | 235 | | | 212 | |
Subtotal (4) | | 4,091 | | | 4,085 | |
Less: Current portion of long-term debt | | (5) | | | (5) | |
Total Long-term debt (5) | | 4,086 | | | 4,080 | |
Total debt | | $ | 5,040 | | | $ | 4,882 | |
(1) On April 12, 2024, Bunge increased the aggregate size of its existing commercial paper program by $1 billion to an aggregate of $2 billion.
(2) Includes secured debt of $227 million and $200 million at June 30, 2024, and December 31, 2023, respectively.
(3) Variable interest rates are as of June 30, 2024.
(4) The fair value (Level 2) of long-term debt, including current portion, is $4,137 million and $4,125 million at June 30, 2024, and December 31, 2023, respectively. The fair value of Bunge's long-term debt is calculated based on interest rates currently available on comparable maturities to companies with credit standing similar to that of Bunge.
(5) Includes secured debt of $119 million and $100 million at June 30, 2024, and December 31, 2023, respectively.
Updates to Revolving Credit Facilities
On March 1, 2024, Bunge entered into an unsecured $3.2 billion 5-year revolving credit agreement (the "$3.2 Billion Revolving Credit Agreement") with a group of lenders, maturing on March 1, 2029. Bunge may from time to time request one or more of the existing or new lenders to increase the total participations by an aggregate amount up to $1.5 billion, pursuant to an accordion provision. Current commitments in the aggregate amount of $1.95 billion are available to be drawn. Incremental commitments in the aggregate amount of $1.25 billion are available to be drawn on and after the date Bunge completes its acquisition of Viterra, subject to the satisfaction of certain conditions. Therefore, upon completion of the acquisition of Viterra, the total committed capacity will be an aggregate of $3.2 billion. The $3.2 Billion Revolving Credit Agreement replaced an existing $1.95 billion 5-year revolving credit agreement which was terminated on March 1, 2024.
On March 1, 2024, Bunge exercised the accordion provision set forth in its existing unsecured $1.75 billion 3-year revolving facility agreement (as amended, the "$3.5 Billion Revolving Facility Agreement") in an aggregate amount of additional committed capacity of $1.75 billion which is available to be drawn on and after the date Bunge completes its acquisition of Viterra. Upon completion of the acquisition of Viterra, the total committed capacity will be an aggregate of $3.5 billion. The funding cost is also subject to certain premiums or discounts tied to certain sustainability criteria, including, but not limited to, SBTs that define Bunge’s climate goals within its operations and a commitment to eliminate deforestation in its supply chains in 2025. The $3.5 Billion Revolving Credit Agreement matures on October 6, 2026.
Further, on April 12, 2024, Bunge amended and restated its existing $1.1 billion 364-day revolving credit agreement (the “$1.1 Billion 364-day Revolving Credit Agreement”) with a group of lenders, to extend the maturity date from June 19, 2024 to April 11, 2025. Bunge may from time to time request one or more of the existing or new lenders to increase the total participations under the $1.1 Billion 364-day Revolving Credit Agreement by an aggregate amount up to $250 million, pursuant to an accordion provision.
Viterra Acquisition Financing
As described in Note 2 - Acquisitions and Dispositions, Bunge has secured a total of $8.0 billion in Acquisition Financing in the form of a $7.7 billion financing commitment from a consortium of lenders, arranged by Sumitomo Mitsui Banking Corporation and a $300 million 5-year delayed draw term loan from CoBank and the U.S. farm credit system executed July 7, 2023 that may be drawn upon the closing of the Acquisition. The $7.7 billion financing commitment is in the form of a three tranche term loan maturing 364-days, 2-years and 3-years from closing of the Acquisition.
14. RELATED PARTY TRANSACTIONS
Bunge purchases agricultural commodity products from certain of its unconsolidated investees and other related parties. Such related party purchases comprised approximately 9% or less of total Cost of goods sold for the three and six months ended June 30, 2024, and 2023. Bunge also sells agricultural commodity products to certain of its unconsolidated investees and other related parties. Such related party sales comprised approximately 2% or less of total Net sales for the three and six months ended June 30, 2024, and 2023.
In addition, Bunge receives services from and provides services to its unconsolidated investees and other related parties, including tolling, port handling, administrative support, and other services. For the three and six months ended June 30, 2024, and 2023, such services were not material to the Company's consolidated results.
At June 30, 2024, and December 31, 2023, receivables related to the above related party transactions comprised approximately 3% or less of total Trade accounts receivable. At June 30, 2024, and December 31, 2023, payables related to the above related party transactions comprised approximately 3% or less of total Trade accounts payable.
Further, as referenced in Note 6 - Other Current Assets and Note 7 - Other Non-Current Assets, Bunge provides certain advance payments for future delivery of specified quantities of agricultural commodities and advances to its unconsolidated investees. At June 30, 2024, and December 31, 2023, advances to unconsolidated investees comprised approximately 4% or less of total Other current assets and 7% or less of total Other non-current assets.
Bunge believes all transaction values to be similar to those that would be conducted with third parties at arm's-length.
15. COMMITMENTS AND CONTINGENCIES
Bunge is party to claims and lawsuits, primarily non-income tax and labor claims in South America, arising in the normal course of business. Bunge is also involved from time to time in various contract, antitrust, environmental litigation and remediation, and other litigation, claims, government investigations, and legal proceedings. The ability to predict the ultimate outcome of such matters involves judgments, estimates, and inherent uncertainties. Bunge records liabilities related to legal matters when the exposure item becomes probable and can be reasonably estimated. Bunge management does not expect these matters to have a material adverse effect on Bunge’s financial condition, results of operations, or liquidity. However, these matters are subject to inherent uncertainties and there exists the remote possibility that a liability arising from these matters could have a material adverse impact in the period in which the uncertainties are resolved should the liability substantially exceed the amount of provisions included in the condensed consolidated balance sheets. Information regarding the claims appears in Bunge’s Report on Form 10-K for the year ended December 31, 2023. Included in Other non-current liabilities as of June 30, 2024, and December 31, 2023, are the following amounts related to these matters:
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Non-income tax claims | $ | 22 | | | $ | 19 | |
Labor claims | 55 | | | 66 | |
Civil and other claims | 103 | | | 114 | |
Total | $ | 180 | | | $ | 199 | |
Brazil Indirect Taxes - non-income tax claims - These tax claims relate to claims against Bunge’s Brazilian subsidiaries, primarily value-added tax claims (ICMS, ISS, IPI and PIS/COFINS) plus applicable interest and penalties on the outstanding amounts.
As of June 30, 2024, the Brazilian federal and state authorities have concluded examinations of the ICMS and PIS/COFINS tax returns and have issued outstanding claims. The Company continues to evaluate the merits of each of these claims and will recognize them if and when loss is considered probable. The outstanding claims comprise the following:
| | | | | | | | | | | |
(US$ in millions) | Years Examined | June 30, 2024 | December 31, 2023 |
ICMS | 1990 to Present | $ | 157 | | $ | 212 | |
PIS/COFINS | 2002 to Present | $ | 416 | | $ | 438 | |
Labor claims — The labor claims are principally against Bunge’s Brazilian subsidiaries. The labor claims primarily relate to dismissals, severance, health and safety, salary adjustments, and supplementary retirement benefits.
Civil and other claims — The civil and other claims relate to various disputes with third parties, including suppliers and customers.
Guarantees — Bunge has issued or was a party to the following guarantees at June 30, 2024:
| | | | | | | | | | | |
(US$ in millions) | Recorded Liability | | Maximum Potential Future Payments |
Unconsolidated affiliates guarantee (1) | $ | 3 | | | $ | 107 | |
Residual value guarantee (2) | — | | | 384 | |
Russia disposition indemnity (3) | 9 | | | 235 | |
Other guarantees | — | | | 10 | |
Total | $ | 12 | | | $ | 736 | |
(1) Bunge has issued guarantees to certain financial institutions related to debt of certain of its unconsolidated affiliates. The terms of the guarantees are equal to the terms of the related financings, which have maturity dates through 2034. There are no recourse provisions or collateral that would enable Bunge to recover any amounts paid under these guarantees. In addition, certain Bunge subsidiaries have guaranteed the obligations of certain of their unconsolidated affiliates and in connection therewith have secured their guarantee obligations through a pledge to the financial institutions of certain of their unconsolidated affiliates' shares plus loans receivable from the unconsolidated affiliates in the event that the guaranteed obligations are enforced. Based on amounts drawn under such guaranteed debt facilities at June 30, 2024, Bunge's potential liability was $73 million, and it has recorded $3 million of obligations related to these guarantees within Other current liabilities.
(2) Bunge has issued guarantees to certain financial institutions that are party to certain operating lease arrangements for railcars, barges, and buildings. These guarantees provide for a minimum residual value to be received by the lessor at the conclusion of the lease term. These leases expire at various dates from 2024 through 2029. At June 30, 2024, no obligation has been recorded related to these guarantees. Any obligation recorded would be recognized in Current operating lease obligations or Non-current operating lease obligations.
(3) On February 3, 2023, Bunge agreed to indemnify the buyer of its Russian operations against certain existing legal claims involving Bunge's Russian subsidiary. The indemnity expires on February 2, 2030. As of June 30, 2024, Bunge recorded a $9 million obligation related to this indemnity within Other non-current liabilities.
Bunge Global SA has provided a guarantee to the Director of the Illinois Department of Agriculture as Trustee for Bunge North America, Inc. ("BNA"), an indirect wholly-owned subsidiary, which guarantees all amounts due and owing by BNA to grain producers and/or depositors in the State of Illinois who have delivered commodities to BNA’s Illinois facilities.
16. OTHER NON-CURRENT LIABILITIES
Other non-current liabilities consist of the following:
| | | | | | | | | | | |
(US$ in millions) | June 30, 2024 | | December 31, 2023 |
Labor, legal, and other provisions | $ | 198 | | | $ | 218 | |
Pension and post-retirement obligations | 160 | | | 170 | |
Uncertain income tax positions (1) | 74 | | | 68 | |
Unrealized losses on derivative contracts, at fair value (2) | 281 | | | 260 | |
Other | 92 | | | 108 | |
Total | $ | 805 | | | $ | 824 | |
(1)See Note 9 - Income Taxes.
(2)See Note 11- Fair Value Measurements.
17. EQUITY
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 Limited 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 six months ended June 30, 2024, Bunge repurchased 4,376,974 shares for $400 million. As of June 30, 2024, 11,893,950 shares were repurchased for $1.2 billion and $1.0 billion remained outstanding for repurchases under the program.
Dividends on registered shares — We paid cash dividends to shareholders as follows:
| | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Six Months Ended June 30, |
| 2024 | | 2023 | | 2024 | 2023 |
Dividends paid per share | $ | 0.68 | | | $ | 0.625 | | | $ | 1.3425 | | $ | 1.25 | |
Dividend distributions occurring after the Redomestication are at the discretion of the Board of Directors and the approval of shareholders at a general meeting in accordance with Swiss law. 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.
Upon approval of a dividend, the obligation is reflected in Other current liabilities with a corresponding reduction in Retained earnings in the condensed consolidated balance sheet. At June 30, 2024 and December 31, 2023, the unpaid portion of the dividends accrued in Other current liabilities on the condensed consolidated balance sheets totaled $289 million and $96 million, respectively, see Note 10- Other Current Liabilities.
Accumulated other comprehensive income (loss) attributable to Bunge — The following table summarizes the balances of related after-tax components of Accumulated other comprehensive income (loss) attributable to Bunge:
| | | | | | | | | | | | | | | |
| | | | | |
(US$ in millions) | Foreign Exchange Translation Adjustment | Deferred Gains (Losses) on Hedging Activities | Pension and Other Postretirement Liability Adjustments | | Accumulated Other Comprehensive Income (Loss) |
Balance, April 1, 2024 | $ | (5,664) | | $ | (410) | | $ | (120) | | | $ | (6,194) | |
Other comprehensive income (loss) before reclassifications | (341) | | 87 | | — | | | (254) | |
| | | | | |
Amount reclassified from accumulated other comprehensive income (loss) | — | | 2 | | — | | | 2 | |
Balance, June 30, 2024 | $ | (6,005) | | $ | (321) | | $ | (120) | | | $ | (6,446) | |
| | | | | | | | | | | | | | | | |
| | | | | | |
(US$ in millions) | Foreign Exchange Translation Adjustment | Deferred Gains (Losses) on Hedging Activities | Pension and Other Postretirement Liability Adjustments | | | Accumulated Other Comprehensive Income (Loss) |
Balance, April 1, 2023 | $ | (5,701) | | $ | (368) | | $ | (102) | | | | $ | (6,171) | |
Other comprehensive income (loss) before reclassifications | 147 | | (66) | | — | | | | 81 | |
| | | | | | |
Amount reclassified from accumulated other comprehensive income (loss) | — | | (1) | | — | | | | (1) | |
Balance, June 30, 2023 | $ | (5,554) | | $ | (435) | | $ | (102) | | | | $ | (6,091) | |
| | | | | | | | | | | | | | | | |
(US$ in millions) | Foreign Exchange Translation Adjustment | Deferred Gains (Losses) on Hedging Activities | Pension and Other Postretirement Liability Adjustments | | | Accumulated Other Comprehensive Income (Loss) |
Balance, January 1, 2024 | $ | (5,489) | | $ | (445) | | $ | (120) | | | | $ | (6,054) | |
Other comprehensive income (loss) before reclassifications | (516) | | 125 | | — | | | | (391) | |
| | | | | | |
Amount reclassified from accumulated other comprehensive income (loss) | — | | (1) | | — | | | | (1) | |
Balance, June 30, 2024 | $ | (6,005) | | $ | (321) | | $ | (120) | | | | $ | (6,446) | |
| | | | | | | | | | | | | | | | |
(US$ in millions) | Foreign Exchange Translation Adjustment | Deferred Gains (Losses) on Hedging Activities | Pension and Other Postretirement Liability Adjustments | | | Accumulated Other Comprehensive Income (Loss) |
Balance, January 1, 2023 | $ | (5,926) | | $ | (343) | | $ | (102) | | | | $ | (6,371) | |
Other comprehensive income (loss) before reclassifications | 269 | | (92) | | — | | | | 177 | |
| | | | | | |
Amount reclassified from accumulated other comprehensive income (loss) | 103 | | — | | — | | | | 103 | |
Balance, June 30, 2023 | $ | (5,554) | | $ | (435) | | $ | (102) | | | | $ | (6,091) | |
18. EARNINGS PER SHARE
Share information provided below, including references to Net income (loss) attributable to Bunge shareholders, Weighted-average number of shares outstanding, and Earnings per share have been calculated based on Bunge’s common shares prior to the Redomestication and Bunge’s registered shares after the Redomestication.
The following table sets forth the computation of basic and diluted earnings per share:
| | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Six Months Ended June 30, |
(US$ in millions, except for share data) | 2024 | | 2023 | | 2024 | 2023 |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
Net income (loss) attributable to Bunge shareholders | $ | 70 | | | $ | 622 | | | $ | 314 | | $ | 1,254 | |
| | | | | | |
| | | | | | |
| | | | | | |
Weighted-average number of shares outstanding: | | | | | |
Basic | 141,620,591 | | | 150,609,139 | | | 142,560,804 | | 150,345,757 | |
Effect of dilutive shares: | | | | | | |
—stock options and awards (1) | 1,564,559 | | | 1,570,265 | | | 1,730,536 | | 1,886,376 | |
| | | | | | |
Diluted | 143,185,150 | | | 152,179,404 | | | 144,291,340 | | 152,232,133 | |
| | | | | | |
Earnings per share: | | | | | | |
| | | | | | |
| | | | | | |
Net income (loss) attributable to Bunge shareholders—basic | $ | 0.49 | | | $ | 4.13 | | | $ | 2.20 | | $ | 8.34 | |
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
Net income (loss) attributable to Bunge shareholders—diluted | $ | 0.48 | | | $ | 4.09 | | | $ | 2.17 | | $ | 8.24 | |
(1) The weighted-average shares outstanding-diluted exclude less than 1 million contingently issuable restricted stock units, which were not dilutive and not included in the computation of earnings per share for each of the three and six months ended June 30, 2024, and 2023.
19. SEGMENT INFORMATION
The Company's operations are organized, managed, and classified into four reportable segments - Agribusiness, Refined and Specialty Oils, Milling, and Sugar and Bioenergy, organized based upon their similar economic characteristics, products and services offered, production processes, types and classes of customer, and distribution methods. The Company’s remaining operations are not reportable segments, as defined by the applicable accounting standard, and are classified as Corporate and Other.
The Agribusiness segment is characterized by both inputs and outputs being agricultural commodities and thus high volume and low margin. The Refined and Specialty Oils segment involves the processing, production, and marketing of products derived from vegetable oils. The Milling segment involves the processing, production, and marketing of products derived primarily from wheat and corn. The Sugar and Bioenergy reportable segment primarily comprises the net earnings in the Company’s 50% interest in BP Bunge Bioenergia, a joint venture with BP p.l.c. On June 19, 2024, Bunge entered into a definitive share purchase agreement to sell its 50% ownership share in BP Bunge Bioenergia, see Note 2 - Acquisitions and Dispositions.
Corporate and Other includes salaries and overhead for corporate functions that are not allocated to the Company’s individual reporting segments because the operating performance of each reporting 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, accounts receivable securitization activities, and certain income tax assets and liabilities.
Transfers between segments are generally valued at market. Segment revenues generated from these transfers are shown in the following table as “Inter-segment revenues.”
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, 2024 |
(US$ in millions) | Agribusiness | Refined and Specialty Oils | Milling | Sugar and Bioenergy | Corporate and Other | Eliminations | Total |
Net sales to external customers | $ | 9,657 | | $ | 3,121 | | $ | 401 | | $ | 49 | | $ | 13 | | $ | — | | $ | 13,241 | |
Inter–segment revenues | 1,841 | | 46 | | 11 | | — | | — | | (1,898) | | — | |
Cost of goods sold | (9,368) | | (2,806) | | (335) | | (48) | | (20) | | — | | (12,577) | |
Gross profit | 289 | | 315 | | 66 | | 1 | | (7) | | — | | 664 | |
Selling, general and administrative expenses | (150) | | (100) | | (24) | | (1) | | (174) | | — | | (449) | |
Foreign exchange (losses) gains – net | (39) | | (2) | | (2) | | — | | 6 | | — | | (37) | |
EBIT - Noncontrolling interests (1) | 7 | | (12) | | — | | — | | 1 | | — | | (4) | |
Other income (expense) - net | 56 | | (16) | | (1) | | — | | 18 | | — | | 57 | |
Income (loss) from affiliates | (25) | | — | | (1) | | (21) | | 1 | | — | | (46) | |
Total Segment EBIT (2) | 138 | | 185 | | 38 | | (21) | | (155) | | — | | 185 | |
| | | | | | | |
Total assets | 16,997 | | 3,840 | | 885 | | 462 | | 2,244 | | — | | 24,428 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, 2023 |
(US$ in millions) | Agribusiness | Refined and Specialty Oils | Milling | Sugar and Bioenergy | Corporate and Other | Eliminations | Total |
Net sales to external customers | $ | 10,875 | | $ | 3,601 | | $ | 490 | | $ | 72 | | $ | 11 | | $ | — | | $ | 15,049 | |
Inter–segment revenues | 1,999 | | 56 | | — | | — | | — | | (2,055) | | — | |
Cost of goods sold | (9,878) | | (3,268) | | (450) | | (70) | | (18) | | — | | (13,684) | |
Gross profit | 997 | | 333 | | 40 | | 2 | | (7) | | — | | 1,365 | |
Selling, general and administrative expenses | (151) | | (98) | | (24) | | — | | (147) | | — | | (420) | |
Foreign exchange (losses) gains – net | (64) | | 5 | | (1) | | — | | (6) | | — | | (66) | |
EBIT - Noncontrolling interests (1) | 1 | | (7) | | 1 | | — | | 1 | | — | | (4) | |
Other income (expense) - net | 7 | | (16) | | (2) | | 2 | | 21 | | — | | 12 | |
Income (loss) from affiliates | (5) | | — | | — | | 47 | | (17) | | — | | 25 | |
Total Segment EBIT (2) | 785 | | 217 | | 14 | | 51 | | (155) | | — | | 912 | |
| | | | | | | |
Total assets | 17,789 | | 3,883 | | 1,086 | | 382 | | 2,572 | | — | | 25,712 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
| Six Months Ended June 30, 2024 |
(US$ in millions) | Agribusiness | Refined and Specialty Oils | Milling | Sugar and Bioenergy | Corporate and Other | Eliminations | Total |
Net sales to external customers | $ | 19,397 | | $ | 6,361 | | $ | 782 | | $ | 92 | | $ | 26 | | $ | — | | $ | 26,658 | |
Inter–segment revenues | 3,597 | | 117 | | 81 | | — | | — | | (3,795) | | — | |
Cost of goods sold | (18,654) | | (5,687) | | (656) | | (90) | | (31) | | — | | (25,118) | |
Gross profit | 743 | | 674 | | 126 | | 2 | | (5) | | — | | 1,540 | |
Selling, general and administrative expenses | (305) | | (200) | | (49) | | (1) | | (333) | | — | | (888) | |
Foreign exchange (losses) gains | (101) | | (13) | | (2) | | — | | 1 | | — | | (115) | |
EBIT - Noncontrolling interests (1) | 10 | | (18) | | — | | — | | 2 | | — | | (6) | |
Other income (expense) - net | 109 | | (32) | | (3) | | — | | 51 | | — | | 125 | |
Income (loss) from affiliates | (40) | | — | | (1) | | 2 | | 1 | | — | | (38) | |
Total Segment EBIT (2) | 416 | | 411 | | 71 | | 3 | | (283) | | — | | 618 | |
| | | | | | | |
Total assets | 16,997 | | 3,840 | | 885 | | 462 | | 2,244 | | — | | 24,428 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
| Six Months Ended June 30, 2023 |
(US$ in millions) | Agribusiness | Refined and Specialty Oils | Milling | Sugar and Bioenergy | Corporate and Other | Eliminations | Total |
Net sales to external customers | $ | 21,727 | | $ | 7,489 | | $ | 1,005 | | $ | 136 | | $ | 20 | | $ | — | | $ | 30,377 | |
Inter–segment revenues | 4,155 | | 93 | | 164 | | — | | — | | (4,412) | | — | |
Cost of goods sold | (19,922) | | (6,814) | | (934) | | (134) | | (27) | | — | | (27,831) | |
Gross profit | 1,805 | | 675 | | 71 | | 2 | | (7) | | — | | 2,546 | |
Selling, general and administrative expenses | (283) | | (193) | | (45) | | — | | (252) | | — | | (773) | |
Foreign exchange (losses) gains | (25) | | 10 | | (1) | | — | | (1) | | — | | (17) | |
EBIT - Noncontrolling interests (1) | (20) | | (11) | | 1 | | — | | 1 | | — | | (29) | |
Other income (expense) - net | 18 | | (31) | | (3) | | 2 | | 41 | | — | | 27 | |
Income (loss) from affiliates | (5) | | — | | — | | 66 | | (17) | | — | | 44 | |
Total Segment EBIT (2) | 1,490 | | 450 | | 23 | | 70 | | (235) | | — | | 1,798 | |
| | | | | | | |
Total assets | 17,789 | | 3,883 | | 1,086 | | 382 | | 2,572 | | — | | 25,712 | |
(1) Includes Net (income) attributable to noncontrolling interests and redeemable noncontrolling interests adjusted for noncontrolling interests' share of interest and taxes.
(2) Total Segment earnings before interest and taxes ("EBIT") is an operating performance measure used by Bunge’s management to evaluate segment operating activities. Bunge’s management believes Total Segment EBIT is a useful measure of operating profitability, since the measure allows for an evaluation of the performance of its segments without regard to its 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-GAAP financial measure and is not intended to replace Net income (loss) attributable to Bunge, the most directly comparable U.S. GAAP financial measure. Further, Total Segment EBIT is not a measure of consolidated operating results under U.S. GAAP and should not be considered as an alternative to Net income (loss) or any other measure of consolidated operating results under U.S. GAAP. See the reconciliation of Total Segment EBIT to Net income (loss) attributable to Bunge in the table below.
A reconciliation of Net income (loss) attributable to Bunge to Total Segment EBIT follows:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Six Months Ended June 30, |
(US$ in millions) | 2024 | | 2023 | | 2024 | | 2023 |
Net income (loss) attributable to Bunge | $ | 70 | | | $ | 622 | | | $ | 314 | | | $ | 1,254 | |
Interest income | (37) | | | (40) | | | (79) | | | (83) | |
Interest expense | 123 | | | 129 | | | 231 | | | 241 | |
Income tax expense (benefit) | 30 | | | 198 | | | 147 | | | 381 | |
| | | | | | | |
Noncontrolling interests' share of interest and tax | (1) | | | 3 | | | 5 | | | 5 | |
Total Segment EBIT | $ | 185 | | | $ | 912 | | | $ | 618 | | | $ | 1,798 | |
The Company’s revenue comprises sales from commodity contracts that are accounted for under ASC 815, Derivatives and Hedging ("ASC 815") and sales of other products and services that are accounted for under ASC 606, Revenue from Contracts with Customers ("ASC 606"). The following tables provide a disaggregation of Net sales to external customers between sales from commodity contracts (ASC 815) and sales from contracts with customers (ASC 606):
| | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, 2024 |
(US$ in millions) | Agribusiness | Refined and Specialty Oils | Milling | Sugar and Bioenergy | Corporate and Other | Total |
Sales from commodity contracts (ASC 815) | $ | 9,185 | | $ | 273 | | $ | 1 | | $ | 48 | | $ | — | | $ | 9,507 | |
Sales from contracts with customers (ASC 606) | 472 | | 2,848 | | 400 | | 1 | | 13 | | 3,734 | |
Net sales to external customers | $ | 9,657 | | $ | 3,121 | | $ | 401 | | $ | 49 | | $ | 13 | | $ | 13,241 | |
| | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, 2023 |
(US$ in millions) | Agribusiness | Refined and Specialty Oils | Milling | Sugar and Bioenergy | Corporate and Other | Total |
Sales from commodity contracts (ASC 815) | $ | 10,293 | | $ | 262 | | $ | 41 | | $ | 70 | | $ | — | | $ | 10,666 | |
Sales from contracts with customers (ASC 606) | 582 | | 3,339 | | 449 | | 2 | | 11 | | 4,383 | |
Net sales to external customers | $ | 10,875 | | $ | 3,601 | | $ | 490 | | $ | 72 | | $ | 11 | | $ | 15,049 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | |
| Six Months Ended June 30, 2024 |
(US$ in millions) | Agribusiness | Refined and Specialty Oils | Milling | Sugar and Bioenergy | Corporate and Other | Total |
Sales from commodity contracts (ASC 815) | $ | 18,470 | | $ | 419 | | $ | 1 | | $ | 90 | | $ | — | | $ | 18,980 | |
Sales from contracts with customers (ASC 606) | 927 | | 5,942 | | 781 | | 2 | | 26 | | 7,678 | |
Net sales to external customers | $ | 19,397 | | $ | 6,361 | | $ | 782 | | $ | 92 | | $ | 26 | | $ | 26,658 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | |
| Six Months Ended June 30, 2023 |
(US$ in millions) | Agribusiness | Refined and Specialty Oils | Milling | Sugar and Bioenergy | Corporate and Other | Total |
Sales from commodity contracts (ASC 815) | $ | 20,582 | | $ | 440 | | $ | 115 | | $ | 134 | | $ | — | | $ | 21,271 | |
Sales from contracts with customers (ASC 606) | 1,145 | | 7,049 | | 890 | | 2 | | 20 | | 9,106 | |
Net sales to external customers | $ | 21,727 | | $ | 7,489 | | $ | 1,005 | | $ | 136 | | $ | 20 | | $ | 30,377 | |
Cautionary Statement Regarding Forward Looking Statements
The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward looking statements to encourage companies to provide prospective information to investors. This Form 10-Q includes forward looking statements that reflect our current expectations and projections about our future results, performance, prospects and opportunities. Forward looking statements include all statements that are not historical in nature. We have tried to identify these forward looking statements by using words including "may," "will," "should," "could," "expect," "anticipate," "believe," "plan," "intend," "estimate," "continue" and similar expressions. These forward looking statements are subject to a number of risks, uncertainties, assumptions and other factors that could cause our actual results, performance, prospects or opportunities to differ materially from those expressed in, or implied by, these forward looking statements. The following factors, among others, could cause actual results to differ from these forward looking statements:
•the impact on our employees, operations, and facilities from the war in Ukraine and the resulting economic and other sanctions imposed on Russia, including the impact on us resulting from the continuation and/or escalation of the war and sanctions against Russia;
•the effect of weather conditions and the impact of crop and animal disease on our business;
•the impact of global and regional economic, agricultural, financial and commodities market, political, social and health conditions;
•changes in government policies and laws affecting our business, including agricultural and trade policies, financial markets regulation and environmental, tax and biofuels regulation;
•the impact of seasonality;
•the impact of government policies and regulations;
•the outcome of pending regulatory and legal proceedings;
•our ability to complete, integrate and benefit from acquisitions, divestitures, joint ventures and strategic alliances, including without limitation Bunge’s pending business combination with Viterra Limited (“Viterra”);
•the impact of industry conditions, including fluctuations in supply, demand and prices for agricultural commodities and other raw materials and products that we sell and use in our business, fluctuations in energy and freight costs and competitive developments in our industries;
•the effectiveness of our capital allocation plans, funding needs and financing sources;
•the effectiveness of our risk management strategies;
•operational risks, including industrial accidents, natural disasters, pandemics or epidemics and cybersecurity incidents;
•changes in foreign exchange policy or rates;
•the impact of our dependence on third parties;
•our ability to attract and retain executive management and key personnel; and
•other factors affecting our business generally.
The forward looking statements included in this report are made only as of the date of this report, and except as otherwise required by federal securities law, we do not have any obligation to publicly update or revise any forward looking statements to reflect subsequent events or circumstances.
You should refer to “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 22, 2024 and “Part II — Item 1A. Risk Factors” in this Quarterly Report on Form 10-Q for a more detailed discussion of these factors.